What changed in this filing

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Item 1. Financial Statements

2025-08-08 compared with 2025-05-08 · 409 added, 187 removed, 649 unchanged (48% of the section changed)

2 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

(In thousands, except per share data)

6 unchanged sentences

Operating costs and expenses:

Costs of sales (exclusive of depreciation and amortization) (2) (3)

Costs of sales (excluding depreciation and amortization) (2) (3)

156,697 146,513 380,061 300,200

4 unchanged sentences

(Gain) loss on disposal of assets, net

( 25 ) ( 76 ) ( 65 ) 4,090

Total operating costs and expenses 349,283 302,869 773,266 618,162

2 unchanged sentences

Interest and other income 2,732 309 3,517 400

Loss on debt extinguishment ( 635 ) ( 525 ) ( 635 ) ( 525 )

Gain on sale of equity method investment — 59,884 — 59,884

Interest expense ( 56,514 ) ( 54,049 ) ( 112,228 ) ( 101,516 )

5 unchanged sentences

Net income attributable to Common Unit limited partners 50,771 71,756 63,903 95,613

Net income attributable to Class A Common Stock Shareholders $ 6,130 $ 11,550

Net income attributable to Class A Common Shareholders, per share

Net income attributable to holders of Class A Common Stock $ 23,645 $ 37,192 $ 29,775 $ 48,742

Net income attributable to holders of Class A Common Stock, per share

Basic $ 0.33 $ 0.54 $ 0.38 $ 0.68

3 unchanged sentences

Diluted 62,228 60,279 61,693 59,503

(1) Includes amounts associated with related parties of nil and $ 17.2 million for the three months ended March 31, 2025 and 2024, respectively.

(2) Includes amounts associated with related parties of $ 4.7 million and $ 23.3 million for the three months ended March 31, 2025 and 2024, respectively .

(3) Costs of sales (exclusive of depreciation and amortization) is net of gas service fees totaling $ 62.2 million and $ 44.5 million for the three months ended March 31, 2025 and 2024, respectively, for certain volumes where we act as principal.

(1) Includes amounts associated with related parties of nil and $ 17.2 million for the six months ended June 30, 2025 and 2024, respectively.

No operating revenue associate with related parties for the three months ended June 30, 2025 and 2024.

(2) Includes amounts associated with related parties of $ 7.0 million and $ 12.5 million for the three months ended June 30, 2025 and 2024, respectively, and $ 11.7 million and $ 35.9 million for the six months ended June 30, 2025 and 2024, respectively.

(3) Costs of sales (excluding depreciation and amortization) is net of gas service revenues totaling $ 73.6 million and $ 54.7 million for the three months ended June 30, 2025 and 2024, respectively, $ 135.8 million and $ 99.2 million for the six months ended June 30, 2025 and 2024, respectively, for certain volumes where we act as principal.

The accompanying notes are an integral part of the Condensed Consolidated Financial Statements.

1 unchanged sentence

CONDENSED CONSOLIDATED BALANCE SHEETS

March 31, December 31,

June 30, December 31,

(In thousands, except shares data)

41 unchanged sentences

Class A Common Stock:

$ 0.0001 par, 1,500,000,000 shares authorized, 60,922,044 and 59,929,611 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively

$ 0.0001 par, 1,500,000,000 shares authorized, 65,198,317 shares issued and 63,545,388 shares outstanding at June 30, 2025, and 59,929,611 shares issued and outstanding at December 31, 2024

Class C Common Stock:

$ 0.0001 par, 1,500,000,000 shares authorized, 97,039,202 and 97,783,034 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively

$ 0.0001 par, 1,500,000,000 shares authorized, 92,777,112 and 97,783,034 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively

Deferred consideration

1 unchanged sentence

Accumulated deficit ( 1,781,415 ) ( 2,976,612 )

Treasury stock at cost, ( 1,652,929 and nil shares as of June 30, 2025 and December 31, 2024, respectively)

Total equity ( 1,565,658 ) ( 2,976,596 )

3 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Three Months Ended March 31,

Six Months Ended June 30,

(In thousands)

9 unchanged sentences

Derivative fair value adjustment ( 15,370 ) 6,624

Gain on sale of equity method investment — ( 59,884 )

(Gain) loss on disposal of assets, net ( 65 ) 4,090

Equity in earnings of unconsolidated affiliates ( 116,183 ) ( 116,424 )

Loss on debt extinguishment 635 525

Share-based compensation 30,348 37,697

12 unchanged sentences

Investments in unconsolidated affiliates ( 985 ) ( 3,273 )

Distributions from unconsolidated affiliate 560 1,240

Cash proceeds from disposals 45 251

Net cash paid for acquisitions ( 178,380 ) —

Net cash used in investing activities ( 260,138 ) ( 61,980 )

Distributions from unconsolidated affiliates 2,853 1,240

Cash proceeds from sale of equity method investment — 494,390

Cash proceeds from disposal of assets 98 334

Net cash paid for acquisition ( 176,163 ) ( 349,266 )

Net cash (used in) provided by investing activities ( 391,604 ) 43,302

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from borrowing under A/R Facility 73,300 150,000

Payments on A/R Facility ( 24,200 ) ( 1,200 )

Proceeds from borrowings from long-term debt 1,400,000 —

Payments on long-term debt ( 1,000,000 ) ( 200,000 )

Payments of debt issuance costs, net ( 10,689 ) ( 1,086 )

Proceeds from debt premium, net 625 —

Proceeds from revolver 388,000 44,000

Payments of revolver ( 433,000 ) ( 91,000 )

Payments of debt discount, net ( 1,200 ) ( 500 )

Proceeds from revolving line of credit 1,126,000 607,000

Payments on revolving line of credit ( 1,151,000 ) ( 714,000 )

Cash dividends paid to Class A Common Stock shareholders ( 94,950 ) ( 83,526 )

Distributions paid to Common Unit limited partners ( 76,198 ) ( 721 )

Distributions paid to Class C Common Unit limited partners ( 151,883 ) ( 71,173 )

Repurchase of Class A Common Stock ( 72,554 ) —

Net cash provided by (used in) financing activities 92,824 ( 314,485 )

4 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Three Months Ended March 31,

Six Months Ended June 30,

(In thousands)

1 unchanged sentence

Cash paid for interest, net of amounts capitalized $ 103,441 $ 140,477

Cash paid for income taxes, net

$ 2,410 $ 485

Property and equipment and intangible accruals in accounts payable and accrued liabilities $ 67,212 $ 13,301

Right-of-use assets obtained in exchange for lease liabilities

$ 17,732 $ 42,537

Class A Common Stock issued through dividend and distribution reinvestment plan $ 724 $ 74,799

Fair value of assets acquired in business combinations

$ 191,815 $ 898,865

Cash consideration paid

176,163 357,967

Class C Common Units issued

Deferred consideration

Contingent consideration

Liabilities assumed

$ 15,652 $ 53,698

The accompanying notes are an integral part of the Condensed Consolidated Financial Statements.

3 unchanged sentences

Common Stock Class C

Deferred Consideration Additional Paid-in Capital Accumulated Deficit Total

Common Stock Additional Paid-in Capital Accumulated Deficit Treasury

Deferred Consideration

Shares Amount Shares Amount Shares (1)

(In thousands)

For the Three Months Ended March 31, 2024

Balance at December 31, 2023 $ 3,157,807 57,097 $ 6 94,089 $ 9 — $ — $ 192,678 $ ( 723,516 ) $ ( 530,823 )

For the Quarter Ended June 30, 2024

Balance at March 31, 2024 $ 3,624,670 59,712 $ 6 93,943 $ 9 — $ — $ — $ ( 973,451 ) $ — $ ( 973,436 )

Durango Acquisition 423,200 — — 3,840 — 7,680 1 — — — 1

Redemption of Common Units — — — — — — — — — — —

7 unchanged sentences

— — — — — — — — ( 45,327 ) — ( 45,327 )

Balance at June 30, 2024 $ 4,289,591 59,736 $ 6 97,783 $ 9 7,680 $ 1 $ — $ ( 1,206,909 ) $ — $ ( 1,206,893 )

For the Quarter Ended June 30, 2025

Balance at March 31, 2025 $ 5,450,555 60,922 $ 6 97,039 $ 9 7,680 $ 1 $ 66,966 $ ( 2,616,635 ) $ — $ ( 2,549,653 )

For the Three Months Ended March 31, 2025

Redemption of Common Units ( 189,660 ) 4,262 — ( 4,262 ) — — — 189,660 — — 189,660

Issuance of common stock through dividend and distribution reinvestment plan — 7 — — — — — 334 — — 334

Repurchase of Class A Common Stock — ( 1,653 ) — — — — — — — ( 72,554 ) ( 72,554 )

Share-based compensation — 7 — — — — — 9,695 — — 9,695

Net income 50,771 — — — — — — — 23,645 — 23,645

Change in redemption value of noncontrolling interest ( 859,871 ) — — — — — — — 859,871 — 859,871

Recognition of deferred tax asset — — — — — — — 21,640 — — 21,640

Distributions paid to Common Unit limited partners ( 75,691 ) — — — — — — — — — —

Dividends on Class A Common Stock ($ 0.78 per share)

— — — — — — — — ( 48,296 ) — ( 48,296 )

Balance at June 30, 2025 $ 4,376,104 63,545 $ 6 92,777 $ 9 7,680 $ 1 $ 288,295 $ ( 1,781,415 ) $ ( 72,554 ) $ ( 1,565,658 )

KINETIK HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY AND NONCONTROLLING INTERESTS

Redeemable Noncontrolling Interest — Common Unit Limited Partners Class A

Common Stock Class C

Common Stock Additional Paid-in Capital Accumulated Deficit Treasury

Deferred Consideration

Shares Amount Shares Amount Shares (1)

(In thousands)

For the Six Months Ended June 30, 2024

Balance at December 31, 2023 $ 3,157,807 57,097 $ 6 94,089 $ 9 — $ — $ 192,678 $ ( 723,516 ) $ — $ ( 530,823 )

Durango Acquisition 423,200 — — 3,840 — 7,680 1 — — — 1

Redemption of Common Units ( 5,060.00 ) 146 — ( 146 ) — — — 5,060 — — 5,060

2 unchanged sentences

Net income 95,613 — — — — — — — 48,742 — 48,742

Change in redemption value of noncontrolling interests 759,003 — — — — — — ( 315,395 ) ( 443,608 ) — ( 759,003 )

Recognition of deferred tax asset — — — — — — — 5,161 — — 5,161

Distributions paid to Common Unit limited partners ( 140,972 ) — — — — — — — — — —

Cash dividends on Class A Common Stock ($ 0.75 per share)

— — — — — — — — ( 88,527 ) — ( 88,527 )

Balance at June 30, 2024 $ 4,289,591 59,736 $ 6 97,783 $ 9 7,680 $ 1 $ — $ ( 1,206,909 ) $ — $ ( 1,206,893 )

For the Six Months Ended June 30, 2025

Balance at December 31, 2024 $ 5,955,662 59,930 $ 6 97,783 $ 9 7,680 $ 1 $ — $ ( 2,976,612 ) $ — $ ( 2,976,596 )

Redemption of Common Units ( 230,481 ) 5,006 — ( 5,006 ) — — — 230,481 — — 230,481

Issuance of common stock through dividend and distribution reinvestment plan — 13 — — — — — 724 — — 724

Repurchase of Class A Common Stock — ( 1,653 ) — — — — — — — ( 72,554 ) ( 72,554 )

Share-based compensation — 249 — — — — — 30,348 — — 30,348

Net income 63,903 — — — — — — — 29,775 — 29,775

Change in redemption value of noncontrolling interest ( 1,261,085 ) — — — — — — — 1,261,085 — 1,261,085

3 unchanged sentences

— — — — — — — — ( 95,663 ) — ( 95,663 )

Balance at March 31, 2025 $ 5,450,555 60,922 $ 6 97,039 $ 9 7,680 $ 1 $ 66,966 $ ( 2,616,635 ) $ ( 2,549,653 )

(1) Pursuant to the Durango MIPA (as defined herein), deferred consideration of 7.7 million shares of Class C Common Stock is to be issued on July 1, 2025.

Fair value of the deferred consideration was included in the “Redeemable noncontrolling interest—Common Units limited partners” of the Condensed Consolidated Balance Sheets as of March 31, 2025 and December 31, 2024.

Balance at June 30, 2025 $ 4,376,104 63,545 $ 6 92,777 $ 9 7,680 $ 1 $ 288,295 $ ( 1,781,415 ) $ ( 72,554 ) $ ( 1,565,658 )

(1) Pursuant to the Durango MIPA (as defined herein), deferred consideration of 7.7 million shares of Class C Common Stock were issued on July 1, 2025.

Fair value of the deferred consideration was included in the “Redeemable noncontrolling interest—Common Units limited partners” of the Condensed Consolidated Balance Sheets as of June 30, 2025.

The accompanying notes are an integral part of the Condensed Consolidated Financial Statements.

21 unchanged sentences

During the year ended December 31, 2024, the Company adopted ASU 2023-07, S egment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which has required prior periods to reflect the change in presentation.

Improvements to Reportable Segment Disclosures which has required prior periods to reflect the change in presentation.

See Note 2—Summary of Significant Accounting Policies, Recent Accounting Pronouncements in our 2024 Annual Report on Form 10-K for further discussion.

1 unchanged sentence

The accounting policies that we follow are set forth in Note 2 – Summary of Significant Accounting Policies of the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K.

There were no significant updates or revisions to our accounting policies during the three months ended March 31, 2025.

There were no significant updates or revisions to our accounting policies during the six months ended June 30, 2025.

Transactions with related parties

4 unchanged sentences

In addition, the Company incurs cost of sales with two of its equity method investment (“EMI”) pipeline entities, Permian Highway Pipeline LLC (“PHP”) and Breviloba, LLC (“Breviloba”).

The Company pays a demand fee to PHP and pays a capacity fee to Breviloba for certain volumes moving on the Shin Oak NGL Pipeline.

For the three months ended March 31, 2025, the Company recorded cost of sales of $ 4.7 million with these affiliates.

For the three months ended March 31, 2024, the Company recorded cost of sales of $ 13.9 million with these affiliates.

The Company pays a demand fee to PHP and pays a capacity fee to Breviloba for certain volumes moving on the Shin Oak NGL Pipeline (“Shin Oak”).

For the three and six months ended June 30, 2025, the Company recorded cost of sales of $ 7.0 million and $ 11.7 million, respectively, with these affiliates.

For the three and six months ended June 30, 2024, the Company recorded cost of sales of $ 12.5 million and $ 26.5 million, respectively, with these affiliates.

Recently issued accounting pronouncements not yet adopted

4 unchanged sentences

The amendments are required to be applied prospectively with retrospective application permitted.

We are evaluating the effects of the amendment on our Consolidated Financial Statements and expect to disclose the required information beginning in the Annual Report on Form 10-K for the year ended December 31, 2025.

The Company plans to adopt ASU 2023-09 in the Annual Report on Form 10-K for the year ended December 31, 2025, which will result in expanded income tax disclosure as required by the ASU.

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosure (Subtopic 220-40), Disaggregation of Income Statement Expenses, (“ASU 2024-03”).

8 unchanged sentences

Determining the fair value of these items requires management’s judgment and the utilization of an independent valuation specialist, if applicable, and involves the use of significant estimates and assumptions.

As of March 31, 2025, our allocations of purchase price for acquisitions made during 2025 and 2024 are detailed below:

Acquisition Date Acquisition Consideration Transferred

Current Assets Property Plant & Equipment Intangible Assets Other Long Term Assets Liabilities Contingent Consideration

As of June 30, 2025, our allocations of purchase price for acquisitions made during 2025 and 2024 are detailed below:

Acquisition Date Acquisition Consideration Transferred Current Assets Property Plant & Equipment Intangible Assets Other Long Term Assets Liabilities Contingent Consideration

(In thousands)

(1) Q1 2025 Barilla Draw $ 176,163 $ — $ 165,663 $ 10,500 $ 15,652 $ 15,652 $ —

$ 178,380 $ — $ 167,780 $ 10,600 $ 15,652 $ 15,652 $ —

(2) Q2 2024 Durango Permian, LLC $ 781,167 $ 61,171 $ 627,452 $ 183,000 $ 3,621 $ 89,577 $ 4,500

Barilla Draw Acquisition

On January 14, 2025, the Company completed the previously announced bolt-on acquisition with Permian Resources Corporation (“Permian Resources”, or “Seller”), who directly owns all of the issued and outstanding membership interests of (a) RC Permian Gathering, LLC, a Delaware limited liability company (“Permian Interests”) and (b) Barilla Draw Gathering, LLC, a Delaware limited liability company (“Barilla Interests”), to acquire all issued and outstanding Permian Interests and Barilla Interests (the “Barilla Acquisition”) for $ 178.4 million of cash consideration.

On January 14, 2025, the Company completed the previously announced bolt-on acquisition with Permian Resources Corporation, who directly owns all of the issued and outstanding membership interests of (a) RC Permian Gathering, LLC, a Delaware limited liability company (“Permian Gathering”) and (b) Barilla Draw Gathering, LLC, a Delaware limited liability company (“Barilla Draw”), to acquire all issued and outstanding membership interests of Permian Gathering and Barilla Draw (the “Barilla Draw Acquisition”) for $ 176.2 million of cash consideration.

Assets acquired consisted of natural gas and crude gathering pipelines and compression of $ 165.7 million, intangible right-of-way assets of $ 10.5 million and operating lease right of use assets of $ 15.7 million.

3 unchanged sentences

Acquired net assets from this business combination were included in the Midstream Logistics segment.

This transaction was accounted for as a business combination in accordance with ASC 805.

Certain data necessary to complete the purchase price allocation is not yet available, including, but not limited to, the completion of the valuation of the underlying

assets and liabilities assumed.

This transaction was accounted for as a business combination in accordance with ASC 805 Business Combination (“ASC 805”).

necessary to complete the purchase price allocation is not yet available, including, but not limited to, the completion of the valuation of the underlying assets and liabilities assumed.

The Company is continuing its review of these matters during the measurement period.

For the three and six months ended June 30, 2025, the Company recorded measurement period adjustment totaled $ 2.2 million related to working capital settlement for the effective period.

Acquisition-related costs were immaterial for this transaction.

For the three months ended March 31, 2025, Barilla Draw recorded revenues of $ 9.1 million and net income of $ 1.7 million.

For the three and six months ended June 30, 2025, excluding intercompany revenue and cost of sales, Barilla Draw recorded revenues of $ 5.6 million and $ 14.7 million, respectively, and net income of $ 1.5 million and $ 3.2 million, respectively.

Durango Acquisition

4 unchanged sentences

The Durango Acquisition allows the Company to further expand its footprint into New Mexico and across the Northern Delaware Basin.

The Durango Acquisition was accounted for as a business combination in accordance with ASC 805 Business Combination (“ASC 805”).

The Durango Acquisition was accounted for as a business combination in accordance with ASC 805.

Starting on the Durango Closing Date, our Consolidated Financial Statements reflected Durango as a consolidated subsidiary.

1 unchanged sentence

Acquired net assets from this business combination were included in the Midstream Logistic segment.

For the three months ended March 31, 2025, Durango recorded revenues of $ 51.6 million and net income of $ 3.8 million.

Supplemental Pro Forma Information

The table below presents the unaudited supplemental pro forma combined financial information for the three months ended March 31, 2024 as if the Durango Acquisition had been completed on January 1, 2023.

Three Months Ended March 31, 2024

(In thousands)

Net income including noncontrolling interest

The unaudited supplemental pro forma financial data is for informational purposes only and is not indicative of future results.

For the three and six months ended June 30, 2025, excluding intercompany revenue and cost of sales, Durango recorded revenues of $ 41.1 million and $ 92.6 million, respectively, and net income of $ 1.2 million and $ 5.0 million, respectively.

For the three and six months ended June 30, 2024, Durango recorded revenues of $ 3.2 million and net income of $ 0.2 million, respectively, excluding intercompany revenue and cost of sales.

REVENUE RECOGNITION

1 unchanged sentence

The following table presents a disaggregation of the Company’s revenue:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

(In thousands)

3 unchanged sentences

Total revenues $ 426,738 $ 359,457 $ 870,001 $ 700,851

There have been no significant changes to the Company’s contracts with customers during the three months ended March 31, 2025, aside from the addition of certain gas gathering and processing agreements associated with the Durango Acquisition in 2024.

Contracts with customers acquired through the Durango Acquisition had similar structures to the Company’s existing contracts with customers.

The Company recognized $ 0.3 million in revenues from MVC deficiency payments for the three months ended March 31, 2025.

The Company did no t recognize any revenue from MVC deficiency payments for the three months ended March 31, 2024.

There have been no significant changes to the Company’s contracts with customers during the three and six months ended June 30, 2025, aside from the addition of certain gas gathering and processing agreements associated with the Durango Acquisition in 2024 and Barilla Draw Acquisition in January 2025.

Contracts with customers acquired through these acquisitions have similar structures to the Company’s existing contracts with customers.

The Company recognized $ 0.4 million and $ 0.7 million in revenues from MVC deficiency payments for the three and six months ended June 30, 2025, respectively, and nil for the three and six months ended June 30, 2024.

Remaining Performance Obligations

The following table presents our estimated revenue from contracts with customers for remaining performance obligations that have not yet been recognized, representing our contractually committed revenues as of March 31, 2025:

Fiscal Year (In thousands)

3 unchanged sentences

Contract Liabilities

The following table provides information about contract liabilities from contracts with customers as of March 31, 2025:

The following table provides information about contract liabilities from contracts with customers as of June 30, 2025:

(In thousands)

2 unchanged sentences

Cash received in advance and not recognized as revenue 3,339

Balance at March 31, 2025 25,403

Balance at June 30, 2025 26,766

Current portion 5,834

4 unchanged sentences

The Company has capitalized certain costs incurred to obtain a contract or additional contract dedicated acreage or volumes that would not have been incurred if the contract or associated acreage and volumes had not been obtained.

As of March 31, 2025 and December 31, 2024, the Company had contract acquisition cost assets of $ 62.9 million and $ 64.6 million, respectively.

As of June 30, 2025 and December 31, 2024, the Company had contract acquisition cost assets of $ 61.2 million and $ 64.6 million, respectively.

Current and noncurrent contract cost assets are included in “Prepaid and Other Current Assets” and “Deferred Charges and Other Assets,” respectively, in the Condensed Consolidated Balance Sheets.

The Company amortizes these assets as cost of sales on a straight-line basis over the life of the associated long-term customer contracts.

The Company recognized costs of sales associated with these assets of $ 1.7 million for the three months ended March 31, 2025 and 2024.

PROPERTY, PLANT AND EQUIPMENT

The Company recognized costs of sales associated with these assets of $ 1.7 million for the three months ended June 30, 2025 and 2024, and $ 3.3 million for the six months ended June 30, 2025 and 2024.

PROPERTY, PLANT AND EQUIPMENT, NET

Property, plant and equipment, at carrying value, is as follows:

March 31, December 31,

June 30, December 31,

(In thousands)

9 unchanged sentences

These amounts represent property that is not yet available to be placed into productive service as of the respective reporting date.

The Company recorded $ 62.1 million and $ 42.9 million of depreciation expense for the three months ended March 31, 2025 and 2024, respectively.

There were no impairment triggering events for property, plant and equipment during the three months ended March 31, 2025 and 2024.

The Company recorded $ 57.0 million and $ 43.8 million of depreciation expense for the three months ended June 30, 2025 and 2024, respectively, and $ 119.1 million and $ 86.6 million for the six months ended June 30, 2025 and 2024, respectively.

There were no impairment triggering events for property, plant and equipment during the three and six months ended June 30, 2025 and 2024.

INTANGIBLE ASSETS, NET

Intangible assets, net, are comprised of the following:

March 31, December 31,

June 30, December 31,

(In thousands)

3 unchanged sentences

Total amortizable intangible assets, net $ 607,752 $ 652,490

On March 31, 2025, the remaining customer contract amortization terms range from one to seventeen years with weighted average amortization periods of approximately 6.79 years and the right-of-way assets remaining amortization terms range from three months to fourteen years with weighted average amortization periods of approximately 6.57 years.

The overall remaining weighted average amortization period for the intangible assets as of March 31, 2025 was approximately 6.75 years.

The Company recorded $ 30.6 million and $ 30.7 million of amortization expense for the three months ended March 31, 2025 and 2024, respectively.

There was no impairment recognized on intangible assets for the three months ended March 31, 2025 and 2024.

On June 30, 2025, the remaining customer contract amortization terms range from seven months to sixteen years with weighted average amortization periods of approximately 6.72 years and the right-of-way assets remaining amortization terms range from one month to fourteen years with weighted average amortization periods of approximately 6.61 years.

The remaining weighted average amortization period for the intangible assets as of June 30, 2025 was approximately 6.69 years.

The right of way agreements are typically for an initial term of ten years with an option to renew for an additional ten years at agreed upon renewal rates based on certain indices or up to 130 % of the original consideration paid.

The Company recorded $ 36.7 million and $ 31.3 million of amortization expense for the three months ended June 30, 2025 and 2024, respectively, and $ 67.3 million and $ 62.0 million for the six months ended June 30, 2025 and 2024, respectively.

There was no impairment recognized on intangible assets for the three and six months ended June 30, 2025 and 2024.

EQUITY METHOD INVESTMENTS

As of March 31, 2025, the Company owned investments in the following long-haul pipeline entities in the Permian Basin.

As of June 30, 2025, the Company owned investments in the following long-haul pipeline entities in the Permian Basin.

These investments were accounted for using the equity method of accounting.

1 unchanged sentence

The table below presents the ownership percentages and investment balances held by the Company for each entity:

March 31, December 31,

June 30, December 31,

(In thousands)

3 unchanged sentences

$ 2,105,252 $ 2,117,878

The unamortized net basis differences included in the EMI pipeline balances were $ 40.0 million and $ 40.3 million as of March 31, 2025 and December 31, 2024, respectively.

The unamortized net basis differences included in the EMI pipeline balances were $ 39.6 million and $ 40.3 million as of June 30, 2025 and December 31, 2024, respectively.

These amounts represent differences in the Company’s contributions to date and the Company’s underlying equity in the separate net assets within the financial statements of the respective entities.

Unamortized basis differences will be amortized or accreted into equity income of unconsolidated affiliates over the useful lives of the underlying pipeline assets.

There was capitalized interest of $ 23.7 million and $ 23.9 million as of March 31, 2025 and December 31, 2024, respectively.

There was capitalized interest of $ 23.4 million and $ 23.9 million as of June 30, 2025 and December 31, 2024, respectively.

Capitalized interest is amortized on a straight-line basis into equity income of unconsolidated affiliates.

The following table presents the activity in the Company’s EMIs for the three months ended March 31, 2025:

The following table presents the activity in the Company’s EMIs for the six months ended June 30, 2025:

Permian Highway Pipeline LLC Breviloba, LLC EPIC Crude Holdings, LP Total

6 unchanged sentences

87,902 20,791 7,490 116,183

Balance at March 31, 2025 $ 1,594,801 $ 432,019 $ 85,527 $ 2,112,347

(1) Distributions consisted a return on investment of $ 63.3 million, which was included in cash flows from operating activities and a return of investment of $ 0.6 million, which was included in cash flows from investing activities.

(2) For the three months ended March 31, 2025, net of amortization and accretion of basis differences and capitalized interests, which represents undistributed earnings, the amortization was $ 2.0 million from PHP, $ 0.2 million from Breviloba, LLC, and accretion of $ 1.6 million from EPIC.

Balance at June 30, 2025 $ 1,590,058 $ 425,532 $ 89,662 $ 2,105,252

(1) Distributions consisted of a return on investment of $ 126.9 million, which was included in cash flows from operating activities and a return of investment of $ 2.9 million, which was included in cash flows from investing activities.

(2) For the six months ended June 30, 2025, net of amortization and accretion of basis differences and capitalized interests, which represents undistributed earnings, the amortization was $ 3.9 million from PHP, $ 0.3 million from Breviloba, LLC, and accretion of $ 3.2 million from EPIC.

Summarized Financial Information

The following table represents selected data for the Company’s ongoing EMI pipelines (on a 100 percent basis) for the three months ended March 31, 2025 and 2024.

Three Months Ended March 31,

The following table represents selected data for the Company’s ongoing EMI pipelines (on a 100 percent basis) for the three and six months ended June 30, 2025 and 2024.

Three Months Ended June 30,

Permian Highway Pipeline LLC Breviloba, LLC EPIC Crude Holdings, LP Permian Highway Pipeline LLC Breviloba, LLC EPIC Crude Holdings, LP

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Net income (loss) 83,070 27,294 34,461 81,074 21,895 ( 8,195 )

Six Months Ended June 30,

Permian Highway Pipeline LLC Breviloba, LLC EPIC Crude Holdings, LP Permian Highway Pipeline LLC Breviloba, LLC EPIC Crude Holdings, LP

(In thousands)

Revenues $ 257,068 $ 114,905 $ 204,677 $ 252,640 $ 102,397 $ 186,536

Operating income 165,818 59,097 61,473 161,681 47,165 45,580

Net income (loss) 165,719 59,284 17,926 161,233 47,447 ( 24,730 )

DEBT AND FINANCING COSTS

Term Loan Credit Agreement

On May 30, 2025, the Partnership entered into a term loan credit agreement (the “Term Loan Credit Agreement”)among Toronto Dominion (Texas) LLC, as administrative agent and the banks and other financial institutions party thereto, as lenders.

The Term Loan Credit Agreement provides for a $ 1.15 billion senior unsecured credit facility and matures on May 30, 2028.

The obligations under the Term Loan Credit Agreement are guaranteed by the Company.

In connection with entry into the Term Loan Credit Agreement, the Partnership paid fees and expenses to third parties totaling $ 1.2 million, which was capitalized as debt issuance cost, and paid fees directly to lenders totaling $ 1.8 million, which was capitalized as original debt discount.

Capitalized debt issuance cost and original debt discount were included in the Condensed Consolidated Balance Sheets as direct deductions to the term loan and was amortized over the life of the term loan using the effective interest method.

The Term Loan Credit Agreement provides for borrowings of either, at the Partnership’s option, base rate loans or term SOFR loans.

Base rate loans bear interest at a rate per annum equal to the greatest of (a) the prime rate as quoted by the Wall Street Journal from time to time, (b) the greater of (i) the federal funds rate effective rate and (ii) the overnight bank funding rate plus 1/2 of 1% and (c) the adjusted term SOFR rate for an interest period of one month plus 1 %, plus a margin that ranges between 0.25 % and 1.0 %, depending on the credit rating of the Partnership.

SOFR loans bear interest at a rate per annum equal to the term SOFR rate for one, three or six month interest periods plus 0.10 %, plus a margin that ranges between 1.25 % and 2.0 %, depending on the credit rating of the Partnership.

Revolving Credit Agreement

On May 30, 2025, the Partnership entered into a new revolving credit agreement (the “Revolving Credit Agreement”) among PNC Bank, National Association, as administrative agent (“PNC Bank”), and the banks and other financial institutions party thereto, as lenders.

The Revolving Credit Agreement provides for a $ 1.60 billion senior unsecured revolving credit facility, which includes a $ 200.0 million sublimit for the issuance of letters of credit, and a $ 300.0 million sublimit for swingline loans.

All borrowings under the Revolving Credit Agreement will mature on May 30, 2030, unless such maturity date is adjusted in accordance with the revolving credit agreement.

The obligations under the Revolving Credit Agreement are guaranteed by the Company.

The aggregate fees and expenses paid directly to lenders and third parties in connection with the Revolving Credit Facility, totaled $ 6.7 million, which were capitalized as debt issuance costs, were included in “Deferred charges and other assets” on the Condensed Consolidated Balance Sheets and amortized over the term of the revolving credit facility to interest expense using the effective-interest method.

The Revolving Credit Agreement provides for borrowings of either, at the Partnership’s option, base rate loans or term SOFR loans or, with respect to swingline loans, daily simple SOFR loans.

Base rate loans bear interest at a rate per annum equal to the greatest of (a) the prime rate as announced from time to time by PNC Bank, (b) the greater of (i) the federal funds effective rate and (ii) the overnight bank funding rate, plus 1/2 of 1% and (c) the adjusted term SOFR rate for an interest period of one month plus 1 %, plus a margin that ranges between 0.25 % and 1.00 %, depending on the credit rating of the Partnership.

In addition, the Partnership is required to pay to each lender a commitment fee on the daily unfunded amount of such lender’s revolving commitment, which accrues at a rate that ranges between 0.15 % and 0.35 % depending on the credit rating of the Partnership.

Repayment of Existing Credit Facilities

On May 30, 2025, in connection with entry into the Term Loan Credit Agreement and Revolving Credit Agreement, the Company repaid all outstanding borrowings under and extinguished (1) the term loan credit agreement, dated June 8, 2022, by and among the Partnership and PNC Bank, as administrative agent, and the banks and other financial institutions party thereto, as lenders (the “2022 Term Loan Credit Agreement”) and (2) the revolving credit agreement, dated June 8, 2022, by and among the Partnership and Bank of America, N.

A., as administrative agent, and the banks and other financial institutions party thereto, as lenders (the “2022 Revolving Credit Agreement”).

Pursuant to FASB ASC 470-50, Modification and Extinguishments, the Company recorded a loss on debt extinguishment of $ 0.6 million for the extinguishment of the 2022 Term Loan Credit Agreement and 2022 Revolving Credit Agreement.

Accounts Receivable Securitization Facility

On April 1, 2025, the Partnership entered into an amendment to its accounts receivable securitization facility dated April 2, 2024 (the “A/R Facility” and as amended, the “Amended A/R Facility”) to, among other things, increase the facility limit and extend the scheduled termination date.

The documentation for the Amended A/R Facility includes (i) a Receivables Purchase Agreement dated as of April 2, 2024 (the “Receivables Purchase Agreement”) by and among Kinetik Receivables LLC, a wholly-owned, consolidated, bankruptcy-remote subsidiary of the Partnership, as the seller (the “Kinetik Receivables”), the Partnership, as the servicer, the persons from time to time party thereto as purchasers, PNC Bank, as administrative agent, and PNC Capital Markets LLC, as structuring agent and sustainability agent, as amended by Amendment No.

1 to Receivables Purchase Agreement dated as of April 1, 2025 (“Amendment No.

1 to Receivables Purchase Agreement”) by and among Kinetik Receivables, the Partnership, PNC Bank and the purchasers party thereto and (ii) a Sale and Contribution Agreement, dated as of April 2, 2024 (the “Sale and Contribution Agreement”), as supplemented by that Joinder Agreement dated as of April 1, 2025 (the “Joinder Agreement”), by and among Frontier Field Services, LLC, a Delaware limited liability company (“FFS”), the Partnership and Administrative Agent.

Pursuant to the A/R Facility and as amended, the Amended A/R Facility, the Company and certain of its subsidiaries continuously transfer receivables to Kinetik Receivables, who then transfers receivables that meet certain qualifying conditions to third-party purchasers in exchange for cash.

These receivables are held by Kinetik Receivables and are pledged to secure the collectability of the sold receivables and are accounted for as secured borrowings.

The amount available for purchases of receivables at any one time under the Amended A/R Facility is limited to an amount calculated based on the outstanding balance of eligible receivables sold to the purchasers, subject to certain reserves, concentration limits, and other limitations.

As of June 30, 2025, eligible accounts receivable of $ 189.3 million were pledged to the Amended A/R Facility as collateral and $ 60.7 million was available to be invested by the purchasers.

Pursuant to Amendment No.

1 to Receivables Purchase Agreement, the facility limit of the A/R Facility was increased to $ 250 million and the scheduled termination date was extended to March 31, 2026.

In addition, Amendment No.

1 to Receivables Purchase Agreement eliminated certain of the Sustainability Performance Targets applicable to Kinetik LP and the Company under the Receivables Purchase Agreement.

Pursuant to the Joinder Agreement, as of April 1, 2025, FFS is a party to the Sale and Contribution Agreement as an Originator and has assumed all interests, obligations, rights, duties and liabilities of an Originator under the Sale and Contribution Agreement.

The aggregate fees and expenses paid directly to third parties for the amendment totaled $ 0.2 million, which were capitalized as debt issuance costs and included in the Condensed Consolidated Balance Sheets as a current asset within “Prepaid and other current assets”, were amortized over the term of the Amended A/R Facility to interest expense using the straight-line method.

The unamortized debt issuance costs related to the Amended A/R Facility was immaterial as of June 30, 2025.

December 2028 Sustainability-Linked Senior Notes

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The New 2028 Notes and the Existing Notes are treated as a single series of securities under the Indenture and vote together as a single class and the New 2028 Notes have substantially identical terms, other than the issue date, issue price and the first interest payment date, as the Existing Notes.

The following table summarizes the Company’s debt obligations as of March 31, 2025 and December 31, 2024:

March 31, December 31,

The following table summarizes the Company’s debt obligations as of June 30, 2025 and December 31, 2024:

June 30, December 31,

(In thousands)

9 unchanged sentences

1,050,000 800,000

$ 1.25 billion revolving line of credit (3)

Revolving line of credit (3)

565,000 590,000

Total long-term debt 3,765,000 3,390,000

Debt issuance costs, net (4)

Unamortized debt issuance costs, net (4)

( 27,117 ) ( 26,174 )

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Total long-term debt, net $ 3,736,972 $ 3,363,996

(1) The effective interest rate was 5.32 % and 5.55 % as of March 31, 2025 and December 31, 2024, respectively.

(2) The effective interest rate was 6.00 % and 6.25 % as of March 31, 2025 and December 31, 2024, respectively.

(3) The weighted average effective interest rate was 6.25 % and 6.43 % as of March 31, 2025 and December 31, 2024, respectively.

(1) The effective interest rate was 5.32 % and 5.55 % as of June 30, 2025 and December 31, 2024, respectively.

(2) The effective interest rate of the Term Loan Credit Agreement was 6.05 % as of June 30, 2025.

The effective interest rate of the 2022 Revolving Credit Agreement was 6.25 % as of December 31, 2024.

(3) The weighted average effective interest rate of the Revolving Credit Agreement was 6.05 % as of June 30, 2025.

The weighted average effective interest rate of the Revolving Credit Agreement was 6.43 % as of December 31, 2024.

(4) Excludes unamortized debt issuance costs related to the revolving line of credit.

Unamortized debt issuance costs associated with the revolving line of credit were $ 3.4 million and $ 3.8 million as of March 31, 2025 and December 31, 2024, respectively.

Unamortized debt issuance costs associated with the revolving line of credit were $ 9.3 million and $ 3.8 million as of June 30, 2025 and December 31, 2024, respectively.

The unamortized debt issuance costs related to the revolving credit facilities were included in the “Deferred charges and other assets” of the Condensed Consolidated Balance Sheets.

The table below presents the components of the Company’s financing costs, net of capitalized interest:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

(In thousands)

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Total financing costs, net of capitalized interest $ 56,514 $ 54,049 $ 112,228 $ 101,516

As of March 31, 2025 and December 31, 2024, unamortized debt issuance costs associated with the 2030 Notes, the 2028 Notes and the Term Loan Credit Facility (as defined herein) were $ 27.4 million and $ 26.2 million, respectively, and unamortized debt premiums and discount, net, associated with the 2028 Notes and the unsecured term loan were $ 0.8 million and $ 0.2 million, respectively.

Compliance with our Covenants

Each of the revolving credit agreement with Bank of America, N.A.

as administrative agent and the term loan credit agreement with PNC Bank as administrative agent (the “Term Loan Credit Facility”), contain customary covenants and restrictive provisions which may, among other things, limit the Partnership’s ability to create liens, incur additional indebtedness and make restricted payments and the Partnership’s ability to liquidate, dissolve, consolidate with or merge into or with any other person.

Each of the Term Loan Credit Agreement and Revolving Credit Agreement contain customary covenants and restrictive provisions which may, among other things, limit the Partnership’s ability to create liens, incur additional indebtedness and make restricted payments and the Partnership’s ability to liquidate, dissolve, consolidate with or merge into or with any other person.

The 2030 Notes and the 2028 Notes also contain covenants and restrictive provisions, which may, among other things, limit the Partnership’s and its subsidiaries’ ability to create liens to secure indebtedness.

The A/R Facility contains covenants and restrictive provisions with respect to the Partnership and Kinetik Receivables, LLC, a wholly owned subsidiary of the Partnership (“Kinetik Receivables”) that are customary for accounts receivable securitization facilities.

As of March 31, 2025, the Partnership was in compliance with all customary and financial covenants.

The A/R Facility contains covenants and restrictive provisions with respect to the Partnership and Kinetik Receivables that are customary for accounts receivable securitization facilities.

As of June 30, 2025, the Partnership was in compliance with all customary and financial covenants.

Letters of Credit

Our $ 1.25 billion senior unsecured revolving credit facility (the “Revolving Credit Facility”), scheduled to mature on or before June 8, 2027, can be used for letters of credit.

Our obligations with respect to related letters of credit totaled $ 12.6 million as of March 31, 2025 and December 31, 2024.

As of March 31, 2025, the Revolving Credit Facility has a borrowing base of $ 692.4 million available.

The Revolving Credit Agreement can be used for letters of credit.

Our obligations with respect to related letters of credit totaled $ 12.6 million as of June 30, 2025 and December 31, 2024.

As of June 30, 2025, the Revolving Credit Agreement has a borrowing base of $ 1.02 billion available.

Fair Value of Financial Instruments

The fair value of the Company and its subsidiaries’ consolidated debt as of March 31, 2025 and December 31, 2024 was $ 3.74 billion and $ 3.52 billion, respectively.

On March 31, 2025, the senior unsecured notes’ fair value was based on Level 1 inputs, the Term Loan Credit Facility and Revolving Credit Facility’s fair value was based on Level 3 inputs and the A/R Facility’s fair value approximates its carrying value due to its short-term nature.

The fair value of the Company and its subsidiaries’ consolidated debt as of June 30, 2025 and December 31, 2024 was $ 3.99 billion and $ 3.52 billion, respectively.

On June 30, 2025, the senior unsecured notes’ fair value was based on Level 1 inputs, the Term Loan Credit Agreement and Revolving Credit Agreement’s fair value was based on Level 3 inputs and the Amended A/R Facility’s fair value approximates its carrying value due to its short-term nature.

ACCRUED EXPENSES

The following table provides the Company’s current accrued expenses on March 31, 2025 and December 31, 2024:

March 31, December 31,

The following table provides the Company’s current accrued expenses on June 30, 2025 and December 31, 2024:

June 30, December 31,

(In thousands)

6 unchanged sentences

Total accrued expenses $ 218,625 $ 186,714

Accrued product purchases mainly accrue the liabilities related to producer payments and any additional business-related miscellaneous fees we owe to third parties, such as transport or capacity fees as of March 31, 2025 and December 31, 2024.

Components of lease costs are included in the Condensed Consolidated Statements of Operations as “general and administrative expense” for real-estate leases and operating expense for non-real estate leases.

Total operating lease costs were $ 12.8 million and $ 6.7 million for the three months ended June 30, 2025 and 2024, respectively, and $ 25.1 million and $ 17.3 million for the six months ended June 30, 2025 and 2024, respectively.

Short-term lease costs were $ 0.9 million and $ 4.9 million for the three months ended June 30, 2025 and 2024, respectively, and $ 1.4 million and $ 6.5 million for the six months ended June 30, 2025 and 2024, respectively.

Variable lease cost was immaterial for the three and six months ended June 30, 2025 and 2024.

The following table presents other supplemental lease information:

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

(In thousands)

Operating cash flows from operating leases $ 12,483 $ 7,164 $ 24,715 $ 17,741

Right-of-use assets obtained in exchange for new operating lease liabilities $ 1,964 $ 42,537 $ 17,732 $ 42,537

Weighted-average remaining lease term — operating leases (in years) 2.00 1.81 2.00 1.81

Weighted-average discount rate — operating leases 6.46 % 7.43 % 6.46 % 7.43 %

Redeemable Noncontrolling Interest — Common Unit Limited Partners

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Therefore, the Common Unit is accounted for as redeemable noncontrolling interest and classified as temporary equity on the Company’s Condensed Consolidated Balance Sheets.

During the three months ended March 31, 2025, 0.7 million Common Units were redeemed on a one -for-one basis for shares of Class A Common Stock, par value $ 0.0001 per share of the Company (“Class A Common Stock”) and a corresponding number of shares of Class C Common Stock were cancelled.

There were 97.0 million Common Units and an equal number of Class C Common Stock issued and outstanding as of March 31, 2025 and 7.7 million shares of Class C Common Stock and equivalent number of Common Units of deferred consideration for the Durango Acquisition that will be issued on July 1, 2025.

The Common Units fair value was approximately $ 5.45 billion, including deferred consideration valued as of March 31, 2025.

As of March 31, 2025, there were 60.9 million and 97.0 million shares, respectively, of Class A Common Stock and Class C Common Stock issued and outstanding (collectively, “Common Stock”).

In addition, 7.7 million shares of Class C Common Stock will be issued as deferred consideration for the Durango Acquisition on July 1, 2025.

During the six months ended June 30, 2025, 5.01 million common units representing limited partner interests in the Partnership (“Common Units”) were redeemed on a one -for-one basis for shares of Class A Common Stock, par value $ 0.0001 per share of the Company (“Class A Common Stock”) and a corresponding number of shares of Class C Common Stock, par value $ 0.0001 per share of the Company (“Class C Common Stock”) were cancelled.

There were 92.8 million Common Units and an equal number of Class C Common Stock issued and outstanding as of June 30, 2025 and 7.7 million shares of Class C Common Stock and equivalent number of Common Units of deferred consideration for the Durango Acquisition that were issued on July 1, 2025.

The Common Units fair value was approximately $ 4.38 billion, including deferred consideration valued as of June 30, 2025.

As of June 30, 2025, there were 63.5 million and 92.8 million shares, respectively, of Class A Common Stock and Class C Common Stock issued and outstanding (collectively, “Common Stock”).

In addition, 7.7 million shares of Class C Common Stock were issued to Durango Seller pursuant to the Durango MIPA for the Durango Acquisition on July 1, 2025.

Share Repurchase Program

During the quarter ended March 31, 2025, the Company did no t repurchase any of its Class A Common Stock under the Repurchase Program.

On February 12, 2025, the Company made cash dividend payments of $ 123.2 million to holders of Class A Common Stock and Common Units and $ 0.4 million was reinvested in shares of Class A Common Stock.

The significant decrease in the amount reinvested in shares of Class A Common Stock compared with the same quarter in 2024 was due to the automatic termination of the Dividend and Distribution Reinvestment Agreement on March 8, 2024.

In February 2023, the Board of Directors (the “Board”) approved a share repurchase program (“Repurchase Program”), authorizing discretionary purchases of the Company’s Class A Common Stock up to $ 100.0 million in the aggregate.

In May 2025, the Board approved a $ 400.0 million increase to the previously announced Repurchase Program, pursuant to which we are authorized to repurchase the Company’s Class A Common Stock for an aggregate purchase price of up to $ 500.0 million.

Repurchases may be made at management’s discretion from time to time, in accordance with applicable securities laws, on the open market or through privately negotiated transactions and may be made pursuant to a trading plan meeting the requirements of Rule 10b5-1 under the Exchange Act.

Privately negotiated repurchases from affiliates are also authorized under the Repurchase Program, subject to such affiliates’ interest and other limitations.

The repurchases will depend on market conditions and may be discontinued at any time without prior notice.

During the three months ended June 30, 2025, the Company repurchased 1.7 million shares of its outstanding Class A Common Stock at a total cost of $ 72.6 million.

The Company did no t repurchase any of its shares during the three months ended March 31, 2025.

On May 2, 2025, the Company made cash dividend payments of $ 123.7 million to holders of Class A Common Stock and Common Units and $ 0.3 million was reinvested in shares of Class A Common Stock.

FAIR VALUE MEASUREMENTS

The following tables present financial assets and liabilities that are measured at fair value on a recurring basis as of March 31, 2025 and December 31, 2024:

March 31, 2025

The following tables present financial assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2025 and December 31, 2024:

June 30, 2025

Level 1 Level 2 Level 3 Total

1 unchanged sentence

Commodity swaps $ — $ 13,928 $ — $ 13,928

Interest rate swaps — 453 — 453

Interest rate derivatives — 739 — 739

Total assets $ — $ 14,667 $ — $ 14,667

Commodity swaps $ — $ 3,185 $ — $ 3,185

Interest rate swaps — 485 — 485

Contingent liability

Interest rate derivatives — 30 — 30

Contingent liabilities

— — 4,700 4,700

4 unchanged sentences

Commodity swaps $ — $ 1,869 $ — $ 1,869

Interest rate swaps — 504 — 504

Interest rate derivatives — 504 — 504

Total assets $ — $ 2,373 $ — $ 2,373

Commodity swaps $ — $ 10,742 $ — $ 10,742

Interest rate swaps — 1,206 — 1,206

Contingent liability — — 4,700 4,700

Interest rate derivatives — 1,206 — 1,206

Contingent liabilities — — 4,700 4,700

Total liabilities $ — $ 11,948 $ 4,700 $ 16,648

8 unchanged sentences

The carrying amounts reported on the Condensed Consolidated Balance Sheets for the Company’s remaining financial assets and liabilities approximate fair value due to their short-term nature.

There were no transfers between Levels 1, 2 or 3 of the fair value hierarchy during the three months ended March 31, 2025 and 2024.

There were no transfers between Levels 1, 2 or 3 of the fair value hierarchy during the six months ended June 30, 2025 and 2024.

DERIVATIVES AND HEDGING ACTIVITIES

1 unchanged sentence

To minimize counterparty credit risk in derivative instruments, the Company enters into transactions with high credit-rating counterparties.

The Company did not elect to apply hedge accounting to these derivative contracts and recorded the fair value of the derivatives on the Condensed Consolidated Balance Sheets as of March 31, 2025 and December 31, 2024.

Interest Rate Risk

4 unchanged sentences

Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty if interest rates rise above the strike rate on the contract.

As of March 31, 2025, the Company had two interest rate swap contracts with total notional amounts of $ 1.70 billion effective on May 1, 2023 and maturing on May 31, 2025 that pay a fixed rate ranging from 4.38 % to 4.48 % and seven interest rate swap contracts with a notional amount of $ 525.0 million maturing on December 31, 2025 that pays a fixed rate ranging from 3.02 % to 4.06 %.

As of June 30, 2025, the Company had nine interest rate swap contracts with a notional amount of $ 675.0 million maturing on December 31, 2025 that pays a fixed rate ranging from 3.02 % to 4.18 %.

The fair value or settlement value of the consolidated interest rate swaps outstanding are presented on a gross basis on the Condensed Consolidated Balance Sheets.

The following table presents the fair value of derivative assets and liabilities related to the interest rate swap contracts:

March 31, December 31,

June 30, December 31,

(In thousands)

4 unchanged sentences

The Company recorded cash settlements and changes in fair value of the interest rate swap contracts in “Interest expense” in the Condensed Consolidated Statements of Operations.

The following table presents interest rate swap derivative activities for the three months ended March 31, 2025 and 2024:

Three Months Ended March 31,

The following table presents interest rate swap derivative activities for the three and six months ended June 30, 2025 and 2024:

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

(In thousands)

12 unchanged sentences

These contracts are effective over the next 1 to 24 months and are used to hedge against location price risk of the respective commodities resulting from supply and demand volatility and protect cash flows against price fluctuations.

The following table presents detailed information of commodity swaps outstanding as of March 31, 2025 (in thousands, except volumes):

March 31, 2025

The following table presents detailed information of commodity swaps outstanding as of June 30, 2025 (in thousands, except volumes):

June 30, 2025

Commodity Unit Notional Volume

Net Fair Value

Natural Gas MMBtus 900,000 $ ( 607 )

NGL Gallons 451,848,600 $ 3,877

5 unchanged sentences

The following table presents the fair value of derivative assets and liabilities related to commodity swaps:

March 31, December 31,

June 30, December 31,

(In thousands)

9 unchanged sentences

The Company recorded cash settlements and fair value adjustments on commodity swap derivatives in “Product revenue” in the Condensed Consolidated Statements of Operations.

The following table presents commodity swap derivatives activities for the three months ended March 31, 2025 and 2024:

Three Months Ended March 31,

The following table presents commodity swap derivatives activities for the three and six months ended June 30, 2025 and 2024:

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

(In thousands)

1 unchanged sentence

$ ( 942 ) $ ( 17,014 ) $ ( 5,313 ) $ ( 17,212 )

Unfavorable fair value adjustment

Favorable (unfavorable) fair value adjustment

$ 36,801 $ ( 8,809 ) $ 14,303 $ ( 24,095 )

SHARE-BASED COMPENSATION

The Company granted various Class A and Class C Shares, restricted stock units (“RSUs”) and performance stock units (“PSUs”) to members of the Board of Directors (the “Board”) and employees.

The Company granted various Class A and Class C Shares, restricted stock units (“RSUs”) and performance stock units (“PSUs”) to members of the Board and employees.

The Class A Shares and Class C Shares and RSUs are subject to service requirements for vesting and the PSUs have both service requirements and market condition performance requirements for vesting.

2 unchanged sentences

Class A Shares and Class C Shares

The table below summarizes Class A Share and Class C Share activities for the three months ended March 31, 2025:

The table below summarizes Class A Share and Class C Share activities for the six months ended June 30, 2025:

Number of Shares

2 unchanged sentences

2,359,102 31.18

Outstanding and unvested shares at March 31, 2025

Outstanding and unvested shares at June 30, 2025

3,040,628 $ 27.12

The table below summarizes aggregate intrinsic value (market value at vesting date) and grant-date fair value of vested Class A Shares for the three months ended March 31, 2025:

Three Months Ended March 31,

The table below summarizes aggregate intrinsic value (market value at vesting date) and grant-date fair value of vested Class A Shares for the three and six months ended June 30, 2025 and 2024:

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

(In thousands)

1 unchanged sentence

Grant-date fair value of vested Class A Shares $ — $ — $ 73,545 $ 511

No vesting or forfeiture occurred for Class C Shares for the three months ended March 31, 2025 and 2024.

As of March 31, 2025, there were $ 18.7 million of unrecognized compensation costs related to unvested Class A Shares and Class C Shares.

No vesting or forfeiture occurred for Class C Shares for the three and six months ended June 30, 2025 and 2024.

As of June 30, 2025, there were $ 13.5 million of unrecognized compensation costs related to unvested Class A Shares and Class C Shares.

These costs are expected to be recognized over a weighted average period of 0.67 years.

3 unchanged sentences

Such RSUs may be settled only for shares of Class A Common Stock on a one -for-one basis, contingent upon continued employment.

The table below summarizes RSUs activities for the three months ended March 31, 2025:

The table below summarizes RSUs activities for the six months ended June 30, 2025:

Number of Shares (1)

3 unchanged sentences

269,509 46.82

Outstanding and unvested shares at March 31, 2025

Outstanding and unvested shares at June 30, 2025 (2)

969,933 $ 41.06

(1) The number of shares and weighted average fair market value per share include RSUs issued to new employees that transitioned from ALTM as part of the merger as replacement awards.

The table below summarizes aggregate intrinsic value (market value at vesting date) and grant-date fair value of RSUs for the three months ended March 31, 2025 and 2024.

Three Months Ended March 31,

(1) The number of shares and weighted average fair market value per share includes RSUs issued to new employees that transitioned from ALTM as part of the merger as replacement awards.

(2) The weighted average grant-date fair market value per unit of outstanding and unvested shares at June 30, 2025 includes modifications made during 2025.

The table below summarizes aggregate intrinsic value (market value at vesting date) and grant-date fair value of RSUs for the three and six months ended June 30, 2025 and 2024.

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

(In thousands)

1 unchanged sentence

Grant-date fair value of vested RSUs $ 788 $ 758 $ 12,597 $ 10,712

As of March 31, 2025, there were $ 24.4 million of unrecognized compensation costs related to the RSUs.

As of June 30, 2025, there were $ 24.5 million of unrecognized compensation costs related to the RSUs.

These costs are expected to be recognized over a weighted average period of 1.46 years.

6 unchanged sentences

Any PSU not earned at the end of the performance period will be forfeited.

The table below summarizes PSU activities for the three months ended March 31, 2025:

The table below summarizes PSU activities for the six months ended June 30, 2025:

Number of Shares

1 unchanged sentence

Outstanding and unvested shares at December 31, 2024 198,703 $ 36.76

148,794 $ 42.10

Outstanding and unvested shares at March 31, 2025

Granted 148,794 40.66

Outstanding and unvested shares at June 30, 2025 (1)

347,497 $ 41.41

No vesting or forfeiture occurred for PSUs for the three months ended March 31, 2025 and 2024.

(1) The weighted average grant-date fair market value per unit of outstanding and unvested shares at June 30, 2025 includes modifications made during 2025.

No vesting or forfeiture occurred for PSUs for the three and six months ended June 30, 2025 and 2024.

The table below presents a summary of the grant-date fair value assumptions used to value the PSUs granted during 2025:

4 unchanged sentences

Expected term

As of March 31, 2025, there were $ 11.7 million of unrecognized compensation costs related to the PSUs.

As of June 30, 2025, there were $ 10.6 million of unrecognized compensation costs related to the PSUs.

These costs are expected to be recognized over a weighted average period of 2.01 years.

With respect to the above Class A Shares, Class C Shares, RSUs and PSUs, the Company recorded compensation expenses of $ 20.7 million and $ 22.6 million for the three months ended March 31, 2025 and 2024, respectively.

In addition, during the three months ended March 31, 2025, the Company modified certain equity awards in connection with a key employee retiring from the Company.

The modifications allowed for continued vesting of unvested equity awards that would have otherwise been forfeited upon the former employee’s retirement.

As a result of the modification, the Company will recognize $ 2.2 million in additional stock-based compensation cost, which will be amortized over the remaining term of respective equity awards.

With respect to the above Class A Shares, Class C Shares, RSUs and PSUs, the Company recorded compensation expenses of $ 9.7 million and $ 15.1 million for the three months ended June 30, 2025 and 2024, respectively, and $ 30.3 million and $ 37.7 million for the six months ended June 30, 2025 and 2024, respectively.

In addition, during the first half of 2025, the Company modified certain equity awards in connection with two key employees retiring from the Company.

The modifications allowed for continued vesting of unvested equity awards that would have otherwise been forfeited upon the former employees’ retirement.

As a result of the modifications, the Company will recognize $ 2.9 million in additional stock-based compensation cost, which will be amortized over the remaining term of respective equity awards.

The Company is subject to U.S.

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Income tax expense included in the Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q is as follows:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

(In thousands)

2 unchanged sentences

Effective tax rate 8.96 % 7.80 % 9.55 % 8.26 %

The effective tax rate for the three months ended March 31, 2025 was lower than the statutory rate, mainly due to the impact of tax attributable to noncontrolling interest related to the Common Unit limited partners.

The effective tax rate for the three months ended March 31, 2024 was lower than the statutory rate, mainly due to the impact of tax attributable to noncontrolling interest related to the Common Unit limited partners.

The effective tax rate for the three and six months ended June 30, 2025 was lower than the statutory rate mainly due to the impact of tax attributable to noncontrolling interest related to the Common Unit limited partners.

The effective tax rate for the three and six months ended June 30, 2024 was lower than the statutory rate mainly due to the impact of tax attributable to noncontrolling interest related to the Common Unit limited partners.

NET INCOME PER SHARE

The computation of basic and diluted net income per share for the periods presented in the Condensed Consolidated Financial Statements is shown in the tables below:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

(In thousands, except per share amounts)

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Dilutive effect of unvested Class A common shares (2)

507 487 747 663

Weighted average shares outstanding - diluted (3)

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These accruals are adjusted as additional information becomes available, or circumstances change.

As of March 31, 2025 and December 31, 2024, there were no accruals for loss contingencies.

As of June 30, 2025 and December 31, 2024, there were no accruals for loss contingencies.

The Company is a party to various legal actions arising in the ordinary course of its business.

2 unchanged sentences

Due to the inherent subjectivity of the assessments and unpredictability of the outcomes of the legal proceedings, any amounts accrued or included in this aggregate amount may not represent the ultimate loss to the Company from the legal proceedings in question.

There were no litigation-related accrued reserves as of March 31, 2025 and December 31, 2024.

There were no litigation-related accrued reserves as of June 30, 2025 and December 31, 2024.

The Company has entered into litigation with a third party to collect receivables totaling $ 11.6 million and is waiting on settlement of $ 8.0 million in outstanding vendor credits from another counterparty related to prior litigation the Company had previously entered into and subsequently dropped.

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The Company recorded an initial liability of $ 24.0 million based on information related to the alleged violations available as of the Durango Closing Date.

The estimated environmental matter-related liability was $ 24.0 million as of March 31, 2025 and December 31, 2024.

The estimated environmental matter-related liability was reclassified as noncurrent liabilities and included in “Other liabilities” in the Condensed Consolidated Balance Sheet as of March 31, 2025 as the Company expects the matter to be settled beyond the next 12 months.

The estimated environmental matter-related liability was $ 24.0 million as of June 30, 2025 and December 31, 2024.

The estimated environmental matter-related liability was reclassified as noncurrent liabilities and included in “Other liabilities” in the Condensed Consolidated Balance Sheet as of June 30, 2025 as the Company expects the matter to be settled beyond the next 12 months.

Contingent Liabilities

6 unchanged sentences

As of Closing, the Company recorded an initial contingent liability of $ 4.5 million based on the project’s completion probability and projected spend.

The estimated contingent liability associated with the Kings Landing Project was $ 4.7 million as of March 31, 2025 and December 31, 2024.

The estimated contingent liability associated with the Kings Landing Project was $ 4.7 million as of June 30, 2025 and December 31, 2024.

Permian Gas Acquisition

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PDC’s actual annual Mcf volume did not exceed the incentive forecast volume during the past five years and is not expected to over the next five years ;

therefore, the estimated fair value of the contingent consideration liability was nil as of March 31, 2025 and December 31, 2024.

therefore, the estimated fair value of the contingent consideration liability was nil as of June 30, 2025 and December 31, 2024.

Our two operating segments represent the Company’s segments for which discrete financial information is available and is utilized on a regular basis by our CODM to make key operating decisions, assess performance and allocate resources.

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The current operating pipelines transport crude oil, natural gas and NGLs.

Our Chief Executive Officer, who is the CODM, uses segment net income or loss including noncontrolling interest adjusted for interest, taxes, depreciation and amortization, gain or loss on disposal of assets, the proportionate EBITDA from our EMI pipelines, share-based compensation expense, noncash increases and decreases related to commodity hedging activities, integration and transaction costs and extraordinary losses and unusual or non-recurring charges (“Segment Adjusted EBITDA”) to assess performance of each operating segment.

Our Chief Executive Officer, who is the CODM, uses segment net income or loss including noncontrolling interest adjusted for interest, taxes, depreciation and amortization, gain or loss on disposal of assets and debt extinguishment, the proportionate EBITDA from our EMI pipelines, equity income and gain from sale of investments recorded using the equity method, share-based compensation expense, noncash increases and decreases related to commodity hedging activities, integration and transaction costs and extraordinary losses and unusual or non-recurring charges (“Segment Adjusted EBITDA”) to assess performance of each operating segment.

For both segments, the CODM uses Segment Adjusted EBITDA to allocate resources.

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The Pipeline Transportation segment contains all of the Company’s equity method investments, which contribute more than 92 % of the segment’s adjusted EBITDA.

Corporate and Other contains the Company’s executive and administrative functions, including 80 % of the Company’s general and administrative expenses and all of the Company’s debt service costs.

Corporate and Other contains the Company’s executive and administrative functions, including more than 79 % of the Company’s general and administrative expenses and all of the Company’s debt service costs.

The Company regularly provides management reports to the CODM that include cost of sales, operating, general and administrative expenses related to the segments, which are all considered to be significant.

The following tables present the Segment Adjusted EBITDA of the Company’s reportable segments and reconciliations of the segment profits to consolidated income before income tax expenses for the three and six months ended June 30, 2025 and 2024:

Midstream Logistics Pipeline Transportation Corporate and Other (1)

For the three months ended March 31, 2025

For the three months ended June 30, 2025

(In thousands)

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Other interest income — — 318 — 318

Gain on disposal of assets, net

Commodity hedging unrealized gain 37,743 — — — 37,743

Equity in earnings of unconsolidated affiliates — 58,705 — — 58,705

6 unchanged sentences

— — 9,695 — 9,695

Gain on disposal of assets

Loss on debt extinguishment — — 635 — 635

Integration costs 1,972 — 461 — 2,433

Other one-time costs or amortization 1,425 — 3,761 — 5,186

Income (loss) before income taxes

$ 92,442 $ 65,065 $ ( 75,764 ) $ — $ 81,743

Commodity hedging unrealized loss

Midstream Logistics Pipeline Transportation Corporate and Other (1)

Elimination Consolidated

For the three months ended June 30, 2024

(In thousands)

Revenue $ 354,217 $ 2,300 $ — $ — $ 356,517

Other revenue 2,655 285 — — 2,940

Intersegment revenue (2)

— 6,325 — ( 6,325 ) —

Total segment operating revenue 356,872 8,910 — ( 6,325 ) 359,457

Costs of sales (excluding depreciation and amortization expense) ( 146,424 ) ( 89 ) — — ( 146,513 )

Intersegment costs of sales

( 6,325 ) — — 6,325 —

Operating expenses (3)

( 49,473 ) ( 807 ) — — ( 50,280 )

General and administrative expenses ( 2,941 ) ( 400 ) ( 27,750 ) — ( 31,091 )

Proportionate EMI EBITDA — 85,922 — — 85,922

Other segment items (4)

( 4,151 ) 1 21,058 — 16,908

Segment Adjusted EBITDA (5)

$ 147,558 $ 93,537 $ ( 6,692 ) $ — $ 234,403

Reconciliation of Segment Adjusted EBITDA to income before income taxes

Segment Adjusted EBITDA (5)

$ 147,558 $ 93,537 $ ( 6,692 ) $ — $ 234,403

Other interest income — — 310 — 310

Gain on disposal of assets, net

Gain on sale of equity method investment — 59,884 — — 59,884

Commodity hedging unrealized gain 8,205 — — — 8,205

Equity in earnings of unconsolidated affiliates — 55,955 — — 55,955

Interest expense 2,592 — 51,457 — 54,049

Depreciation and amortization expenses 72,753 2,302 6 — 75,061

Contract assets amortization 1,655 — — — 1,655

Proportionate EMI EBITDA — 85,922 — — 85,922

Share-based compensation — — 15,136 — 15,136

Loss on debt extinguishment — — 525 — 525

Integration costs 543 — 1,967 — 2,510

Acquisition transaction costs — — 3,232 — 3,232

Other one-time costs or amortization 1,855 — 726 — 2,581

Income (loss) before income taxes $ 76,441 $ 121,152 $ ( 79,431 ) $ — $ 118,162

Midstream Logistics Pipeline Transportation Corporate and Other (1)

For the six months ended June 30, 2025

(In thousands)

Revenue $ 859,838 $ 4,837 $ — $ — $ 864,675

Other revenue 5,322 4 — — 5,326

Intersegment revenue (2)

— 12,478 — ( 12,478 ) —

Total segment operating revenue 865,160 17,319 — ( 12,478 ) 870,001

Costs of sales (excluding depreciation and amortization expense)

( 379,623 ) ( 438 ) — — ( 380,061 )

Intersegment costs of sales

( 12,478 ) — — 12,478 —

Operating expenses (3)

( 143,797 ) ( 1,201 ) — — ( 144,998 )

General and administrative expenses ( 12,121 ) ( 660 ) ( 49,055 ) — ( 61,836 )

Proportionate EMI EBITDA — 175,630 — — 175,630

Other segment items (4)

( 5,736 ) — 39,950 — 34,214

Segment Adjusted EBITDA (5)

$ 311,405 $ 190,650 $ ( 9,105 ) $ — $ 492,950

Reconciliation of Segment Adjusted EBITDA to income before income taxes

Segment Adjusted EBITDA (5)

$ 311,405 $ 190,650 $ ( 9,105 ) $ — $ 492,950

Other interest income — — 1,108 — 1,108

Gain on disposal of assets, net

Commodity hedging unrealized gain 19,616 — — — 19,616

Equity in earnings of unconsolidated affiliates — 116,183 — — 116,183

Interest expense 60 — 112,168 — 112,228

Depreciation and amortization expenses 181,808 4,616 12 — 186,436

Contract assets amortization

3,310 — — — 3,310

Proportionate EMI EBITDA — 175,630 — — 175,630

Share-based compensation

— — 30,348 — 30,348

Loss on debt extinguishment — — 635 — 635

Integration costs 4,447 — 1,524 — 5,971

Other one-time costs or amortization 3,714 — 8,078 — 11,792

Income (loss) before income taxes

$ 137,747 $ 126,587 $ ( 160,762 ) $ — $ 103,572

Midstream Logistics Pipeline Transportation Corporate and Other (1)

Elimination Consolidated

For the three months ended March 31, 2024

For the six months ended June 30, 2024

(In thousands)

5 unchanged sentences

Costs of sales (excluding depreciation and amortization expense)

( 300,119 ) ( 81 ) — — ( 300,200 )

Intersegment costs of sales

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Other interest income — — 887 — 887

Gain on sale of equity method investment — 59,884 — — 59,884

Equity in earnings of unconsolidated affiliates — 116,424 — — 116,424

2 unchanged sentences

Contract assets amortization

3,310 — — — 3,310

Proportionate EMI EBITDA — 174,324 — — 174,324

Share-based compensation

Loss on disposal of assets 4,166 — — — 4,166

— — 37,697 — 37,697

Loss on disposal of assets, net

4,090 — — — 4,090

Commodity hedging unrealized loss

6,883 — — — 6,883

Loss on debt extinguishment — — 525 — 525

Integration costs 584 — 1,967 — 2,551

Acquisition transaction costs — — 3,232 — 3,232

Other one-time costs or amortization 2,391 — 2,615 — 5,006

Income (loss) before income taxes

$ 126,614 $ 186,450 $ ( 155,708 ) $ — $ 157,356

(1) Corporate and Other represents those results that:

5 unchanged sentences

(3) Operating expenses includes ad valorem taxes.

(4) Other segment items include certain other income items, share-based compensation, one-time or nonrecurring cost adjustments related to amortization of contract costs, commodity hedging unrealized loss, integration cost and other one-time cost or amortization.

(4) Other segment items include certain other income items, share-based compensation, adjustments related to amortization of contract costs, commodity hedging unrealized gain or loss, integration costs, acquisition costs and other one-time costs or amortization.

(5) Segment Adjusted EBITDA is a non-GAAP measure;

1 unchanged sentence

Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Quarterly Report on Form 10-Q, for a definition and reconciliation to the GAAP measure.

The following tables present other segment expenses that are not included in the segment profit measurements above for the three months ended March 31, 2025 and 2024:

The following tables present other segment expenses that are not included in the segment profit measurements above for the three and six months ended June 30, 2025 and 2024:

Midstream Logistics Pipeline Transportation Corporate and Other (1)

For the three months ended March 31, 2025

For the three months ended June 30, 2025

(In thousands)

Income tax expenses $ — $ — $ 7,327 $ 7,327

Capital expenditures (3)(4)

Capital expenditure (3)(4)

$ 135,931 $ 1 $ — $ 135,932

For the three months ended March 31, 2024

For the three months ended June 30, 2024

Income tax expenses $ — $ — $ 9,214 $ 9,214

1 unchanged sentence

$ 39,491 $ 434 $ — $ 39,925

March 31, December 31,

Midstream Logistics Pipeline Transportation Corporate and Other (1)

For the six months ended June 30, 2025

(In thousands)

Income tax expenses $ — $ — $ 9,894 $ 9,894

Capital expenditure (3)(4)

$ 217,164 $ 243 $ — $ 217,407

For the six months ended June 30, 2024

Income tax expenses $ — $ — $ 13,001 $ 13,001

Capital expenditure (3)(4)

$ 98,118 $ 2,005 $ — $ 100,123

June 30, December 31,

Total assets:

(In thousands)

Midstream Logistics $ 4,636,437 $ 4,326,954

9 unchanged sentences

Items included here to reconcile operating segments profit and loss with the Company’s consolidated profit and loss.

(2) Pipeline Transportation includes investment in unconsolidated affiliates of $ 2.11 billion and $ 2.12 billion as of March 31, 2025 and December 31, 2024, respectively.

(2) The Pipeline Transportation segment includes investments in unconsolidated affiliates of $ 2.11 billion and $ 2.12 billion as of June 30, 2025 and December 31, 2024, respectively.

(3) Excludes capital assets acquired in the Company’s business combination that is included in the Midstream Logistic segment.

See Note 2—Business Combinations in the Notes to our Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q for additional information.

(4) Excludes contributions, acquisition and divestiture of equity interest in the Company’s EMIs included in the Pipeline Transportation segment assets.

(4) Excludes contributions made in the Company’s EMIs that are included in the Pipeline Transportation segment.

See Note 6—Equity Method Investment s in the Notes to our Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q for additional information.

SUBSEQUENT EVENTS

On April 1, 2025, the Partnership and Kinetik Receivables, entered into an amendment (“Amendment No.

1 to the A/R Facility”) to their accounts receivable securitization facility dated April 2, 2024 (the “A/R Facility” and as amended, the “Amended A/R Facility”).

Pursuant to Amendment No.

1 to the A/R Facility, the facility limit of the A/R Facility was increased to $ 250 million and the scheduled termination date was extended to March 31, 2026.

On April 17, 2025, the Board declared a cash dividend of $ 0.78 per share on the Company’s Class A Common Stock which will be payable to stockholders of record as of April 25, 2025 on May 2, 2025.

The Company, through its ownership of the general partner of the Partnership, declared a distribution of $ 0.78 per Common Unit from the Partnership to the holders of Common Units, which will be payable on May 2, 2025.

In May 2025, the Board approved a $ 400 million increase to the previously announced Repurchase Program, pursuant to which we are authorized to repurchase the Company’s Class A Common Stock for an aggregate purchase price of up to $ 500 million.

On July 1, 2025, the Company issued 7.7 million shares of Class C Common Stock and equivalent number of Common Units to Durango Seller pursuant to the Durango MIPA as part of the adjusted purchase price for the Durango Acquisition.

On July 4, 2025, President Donald Trump signed into law the One Big Beautiful Bill Act (“OBBBA”).

Among other things, the OBBBA indefinitely extends the 100% first-year depreciation allowance on qualified property placed in service after January 19, 2025, includes favorable modifications to the business interest expense limitation, and otherwise extends and enhances certain key provisions of the Tax Cuts & Jobs Act.

The OBBBA has multiple effective dates with respect to its various provisions, with certain provisions effective in 2025.

We are currently assessing the impacts of these changes.

On July 15, 2025, the Board declared a cash dividend of $ 0.78 per share on the Company’s Class A Common Stock which was paid to stockholders of record as of July 25, 2025 on August 1, 2025.

Subsequent to the quarter ended June 30, 2025, the Company repurchased 2.4 million shares of its outstanding Class A Common Stock for a total cost of $ 100.0 million.

The Company has repurchased 4.0 million shares of its outstanding Class A Common Stock for a total cost of $ 172.6 million under its Repurchase Program year to date as of August 6, 2025.

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