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Item 2. Management’s Discussion and Analysis

2025-05-07 compared with 2024-11-06 · 170 added, 250 removed, 422 unchanged (50% of the section changed)

1 unchanged sentence

The following discussion analyzes our financial condition and results of operations and should be read in conjunction with the Consolidated Financial Statements and Notes to Consolidated Financial Statements, wherein WES Operating is fully consolidated, and which are included under Part I, Item 1 of this quarterly report, and the historical consolidated financial statements, and the notes thereto, which are included under Part II, Item 8 of the 2024 Form 10-K as filed with the SEC on February 26, 2025.

The Partnership’s assets include assets owned and ownership interests accounted for by us under the equity method of accounting, through our 98.0% partnership interest in WES Operating, as of September 30, 2024 (see Note 7—Equity Investments in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q).

The Partnership’s assets include assets owned and ownership interests accounted for by us under the equity method of accounting, through our 98.0% partnership interest in WES Operating, as of March 31, 2025 (see Note 7—Equity Investments in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q).

We also own and control the entire non-economic general partner interest in WES Operating GP, and our general partner is owned by Occidental.

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and gathering and disposing of produced water.

In our capacity as a natural - gas processor, we also buy and sell natural gas, NGLs, and condensate on behalf of ourselves and our customers under certain contracts.

In our capacity as a natural - gas processor, we also buy and sell residue, NGLs, and condensate on behalf of ourselves and our customers under certain contracts.

To provide superior midstream service, we focus on ensuring the reliability and performance of our systems, creating sustainable cost efficiencies, enhancing our safety culture, and protecting the environment.

We own or have investments in assets located in Texas, New Mexico, and the Rocky Mountains (Colorado, Utah, and Wyoming).

As of September 30, 2024, our assets and investments consisted of the following:

As of March 31, 2025, our assets and investments consisted of the following:

Operated Operated

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Treating facilities 43 3 —

Natural - gas processing plants/trains

Processing plants/trains

NGLs pipelines 3 — 4

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(1) Includes the DBM water systems.

Significant financial and operational events during the nine months ended September 30, 2024, included the following:

• We closed on the sale of (i) several equity investments to third parties for combined proceeds of $588.6 million, which included $5.9 million in pro-rata distributions through closing, and (ii) our 33.75% interest in the Marcellus Interest systems for proceeds of $206.2 million.

See Acquisitions and Divestitures within this Item 2 for additional information.

• WES Operating completed the public offering of $800.0 million in aggregate principal amount of 5.450% Senior Notes due 2034.

Net proceeds from the offering will be used to repay a portion of certain senior notes due in 2025 and for general partnership purposes, including the funding of capital expenditures.

See Liquidity and Capital Resources within this Item 2 for additional information.

• WES Operating purchased and retired $150.0 million of certain of its senior notes via open-market repurchases.

• Our regular third - quarter 2024 per - unit distribution is unchanged from the second-quarter 2024 per-unit distribution of $0.875.

• Natural - gas throughput attributable to WES totaled 5,016 MMcf/d and 4,998 MMcf/d for the three and nine months ended September 30, 2024, respectively, representing a 1% increase and a 17% increase compared to the three months ended June 30, 2024, and nine months ended September 30, 2023, respectively.

• Crude - oil and NGLs throughput attributable to WES totaled 506 MBbls/d and 529 MBbls/d for the three and nine months ended September 30, 2024, respectively, representing a 2% decrease and a 17% decrease compared to the three months ended June 30, 2024, and nine months ended September 30, 2023, respectively.

• Produced - water throughput attributable to WES totaled 1,099 MBbls/d and 1,102 MBbls/d for the three and nine months ended September 30, 2024, respectively, representing a 2% increase and an 11% increase compared to the three months ended June 30, 2024, and nine months ended September 30, 2023, respectively.

• Gross margin was $684.5 million and $2.1 billion for the three and nine months ended September 30, 2024, respectively, representing a 1% decrease and a 22% increase compared to the three months ended June 30, 2024,

and nine months ended September 30, 2023, respectively.

See Reconciliation of Non-GAAP Financial Measures within this Item 2.

• Adjusted gross margin for natural - gas assets (as defined under the caption Reconciliation of Non-GAAP Financial Measures within this Item 2) averaged $1.29 per Mcf and $1.31 per Mcf for the three and nine months ended September 30, 2024, respectively, representing a 3% decrease and a 3% increase compared to the three months ended June 30, 2024, and nine months ended September 30, 2023, respectively.

• Adjusted gross margin for crude - oil and NGLs assets (as defined under the caption Reconciliation of Non-GAAP Financial Measures within this Item 2) averaged $2.88 per Bbl and $2.92 per Bbl for the three and nine months ended September 30, 2024, respectively, representing a 3% decrease and a 17% increase compared to the three months ended June 30, 2024, and nine months ended September 30, 2023, respectively.

• Adjusted gross margin for produced - water assets (as defined under the caption Reconciliation of Non-GAAP Financial Measures within this Item 2) averaged $0.96 per Bbl for both the three and nine months ended September 30, 2024, representing a 1% decrease and a 16% increase compared to the three months ended June 30, 2024, and nine months ended September 30, 2023, respectively.

Significant financial and operational events during the three months ended March 31, 2025, included the following:

• During the first quarter of 2025, WES Operating retired the total principal amount outstanding of the 3.100% Senior Notes due 2025 at par value.

• Our first-quarter 2025 per-unit distribution of $0.910 increased $0.035 from the fourth-quarter 2024 per-unit distribution of $0.875.

• Completed the start-up of the North Loving plant in late-February 2025, increasing gas processing capacity at the West Texas complex by 250 MMcf/d to a total of 2,190 MMcf/d.

The following table provides additional information on throughput for the periods presented below:

Three Months Ended Nine Months Ended

September 30, 2024 June 30, 2024 Inc/

(Dec) September 30, 2024 September 30, 2023 Inc/

Three Months Ended

March 31, 2025 December 31, 2024 Inc/

(Dec) March 31, 2024 Inc/

Throughput for natural-gas assets (MMcf/d)

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DJ Basin 1,404 1,502 (7) % 1,372 2 %

Powder River Basin 505 426 19 % 446 36 NM

Powder River Basin 463 488 (5) % 406 14 %

Equity investments 550 550 — % 508 8 %

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DJ Basin 94 102 (8) % 87 8 %

Powder River Basin 26 25 4 % 24 — NM

Powder River Basin 25 27 (7) % 23 9 %

Equity investments 103 121 (15) % 202 (49) %

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1,190 1,216 (2) % 1,149 4 %

_________________________________________________________________________________________

NM — Not meaningful

We expect our business to be affected by the below - described key trends and uncertainties.

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Such fluctuations can also impact us directly to the extent we take ownership of and sell certain volumes at the tailgate of our plants for our own account.

The New York Mercantile Exchange (“NYMEX”) West Texas Intermediate crude - oil daily settlement prices during 2023 ranged from a low of $66.74 per barrel in March 2023 to a high of $93.68 per barrel in September 2023, and prices during the nine months ended September 30, 2024, ranged from a low of $65.75 per barrel in September 2024 to a high of $86.91 per barrel in April 2024.

The Waha Hub natural gas price during 2023 ranged from a low of ($3.8400) per MMBtu in January 2023 to a high of $3.2750 per MMBtu in January 2023, and prices during the nine months ended September 30, 2024, ranged from a low of ($6.2250) per MMBtu in August 2024 to a high of $8.2650 per MMBtu in January 2024.

The New York Mercantile Exchange (“NYMEX”) West Texas Intermediate crude - oil daily settlement prices during 2024, ranged from a low of $65.75 per barrel in September 2024 to a high of $86.91 per barrel in April 2024, and prices during the three months ended March 31, 2025, ranged from a low of $66.03 per barrel in March 2025 to a high of $80.04 per barrel in January 2025.

The Waha Hub natural-gas prices during 2024, ranged from a low of ($6.23) per MMBtu in August 2024 to a high of $8.27 per MMBtu in January 2024, and prices during the three months ended March 31, 2025, ranged from a low of ($1.12) per MMBtu in March 2025 to a high of $7.50 per MMBtu in January 2025.

The extent and duration of commodity - price volatility, and the associated direct and indirect impact on our business, cannot be predicted.

To address the risks posed by fluctuating commodity prices, we intend to continue evaluating the relevant price environments and adjust our capital spending plans to reflect our customers’ anticipated activity levels, while maintaining appropriate liquidity and financial flexibility.

Additionally, even when the commodity-price environments are favorable, our customers must manage numerous operational challenges, including severe weather disruptions, downstream and produced-water takeaway constraints, seismicity concerns, new regulatory requirements, and the ability to optimize the efficiency and results of large, complex drilling programs.

Our producers’ ability to mitigate or manage such challenges can have a significant impact on the volumes available for us to service in the short term.

Additionally, even in favorable commodity-price environments, our customers face operational challenges such as severe weather disruptions, oil and gas takeaway constraints, produced water recycling and disposal limitations, seismicity concerns, new regulatory requirements, and optimizing large, complex drilling programs.

Our producers’ ability to mitigate or manage such challenges can significantly impact the volumes available for us to service in the short term.

For this reason, we strive to work proactively with our customers whenever possible to provide high levels of reliability on our systems and help them meet these operational challenges as they arise.

Impact of inflation and supply-chain disruptions.

Although somewhat abated during 2024, the U.S.

economy has recently experienced significant inflation relative to historical precedent.

Inflation has raised our costs for steel products, automation components, power supply, labor, materials, fuel, and services, which has increased our operating costs and capital expenditures.

Any increases in inflationary pressure could materially and negatively impact our financial results.

Impact of inflation.

High inflation in the U.S.

has raised our costs for steel products, automation components, power supply, labor, materials, fuel, and services, raising operating costs and capital expenditures.

Additionally, the Trump administration has imposed significant import tariffs, including on imports of steel and aluminum, and may impose further tariffs on other U.S.

trading partners.

These tariffs could substantially increase our operating and capital costs.

While future inflation and tariff impacts are uncertain, higher operating and capital costs could materially and negatively affect financial results.

To the extent permitted by regulations and escalation provisions in certain of our existing agreements, we have the ability to recover a portion of increased costs in the form of higher fees.

Impact of interest rates.

Short- and long-term interest rates can be volatile, resulting in immediate changes to interest expense on RCF borrowings and commercial paper borrowings.

Any future increases in interest rates likely will result in additional increases in financing costs.

Interest rates can be volatile, affecting our interest expense on RCF and commercial paper borrowings.

Future increased interest rates would likely result in additional increases in financing costs.

As with other yield-oriented securities, our unit price could be impacted by our implied distribution yield relative to market interest rates.

Therefore, changes in interest rates, either positive or negative, may affect the yield requirements of investors who invest in our units, and a rising interest-rate environment could have an adverse impact on our unit price and our ability to issue additional equity, or increase the cost of issuing equity, to make acquisitions, to reduce debt, or for other purposes.

Therefore, changes in interest rates may affect investor yield requirements.

A rising interest-rate environment could have an adverse impact on our unit price and ability to issue equity to make acquisitions, to reduce debt, or for other purposes.

However, we expect our cost of capital to remain competitive, as our peers face similar interest-rate dynamics.

ACQUISITIONS AND DIVESTITURES

Marcellus Interest systems.

During the second quarter of 2024, we closed on the sale of our 33.75% interest in the Marcellus Interest systems for proceeds of $206.2 million, resulting in a net gain on sale of $63.9 million that was recorded as Gain (loss) on divestiture and other, net in the consolidated statement of operations.

Mont Belvieu JV, Whitethorn LLC, Panola, and Saddlehorn.

During the second quarter of 2024, we closed on the sale of our 33.75% interest in the Marcellus Interest systems.

During the first quarter of 2024, we closed on the sale of the following equity investments to third parties:

(i) the 25.00% interest in Mont Belvieu JV, (ii) the 20.00% interest in Whitethorn LLC, (iii) the 15.00% interest in Panola, and (iv) the 20.00% interest in Saddlehorn.

The combined proceeds received in the first quarter of 2024 of $588.6 million includes $5.9 million in pro-rata distributions through closing, resulting in a net gain on sale of $239.7 million that was recorded as Gain (loss) on divestiture and other, net in the consolidated statement of operations.

The sale of the interests in Mont Belvieu JV and Whitethorn LLC also resolved outstanding legal proceedings associated with those assets.

In October 2023, we closed on the acquisition of Meritage for $885.0 million (subject to certain customary post-closing adjustments) funded with cash, including proceeds from our $600.0 million senior note issuance in September 2023 and borrowings on the RCF.

See Note 3—Acquisitions and Divestitures and Note 10—Debt and Interest Expense under Part I, Item 1 of this Form 10-Q.

See Note 3—Acquisitions and Divestitures under Part I, Item 1 of this Form 10-Q.

RESULTS OF OPERATIONS

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The following tables and discussion present a summary of our results of operations:

Three Months Ended Nine Months Ended

thousands September 30, 2024 June 30, 2024 September 30, 2024 September 30, 2023

Three Months Ended

thousands March 31, 2025 December 31, 2024 March 31, 2024

Total revenues and other (1)

19 unchanged sentences

(2) For reconciliations to comparable consolidated results of WES Operating, see Items Affecting the Comparability of Financial Results with WES Operating within this Item 2.

For purposes of the following discussion, any increases or decreases “for the three months ended September 30, 2024” refer to the comparison of the three months ended September 30, 2024, to the three months ended June 30, 2024;

and any increases or decreases “for the nine months ended September 30, 2024” refer to the comparison of the nine months ended September 30, 2024, to the nine months ended September 30, 2023.

Three Months Ended Nine Months Ended

September 30, 2024 June 30, 2024 Inc/

(Dec) September 30, 2024 September 30, 2023 Inc/

For purposes of the following discussion, any increases or decreases refer to the comparison of the three months ended March 31, 2025, to the three months ended December 31, 2024, or to the three months ended March 31, 2024, as applicable.

Three Months Ended

March 31, 2025 December 31, 2024 Inc/

(Dec) March 31, 2024 Inc/

Throughput for natural-gas assets (MMcf/d)

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Natural-gas assets

Total throughput attributable to WES for natural - gas assets increased by 28 MMcf/d for the three months ended September 30, 2024, primarily due to higher volumes at the Powder River Basin, West Texas, and Chipeta complexes due to increased production in the areas.

These increases were offset partially by (i) lower volumes at the DJ Basin complex due to decreased production in the area and scheduled plant maintenance during the third quarter of 2024, (ii) lower volumes at the MIGC system due to certain temporary customer constraints, (iii) lower volumes at the Marcellus Interest systems due to the sale of the asset during the second quarter of 2024, and (iv) lower volumes at the Springfield gas-gathering system and Mi Vida plant.

Total throughput attributable to WES for natural - gas assets increased by 715 MMcf/d for the nine months ended September 30, 2024, primarily due to (i) higher volumes at the Powder River Basin complex due to the Meritage acquisition, (ii) higher volumes at the West Texas and DJ Basin complexes due to increased production in the areas, (iii) higher volumes at the Red Bluff Express pipeline due to the addition of a new receipt point into the pipeline, (iv) higher volumes at the Springfield gas-gathering system due to new third-party production, and (v) higher volumes at the Brasada plant.

These increases were offset partially by (i) lower volumes at the Granger complex due to a contract expiration in the fourth quarter of 2023 and (ii) lower volumes at the Marcellus Interest systems due to the sale of the asset during the second quarter of 2024.

Total throughput attributable to WES for natural - gas assets decreased by 103 MMcf/d compared to the three months ended December 31, 2024, primarily due to lower volumes at the DJ Basin and Powder River Basin complexes due to decreased production in the areas.

These decreases were offset partially by higher volumes at the Brasada complex due to increased plant capacity beginning in January 2025.

Total throughput attributable to WES for natural - gas assets increased by 120 MMcf/d compared to the three months ended March 31, 2024, primarily due to (i) higher volumes at the West Texas, DJ Basin, and Powder River Basin complexes due to increased production in the areas, and (ii) higher volumes on the Red Bluff Express pipeline due to the addition of a new receipt point into the pipeline beginning in November 2024.

These increases were offset partially due to (i) lower volumes at the Marcellus Interest systems due to the sale of the asset during the second quarter of 2024, (ii) lower volumes at the Springfield gas-gathering system and Granger complex due to decreased production in the areas, and (iii) lower volumes at the MIGC system due to certain temporary customer constraints.

Crude-oil and NGLs assets

Total throughput attributable to WES for crude - oil and NGLs assets decreased by 9 MBbls/d for the three months ended September 30, 2024, primarily due to (i) lower volumes at the DJ Basin oil system due to production declines in the surrounding areas, (ii) the divestiture of Wamsutter in the third quarter of 2024, and (iii) decreased volumes on the White Cliffs pipeline.

Total throughput attributable to WES for crude - oil and NGLs assets decreased by 31 MBbls/d compared to the three months ended December 31, 2024, primarily due to (i) lower volumes on the TEP and FRP pipelines, and (ii) lower volumes at the DJ Basin oil system due to decreased production in the area.

Total throughput attributable to WES for crude - oil and NGLs assets decreased by 62 MBbls/d compared to the three months ended March 31, 2024, primarily due to (i) the divestiture of Whitethorn LLC and Saddlehorn in the first quarter of 2024, and (ii) lower volumes on the TEP pipeline.

These decreases were offset partially by higher volumes at the DBM oil system due to increased production in the area.

Total throughput attributable to WES for crude - oil and NGLs assets decreased by 106 MBbls/d for the nine months ended September 30, 2024, primarily due to the divestiture of Whitethorn LLC, Mont Belvieu JV, and Saddlehorn in the first quarter of 2024.

These decreases were offset partially by (i) higher volumes at the DBM and DJ Basin oil systems due to increased production in the area and (ii) higher volumes at the Thunder Creek NGL pipeline, which was acquired as part of the Meritage acquisition.

Produced-water assets

Total throughput attributable to WES for produced - water assets increased by 19 MBbls/d and 108 MBbls/d for the three and nine months ended September 30, 2024, respectively, due to higher production.

Service Revenues

Three Months Ended Nine Months Ended

thousands except percentages September 30, 2024 June 30, 2024 Inc/

(Dec) September 30, 2024 September 30, 2023 Inc/

Service revenues – fee based $ 814,319 $ 793,785 3 % $ 2,389,366 $ 2,004,920 19 %

Service revenues – product based 49,115 61,466 (20) % 177,321 142,212 25 %

Total service revenues $ 863,434 $ 855,251 1 % $ 2,566,687 $ 2,147,132 20 %

Total throughput attributable to WES for produced - water assets decreased by 25 MBbls/d compared to the three months ended December 31, 2024, due to lower production and increased recycling activities in the upstream operations of our producers.

Total throughput attributable to WES for produced - water assets increased by 40 MBbls/d compared to the three months ended March 31, 2024, due to higher production, partially offset by increased recycling activities in the upstream operations of our producers.

Three Months Ended

thousands except percentages and per-unit amounts

March 31, 2025 December 31, 2024 Inc/

(Dec) March 31, 2024 Inc/

Service revenues – fee based $ 823,197 $ 858,896 (4) % $ 781,262 5 %

Service revenues – fee based increased by $20.5 million for the three months ended September 30, 2024, primarily due to (i) $8.4 million at the West Texas complex as a result of increased throughput, partially offset by decreased electricity-related rates billed to customers and deficiency fees, (ii) $5.8 million at the DJ Basin complex as a result of increased electricity-related rates billed to customers, (iii) $3.7 million and $2.3 million at the Powder River Basin complex and DBM oil system, respectively, primarily due to increased throughput, and (iv) $3.1 million at the Chipeta complex primarily due to new and amended contracts effective July 2024.

These increases were offset partially by a decrease of $2.0 million at the Springfield system primarily due to decreased throughput.

Service revenues – fee based increased by $384.4 million for the nine months ended September 30, 2024, primarily due to increases of (i) $135.3 million at the West Texas complex, the majority of which is due to increased throughput, and also due to a higher average fee resulting from a cost-of-service rate redetermination effective January 1, 2024, and increased deficiency fees on certain contracts with increasing throughput minimums, (ii) $132.9 million at the Powder River Basin complex attributable to the acquisition of Meritage, (iii) $64.7 million at the DJ Basin complex primarily due to increased throughput, (iv) $64.3 million and $25.2 million at the DBM water and DBM oil systems, respectively, as a result of increased throughput and a higher average fee resulting from a cost-of-service rate redetermination effective January 1, 2024, and (v) $4.8 million at the Chipeta complex primarily due to new and amended contracts effective July 2024.

These increases were offset partially by decreases of (i) $13.0 million at the Marcellus Interest systems due to the sale of the asset during the second quarter of 2024, (ii) $11.6 million at the Brasada complex due to a change in contract terms effective July 1, 2023, partially offset by increased throughput, (iii) $8.8 million at the Granger complex due to a contract expiration in the fourth quarter of 2023, and (iv) $6.0 million and $3.0 million at the Springfield and DJ Basin oil systems, respectively, primarily due to decreased revenues associated with demand volumes, partially offset by increased throughput and higher average fees resulting from cost-of-service rate redeterminations effective January 1, 2024.

Other revenues from customers

Service revenues – product based $ 59,252 $ 38,455 54 % $ 66,740 (11) %

Service revenues – product based decreased by $12.4 million for the three months ended September 30, 2024, primarily due to decreases of (i) $9.1 million at the West Texas complex due to decreased product recoveries and average prices and (ii) $1.5 million at the DJ Basin complex due to decreased volumes sold.

Service revenues – product based increased by $35.1 million for the nine months ended September 30, 2024, primarily due to increases of (i) $24.5 million and $5.2 million at the West Texas and DJ Basin complexes, respectively, due to increased volumes sold, (ii) $3.6 million at the Powder River Basin complex attributable to the acquisition of Meritage, and (iii) $3.1 million at the DBM water systems due to increased skim-oil volumes sold.

Product sales 34,469 31,024 11 % 39,292 (12) %

Three Months Ended Nine Months Ended

thousands except percentages and per-unit amounts September 30, 2024 June 30, 2024 Inc/

(Dec) September 30, 2024 September 30, 2023 Inc/

Natural - gas sales

Total other revenues from customers

$ 93,721 $ 69,479 35 % $ 106,032 (12) %

NGLs sales 24,175 41,180 (41) % 101,453 73,870 37 %

Total Product sales $ 19,673 $ 50,111 (61) % $ 109,076 $ 100,336 9 %

Per - unit gross average sales price:

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NGLs (per Bbl) 30.63 28.85 6 % 30.93 (1) %

Natural-gas sales

Natural - gas sales decreased by $13.4 million for the three months ended September 30, 2024, primarily due to a decrease of $12.3 million at the West Texas complex as a result of decreased average prices and volumes sold.

Natural - gas sales decreased by $18.8 million for the nine months ended September 30, 2024, primarily due to a decrease of $25.3 million at the West Texas complex as a result of decreased average prices, partially offset by increased volumes sold.

This decrease was offset partially by increases of (i) $5.2 million at the Powder River Basin complex attributable to the acquisition of Meritage and (ii) $4.4 million at the DJ Basin complex as a result of changes in contract mix during the second quarter of 2023.

NGLs sales decreased by $17.0 million for the three months ended September 30, 2024, primarily due to decreases of (i) $7.6 million at the West Texas complex due to decreased average prices, (ii) $3.2 million at the Powder River Basin complex primarily due to decreased volumes sold and average prices, (iii) $1.8 million at the Chipeta complex due to a contract change effective during the third quarter of 2024, and (iv) $1.7 million at the DJ Basin complex due to lower volumes sold, partially offset by higher average prices.

NGLs sales increased by $27.6 million for the nine months ended September 30, 2024, primarily due to increases of (i) $18.8 million at the Powder River Basin complex attributable to the acquisition of Meritage, (ii) $9.2 million at the DJ Basin complex due to increased volumes sold, partially offset by decreased average prices, and (iii) $2.1 million at the DBM water systems due to increased skim-oil volumes sold.

These increases were offset partially by a decrease of $2.5 million at the Chipeta complex due to a contract change effective during the third quarter of 2024.

Service revenues – fee based

Service revenues – fee based decreased by $35.7 million compared to the three months ended December 31, 2024, primarily due to decreases of (i) $13.0 million at the DJ Basin complex due to decreased throughput, partially offset by increased deficiency fees, (ii) $7.4 million at the DBM water systems due to an amendment to contract terms effective January 1, 2025, and decreased throughput, (iii) $6.9 million and $5.2 million at the DJ Basin oil and Springfield systems, respectively, primarily due to annual cumulative catch-up adjustments for cost-of-service changes that increased revenue during the fourth quarter of 2024, as well as decreased throughput, and (iv) $2.5 million at the Powder River Basin complex attributable to decreased throughput.

Service revenues – fee based increased by $41.9 million compared to the three months ended March 31, 2024, primarily due to increases of (i) $31.1 million at the West Texas complex due to increased throughput, (ii) $8.6 million at the DBM oil system as a result of increased throughput and higher average fees resulting from a cost-of-service rate redetermination effective January 1, 2025, and (iii) $6.2 million and $4.4 million at the DJ Basin and Powder River Basin complexes, respectively, primarily due to increased throughput, partially offset by a decrease in deficiency fees.

These increases were offset partially by a decrease of $10.0 million at the Marcellus Interest systems due to the sale of the asset during the second quarter of 2024.

Other revenues from customers

Other revenues from customers increased by $24.2 million compared to the three months ended December 31, 2024, primarily due to increases of (i) $18.7 million at the West Texas complex due to increased product recoveries and increased average prices, and (ii) $4.0 million at the DJ Basin complex due to changes in contract mix.

Other revenues from customers decreased by $12.3 million compared to the three months ended March 31, 2024, primarily due to decreases of (i) $8.0 million at the Chipeta complex attributable to contract changes effective during the third quarter of 2024 and decreased product recoveries, and (ii) $3.3 million at the Granger complex due to a contract change effective during the first quarter of 2024.

Equity Income, Net – Related Parties

Three Months Ended Nine Months Ended

thousands except percentages September 30, 2024 June 30, 2024 Inc/

(Dec) September 30, 2024 September 30, 2023 Inc/

Three Months Ended

thousands except percentages March 31, 2025 December 31, 2024 Inc/

(Dec) March 31, 2024 Inc/

Equity income, net – related parties $ 20,435 $ 28,158 (27) % $ 32,819 (38) %

Equity income, net – related parties decreased by $3.5 million for the three months ended September 30, 2024, primarily due to a decrease of $3.0 million at TEP.

Equity income, net – related parties decreased by $32.6 million for the nine months ended September 30, 2024, primarily due to decreases of (i) $27.2 million resulting from the sale of several equity investments to third parties in the first quarter of 2024 and (ii) $8.7 million at TEP.

These decreases were offset partially by an increase of $3.1 million at Red Bluff.

See Note 3—Acquisitions and Divestitures .

Equity income, net – related parties decreased by $7.7 million compared to the three months ended December 31, 2024, primarily due to decreases of $4.1 million, $2.3 million, and $1.7 million at TEP, FRP, and Red Bluff Express, respectively.

Equity income, net – related parties decreased by $12.4 million compared to the three months ended March 31, 2024, primarily due to decreases of (i) $5.5 million resulting from the sale of several equity investments to third parties in the first quarter of 2024 and (ii) $3.6 million, $2.1 million, and $1.1 million at TEP, Red Bluff Express, and FRP, respectively.

See Note 3—Acquisitions and Divestitures in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q.

Cost of Product and Operation and Maintenance Expenses

Three Months Ended Nine Months Ended

thousands except percentages September 30, 2024 June 30, 2024 Inc/

(Dec) September 30, 2024 September 30, 2023 Inc/

Residue purchases $ (3,719) $ 85 NM $ 5,594 $ 24,584 (77) %

Three Months Ended

thousands except percentages March 31, 2025 December 31, 2024 Inc/

(Dec) March 31, 2024 Inc/

Natural-gas purchases

$ 14,017 $ 4,992 181 % $ 9,228 52 %

NGLs purchases 60,418 57,988 4 % 70,425 (14) %

3 unchanged sentences

Total Cost of product and Operation and maintenance expenses $ 268,006 $ 270,559 (1) % $ 241,018 11 %

Residue purchases

Residue purchases decreased by $3.8 million for the three months ended September 30, 2024, primarily due to lower average prices at the West Texas complex.

Residue purchases decreased by $19.0 million for the nine months ended September 30, 2024, primarily due to decreases of (i) $13.2 million at the West Texas complex due to lower average prices and (ii) $5.3 million at the Granger complex attributable to decreased volumes purchased.

Natural-gas purchases

Natural-gas purchases increased by $9.0 million and $4.8 million compared to the three months ended December 31, 2024, and March 31, 2024, respectively, primarily due to higher average prices at the West Texas complex.

NGLs purchases

NGLs purchases decreased by $11.0 million for the three months ended September 30, 2024, primarily due to decreases of (i) $4.6 million at the DJ Basin complex attributable to decreased volumes purchased, (ii) $2.3 million and $1.5 million at the Chipeta and Powder River Basin complexes, respectively, due to contract changes effective in 2024, and (iii) $1.9 million at the West Texas complex due to decreased product recoveries.

NGLs purchases increased by $43.4 million for the nine months ended September 30, 2024, primarily due to increases of (i) $38.5 million at the West Texas complex primarily attributable to increased volumes purchased and (ii) $2.5 million at the DBM water systems due to increased skim-oil volumes.

These increases were offset partially by a decrease of $2.7 million at the Chipeta complex due to a contract change effective during the third quarter of 2024.

Other items decreased by $6.4 million for the three months ended September 30, 2024, primarily due to changes in imbalance positions at the West Texas complex.

Other items decreased by $15.3 million for the nine months ended September 30, 2024, primarily due to decreases of $31.3 million and $2.2 million at the West Texas and Chipeta complexes, respectively, due to changes in imbalance positions.

These decreases were offset partially by increases of (i) $11.4 million at the Powder River Basin complex attributable to the acquisition of Meritage and (ii) $10.7 million at the DJ Basin complex attributable to changes in imbalance positions.

NGLs purchases decreased by $10.0 million compared to the three months ended March 31, 2024, primarily due to decreases of (i) $5.6 million at the West Texas complex due to lower purchased volumes and average prices, and (ii) $4.5 million at the Chipeta complex due to a contract change effective during the third quarter of 2024.

Other items decreased by $9.3 million compared to the three months ended December 31, 2024, primarily due to changes in imbalance positions at the West Texas and DJ Basin complexes.

Operation and maintenance expense

Operation and maintenance expense increased by $7.7 million for the three months ended September 30, 2024, primarily due to increases of (i) $4.0 million in mechanical-integrity costs and (ii) $3.2 million in salaries and wages costs.

Operation and maintenance expense increased by $87.2 million for the nine months ended September 30, 2024, primarily due to increases of (i) $27.4 million in salaries and wages costs, (ii) $17.4 million in equipment, materials, maintenance, and repair costs, (iii) $14.3 million in chemical and treating services, (iv) $8.8 million in equipment rental costs, (v) $8.8 million in land-related costs, and (vi) $6.2 million in water-disposal costs.

Operation and maintenance expense increased by $31.6 million compared to the three months ended March 31, 2024, primarily due to increases of (i) $10.4 million in equipment and material costs, (ii) $7.2 million in utility expense, (iii) $4.2 million in salaries and wages costs, (iv) $4.2 million in maintenance and repair costs, and (v) $2.4 million in information technology costs.

Other Operating Expenses

Three Months Ended Nine Months Ended

thousands except percentages September 30, 2024 June 30, 2024 Inc/

(Dec) September 30, 2024 September 30, 2023 Inc/

Three Months Ended

thousands except percentages March 31, 2025 December 31, 2024 Inc/

(Dec) March 31, 2024 Inc/

General and administrative $ 66,786 $ 76,028 (12) % $ 67,839 (2) %

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Long - lived asset and other impairments

4,651 1,530 NM 6,204 52,880 (88) %

3 2 50 % 23 (87) %

Total other operating expenses $ 255,075 $ 257,704 (1) % $ 239,773 6 %

General and administrative expenses

General and administrative expenses increased by $35.9 million for the nine months ended September 30, 2024, primarily due to increases of (i) $19.5 million in personnel costs, (ii) $9.5 million in information technology costs, and (iii) $6.4 million in other corporate-related expenses.

General and administrative expenses decreased by $9.2 million compared to the three months ended December 31, 2024, primarily due to decreases in personnel costs and contract labor and consulting costs.

Property and other taxes

Property and other taxes decreased by $4.8 million for the three months ended September 30, 2024, primarily due to a lower ad valorem property tax accrual recorded during the third quarter of 2024 related to lower property tax values at the DJ Basin complex.

Property and other taxes increased by $4.0 million for the nine months ended September 30, 2024, primarily due to increases of (i) $2.2 million at the Powder River Basin complex due to the acquisition of Meritage and (ii) $1.3 million due to higher property tax values from expansion in West Texas.

Property and other taxes increased by $3.9 million compared to the three months ended March 31, 2024, primarily due to a lower ad valorem property tax accrual recorded during 2024 related to the finalization of 2023 assessments at the DJ Basin complex and DJ Basin oil system.

Depreciation and amortization expense

Depreciation and amortization expense increased by $52.0 million for the nine months ended September 30, 2024, primarily due to increases of (i) $48.5 million at the Powder River Basin complex attributable to the acquisition of Meritage and (ii) $15.4 million and $5.5 million at the West Texas complex and DBM water systems, respectively, primarily related to capital projects being placed into service.

These increases were offset partially by decreases of (i) $11.4 million at the DJ Basin complex primarily due to acceleration of depreciation expense during 2023 and updated salvage values and (ii) $4.5 million due to the sale of the Marcellus Interest systems in the second quarter of 2024.

Long-lived asset and other impairment expense

Long-lived asset and other impairment expense for the nine months ended September 30, 2024, was primarily due to a $4.2 million impairment of certain corporate office leases that are no longer being utilized.

Long - lived asset and other impairment expense for the nine months ended September 30, 2023, was primarily due to a $52.1 million impairment for assets located in the Rockies.

For further information on Long - lived asset and other impairment expense, see Note 8—Property, Plant, and Equipment in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q.

Depreciation and amortization expense increased by $7.5 million compared to the three months ended December 31, 2024, primarily due to increases of (i) $3.2 million at the Powder River Basin complex primarily due to acceleration of depreciation expense during the first quarter of 2025 and updated salvage values, and (ii) $2.6 million at the West Texas complex primarily related to capital projects being placed into service.

Depreciation and amortization expense increased by $12.5 million compared to the three months ended March 31, 2024, primarily due to capital projects being placed into service at the West Texas complex and DBM water systems.

Interest Expense

Three Months Ended Nine Months Ended

thousands except percentages September 30, 2024 June 30, 2024 Inc/

(Dec) September 30, 2024 September 30, 2023 Inc/

Three Months Ended

thousands except percentages March 31, 2025 December 31, 2024 Inc/

(Dec) March 31, 2024 Inc/

Long - term and short - term debt

$ (96,060) $ (99,489) (3) % $ (95,956) — %

Finance lease liabilities (632) (655) (4) % (1,964) (616) NM

Finance lease liabilities (583) (609) (4) % (677) (14) %

Commitment fees and amortization of debt-related costs (3,201) (3,376) (5) % (3,200) — %

1 unchanged sentence

Interest expense $ (97,293) $ (99,336) (2) % $ (94,506) 3 %

Interest expense increased by $3.6 million for the three months ended September 30, 2024, primarily due to interest incurred on the 5.450% Senior Notes due 2034 that were issued during the third quarter of 2024.

Interest expense increased by $28.6 million for the nine months ended September 30, 2024, primarily due increases of (i) $29.3 million of interest incurred on the 6.350% Senior Notes due 2029 that were issued during the third quarter of 2023, (ii) $12.1 million of interest incurred on the 6.150% Senior Notes due 2033 that were issued during the second quarter of 2023, (iii) $5.7 million due to borrowings in 2024 on the commercial paper program that was established during the fourth quarter of 2023, and (iv) $5.0 million of interest incurred on the 5.450% Senior Notes due 2034 that were issued during the third quarter of 2024.

These increases were offset partially by decreases of (i) $12.9 million due to credit-rating related interest-rate changes and lower outstanding balances on certain senior notes due to debt repurchases, (ii) $9.0 million due to no outstanding borrowings under the RCF during 2024, and (iii) $2.5 million due to higher capitalized interest.

Interest expense increased by $2.8 million compared to the three months ended March 31, 2024, primarily due to increases of (i) $11.1 million of interest incurred on the 5.450% Senior Notes due 2034 that were issued during the third quarter of 2024 and (ii) $2.8 million due to lower capitalized interest.

These increases were offset partially by decreases of (i) $5.7 million due to no outstanding borrowings on the commercial paper program during 2025, (ii) $3.7 million due to the repayment of the 3.100% Senior Notes due 2025 during the first quarter of 2025, and (iii) $1.6 million due to lower outstanding balances on certain senior notes due to debt repurchases.

See Liquidity and Capital Resources—Debt and credit facilities within this Item 2.

Other Income (Expense), Net

Three Months Ended Nine Months Ended

thousands except percentages September 30, 2024 June 30, 2024 Inc/

(Dec) September 30, 2024 September 30, 2023 Inc/

Three Months Ended

thousands except percentages March 31, 2025 December 31, 2024 Inc/

(Dec) March 31, 2024 Inc/

Other income (expense), net $ 7,477 $ 15,617 (52)% $ 2,346 NM

Other income (expense), net increased by $5.4 million and $13.3 million for the three and nine months ended September 30, 2024, respectively, primarily due to interest income earned resulting from higher cash and cash equivalent balances throughout 2024.

Other income (expense), net decreased by $8.1 million compared to the three months ended December 31, 2024, primarily due to interest income earned resulting from higher cash and cash equivalent balances during the fourth quarter of 2024.

Other income (expense), net increased by $5.1 million compared to the three months ended March 31, 2024, primarily due to interest income earned resulting from higher cash and cash equivalent balances during the first quarter of 2025.

Income Tax Expense (Benefit)

Three Months Ended Nine Months Ended

thousands except percentages September 30, 2024 June 30, 2024 Inc/

(Dec) September 30, 2024 September 30, 2023 Inc/

Income (loss) before income taxes $ 311,282 $ 388,319 (20) % $ 1,287,339 $ 755,235 70 %

Income tax expense (benefit) 15,390 755 NM 17,667 2,980 NM

Effective tax rate 5 % — % 1 % — %

We are not a taxable entity for U.S.

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However, income apportionable to Texas is subject to Texas margin tax.

For the three and nine months ended September 30, 2024, the variance from the federal statutory rate was primarily impacted by a state margin tax rate increase associated with no longer being included in Occidental’s affiliated group tax return beginning in September 2024 due to Occidental’s sale of 19.5 million WES common units in August 2024 and the resulting decrease in WES ownership, inclusive of its ownership in WES Operating.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

5 unchanged sentences

Adjusted EBITDA.

We define Adjusted EBITDA attributable to Western Midstream Partners, LP (“Adjusted EBITDA”) as net income (loss), plus (i) distributions from equity investments, (ii) non - cash equity - based compensation expense, (iii) interest expense, (iv) income tax expense, (v) depreciation and amortization, (vi) impairments, and (vii) other expense (including lower of cost or market inventory adjustments recorded in cost of product), less (i) gain (loss) on divestiture and other, net, (ii) gain (loss) on early extinguishment of debt, (iii) income from equity investments, (iv) interest income, (v) income tax benefit, (vi) other income, and (vii) the noncontrolling interest owners’ proportionate share of revenues and expenses.

We define Adjusted EBITDA attributable to Western Midstream Partners, LP (“Adjusted EBITDA”) as net income (loss), plus (i) distributions from equity investments, (ii) non - cash equity - based compensation expense, (iii) interest expense, (iv) income tax expense, (v) depreciation and amortization, (vi) impairments, and (vii) other expense (including lower of cost or market inventory adjustments recorded in cost of product), less (i) gain (loss) on divestiture and other, net, (ii) gain (loss) on early extinguishment of debt, (iii) income from equity investments, (iv) income tax benefit, (v) other income, and (vi) the noncontrolling interest owners’ proportionate share of revenues and expenses.

We believe the presentation of Adjusted EBITDA provides information useful to investors in assessing our financial condition and results of operations and that Adjusted EBITDA is a widely accepted financial indicator of a company’s ability to incur and service debt, fund capital expenditures, and make distributions.

12 unchanged sentences

The GAAP measure that is most directly comparable to Free Cash Flow is net cash provided by operating activities.

Our non - GAAP financial measures of Adjusted gross margin, Adjusted EBITDA, and Free cash flow should not be considered as alternatives to the GAAP measures of gross margin, net income (loss), net cash provided by operating activities, or any other measure of financial performance presented in accordance with GAAP.

Adjusted gross margin, Adjusted EBITDA, and Free cash flow have important limitations as analytical tools because they exclude some, but not all, items that affect gross margin, net income (loss), and net cash provided by operating activities.

Adjusted gross margin, Adjusted EBITDA, and Free cash flow should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP.

Our definitions of Adjusted gross margin, Adjusted EBITDA, and Free cash flow may not be comparable to similarly titled measures of other companies in our industry, thereby diminishing their utility as comparative measures.

Management compensates for the limitations of Adjusted gross margin, Adjusted EBITDA, and Free cash flow as analytical tools by reviewing the comparable GAAP measures, understanding the differences between Adjusted gross margin, Adjusted EBITDA, and Free cash flow compared to (as applicable) gross margin, net income (loss), and net cash provided by operating activities, and incorporating this knowledge into its decision - making processes.

Our non - GAAP financial measures (i) should not be considered as alternatives to the comparable GAAP measures or any other measure of financial performance presented in accordance with GAAP, (ii) have important limitations as analytical tools because they exclude some, but not all, items that affect the comparable GAAP measures, (iii) should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP, and (iv) may not be comparable to similarly titled measures of other companies in our industry, thereby diminishing their utility as comparative measures.

Management compensates for the limitations of our non-GAAP measures as analytical tools by reviewing the comparable GAAP measures, understanding the differences, and incorporating this knowledge into its decision - making processes.

We believe that investors benefit from having access to the same financial measures that our management considers in evaluating our operating results.

The following tables present (i) a reconciliation of the GAAP financial measure of gross margin to the non - GAAP financial measure of Adjusted gross margin, (ii) a reconciliation of the GAAP financial measures of net income (loss) and net cash provided by operating activities to the non - GAAP financial measure of Adjusted EBITDA, and (iii) a reconciliation of the GAAP financial measure of net cash provided by operating activities to the non - GAAP financial measure of Free cash flow:

Three Months Ended Nine Months Ended

thousands September 30, 2024 June 30, 2024 September 30, 2024 September 30, 2023

The following tables present reconciliations of the GAAP measure to our non-GAAP measures:

Three Months Ended

thousands March 31, 2025 December 31, 2024 March 31, 2024

Reconciliation of Gross margin to Adjusted Gross Margin

10 unchanged sentences

$ 860,783 $ 868,397 $ 845,052

_________________________________________________________________________________________

(1) Includes (i) the 25% third - party interest in Chipeta and (ii) the 2.0% limited partner interest in WES Operating owned by an Occidental subsidiary, which collectively represent WES’s noncontrolling interests.

To facilitate investor and industry analysis, we also disclose per-Mcf Adjusted Gross Margin for natural-gas assets, per-Bbl Adjusted Gross Margin for crude-oil and NGLs assets, and per-Bbl Adjusted Gross Margin for produced-water assets .

Three Months Ended Nine Months Ended

thousands except per-unit amounts September 30, 2024 June 30, 2024 September 30, 2024 September 30, 2023

Three Months Ended

thousands except per-unit amounts March 31, 2025 December 31, 2024 March 31, 2024

Gross margin for natural - gas assets (1)

29 unchanged sentences

Calculated as Adjusted Gross Margin for natural - gas assets, crude - oil and NGLs assets, or produced - water assets, divided by the respective total throughput (MMcf or MBbls) attributable to WES for natural - gas assets, crude - oil and NGLs assets, or produced - water assets.

Three Months Ended Nine Months Ended

thousands September 30, 2024 June 30, 2024 September 30, 2024 September 30, 2023

Three Months Ended

thousands March 31, 2025 December 31, 2024 March 31, 2024

Reconciliation of Net income (loss) to Adjusted EBITDA

6 unchanged sentences

Depreciation and amortization 170,460 162,990 157,991

Impairments 4,651 1,530 6,204 52,880

Long - lived asset and other impairments

Other expense 190 9 112

24 unchanged sentences

Net cash provided by (used in) investing activities

(140,790) (230,321) 396,849

Net cash provided by (used in) financing activities (1,032,020) (358,398) (774,098)

1 unchanged sentence

Three Months Ended Nine Months Ended

thousands September 30, 2024 June 30, 2024 September 30, 2024 September 30, 2023

Three Months Ended

thousands March 31, 2025 December 31, 2024 March 31, 2024

Reconciliation of Net cash provided by operating activities to Free Cash Flow

4 unchanged sentences

Free Cash Flow

$ 399,398 $ 309,277 $ 224,952

Cash flow information

1 unchanged sentence

Net cash provided by (used in) investing activities

(140,790) (230,321) 396,849

Net cash provided by (used in) financing activities (1,032,020) (358,398) (774,098)

Gross margin.

Refer to Operating Results within this Item 2 for a discussion of the components of Gross margin as compared to the prior periods, including Service Revenue s, Product Sales , Cost of Product (Residue purchases, NGLs purchases, and Other items), and Other Operating Expenses (Depreciation and amortization expense).

Gross margin decreased by $3.7 million for the three months ended September 30, 2024, primarily due to (i) a $22.3 million decrease in total revenues and other and (ii) a $2.6 million increase in depreciation and amortization.

These amounts were offset partially by a $21.2 million decrease in cost of product.

Gross margin increased by $367.4 million for the nine months ended September 30, 2024, primarily due to a $428.5 million increase in total revenues and other.

This increase was offset partially by (i) a $52.0 million increase in depreciation and amortization and (ii) a $9.1 million increase in cost of product.

Refer to Operating Results within this Item 2 for a discussion of the components of Gross margin as compared to the prior periods, including Revenue s, Cost of Product (Natural-gas purchases, NGLs purchases, and Other items), and Other Operating Expenses (Depreciation and amortization expense).

Gross margin decreased by $21.0 million compared to the three months ended December 31, 2024, due to (i) an $11.4 million decrease in total revenues and other, (ii) a $7.5 million increase in depreciation and amortization, and (iii) a $2.2 million increase in cost of product.

Gross margin increased by $21.5 million compared to the three months ended March 31, 2024, primarily due to (i) a $29.4 million increase in total revenues and other and (ii) a $4.6 million decrease in cost of product.

These amounts were offset partially by a $12.5 million increase in depreciation and amortization.

Net income (loss).

Refer to Operating Results within this Item 2 for a discussion of the primary components of Net income (loss) as compared to the prior periods.

Net income (loss) decreased by $91.7 million for the three months ended September 30, 2024, primarily due to (i) a $58.9 million decrease in gain (loss) on divestiture and other, net, (ii) a $22.3 million decrease in total revenues and other, and (iii) a $14.6 million increase in income tax expense.

These amounts were offset partially by a $10.7 million decrease in total operating expenses.

Net income (loss) increased by $517.4 million for the nine months ended September 30, 2024, primarily due to (i) a $428.5 million increase in total revenues and other and (ii) a $303.1 million increase in gain (loss) on divestiture and other, net.

These amounts were offset partially by (i) a $141.6 million increase in total operating expenses, (ii) a $32.6 million decrease in equity income, net – related parties, and (iii) a $28.6 million increase in interest expense.

Net income (loss) decreased by $25.0 million compared to the three months ended December 31, 2024, primarily due to (i) an $11.4 million decrease in total revenues and other, (ii) an $8.1 million decrease in other income (expense), net, and (iii) a $7.7 million decrease in equity income, net – related parties.

Net income (loss) decreased by $269.7 million compared to the three months ended March 31, 2024, primarily due to (i) a $244.3 million decrease in gain (loss) on divestiture and other, net, (ii) a $42.3 million increase in total operating expenses, and (iii) a $12.4 million decrease in equity income, net – related parties.

These amounts were offset partially by a $29.4 million increase in total revenues and other.

Net cash provided by operating activities.

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KEY PERFORMANCE METRICS

Three Months Ended Nine Months Ended

thousands except percentages and per-unit amounts September 30, 2024 June 30, 2024 Inc/

(Dec) September 30, 2024 September 30, 2023 Inc/

Three Months Ended

thousands except percentages and per-unit amounts March 31, 2025 December 31, 2024 Inc/

(Dec) March 31, 2024 Inc/

Adjusted Gross Margin

$ 860,783 $ 868,397 (1) % $ 845,052 2 %

Per - Mcf Adjusted Gross Margin for natural - gas assets (1)

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Adjusted Gross Margin.

Adjusted gross margin decreased by $8.4 million for the three months ended September 30, 2024, primarily due to (i) lower average prices and decreased product recoveries, partially offset by increased throughput at the West Texas complex, and (ii) a decrease in distributions from FRP.

These decreases were offset partially by increased throughput at the DBM oil system.

Adjusted gross margin increased by $363.9 million for the nine months ended September 30, 2024, primarily due to (i) increased throughput at the Powder River Basin complex attributable to the acquisition of Meritage, (ii) increased throughput and a higher average fee resulting from a cost-of-service rate redetermination effective January 1, 2024, at the West Texas complex, DBM water systems, and DBM oil system, and (iii) increased throughput at the DJ Basin complex.

These increases were offset partially by (i) decreased distributions from TEP, (ii) the sale of our interests in the Mont Belvieu JV, Marcellus Interest systems, and Saddlehorn during 2024, and (iii) decreased processing fees at the Brasada complex resulting from a change in contract terms effective July 1, 2023, partially offset by increased throughput.

Per - Mcf Adjusted gross margin for natural - gas assets decreased by $0.04 for the three months ended September 30, 2024, primarily due to (i) decreased product recoveries and average prices, partially offset by increased throughput at the West Texas complex, which has a higher-than-average per-Mcf margin as compared to our other natural-gas assets, and (ii) increased throughput at the Powder River Basin complex, which has a lower-than-average per-Mcf margin as compared to our other natural-gas assets.

Per - Mcf Adjusted gross margin for natural - gas assets increased by $0.04 for the nine months ended September 30, 2024, primarily due to (i) increased throughput at the West Texas complex, which has a higher-than-average per-Mcf margin as compared to our other natural-gas assets, in addition to a higher average fee resulting from a cost-of-service rate redetermination effective January 1, 2024, and increased deficiency fees on certain contracts with increasing throughput minimums, and (ii) increased throughput at the DJ Basin complex, which has a higher-than-average per-Mcf margin as compared to our other natural-gas assets.

Per - Bbl Adjusted gross margin for crude - oil and NGLs assets decreased by $0.08 for the three months ended September 30, 2024, primarily due to decreased distributions at FRP and TEP, partially offset by increased throughput at the DBM oil system, which has a higher-than-average per-Mcf margin as compared to our other crude-oil and NGLs assets.

Per - Bbl Adjusted gross margin for crude - oil and NGLs assets increased by $0.43 for the nine months ended September 30, 2024, primarily due to (i) the sale of our interests in the Mont Belvieu JV, Saddlehorn, and Whitethorn LLC in the first quarter of 2024, all of which had lower-than-average per-Bbl margins as compared to our other crude-oil and NGLs assets, and (ii) increased throughput at the DBM oil system, which has a higher-than-average per-Mcf margin as compared to our other crude-oil and NGLs assets, in addition to a higher average fee resulting from a cost-of-service rate redetermination effective January 1, 2024.

These increases were offset partially by (i) decreased distributions at TEP and (ii) decreased revenues associated with demand volumes at the DJ Basin oil system.

Per - Bbl Adjusted gross margin for produced - water assets increased by $0.13 for the nine months ended September 30, 2024, primarily due to higher throughput and a higher average fee resulting from a cost-of-service rate redetermination effective January 1, 2024.

Adjusted Gross Margin decreased by $7.6 million compared to the three months ended December 31, 2024, primarily due to (i) decreased throughput, partially offset by increased deficiency fees at the DJ Basin complex, (ii) decreased throughput and annual cumulative catch-up adjustments for cost-of-service changes that increased revenue during the fourth quarter of 2024 at the DJ Basin oil and Springfield systems, and (iii) decreased throughput and an amendment to contract terms effective January 1, 2025, at the DBM water systems.

These decreases were offset partially by increased product recoveries and increased average prices at the West Texas complex.

Adjusted Gross Margin increased by $15.7 million compared to the three months ended March 31, 2024, primarily due to (i) increased throughput at the West Texas and Powder River Basin complexes and (ii) increased throughput and higher average fees resulting from cost-of-service rate redeterminations effective January 1, 2025, at the DBM oil system.

These increases were offset partially by (i) the sale of our interests in the Marcellus Interest systems, Saddlehorn, and Mont Belvieu JV during 2024, and (ii) a contract change effective during the first quarter of 2024 at the Granger complex.

Per - Mcf Adjusted Gross Margin for natural - gas assets increased by $0.05 compared to the three months ended December 31, 2024, primarily due to increased product recoveries and increased average prices at the West Texas complex.

Per - Mcf Adjusted gross margin for natural - gas assets increased by $0.02 compared to the three months ended March 31, 2024, primarily due to (i) increased throughput at the West Texas complex, which has a higher-than-average per-Mcf margin as compared to our other natural-gas assets, and (ii) the sale of our interest in the Marcellus Interest systems in the second quarter of 2024, which had a lower-than-average per-Mcf margin compared to our other natural-gas assets.

Per - Bbl Adjusted Gross Margin for crude - oil and NGLs assets increased by $0.17 compared to the three months ended December 31, 2024, primarily due to (i) increased distributions at FRP and (ii) decreased throughput at TEP, which had a lower-than-average per-Bbl margin as compared to our other crude-oil and NGLs assets.

These increases were offset partially by a decrease resulting from an annual cumulative catch-up adjustment for cost-of-service changes that increased revenue during the fourth quarter of 2024 at the DJ Basin oil system.

Per - Bbl Adjusted gross margin for crude - oil and NGLs assets increased by $0.25 compared to the three months ended March 31, 2024, primarily due to (i) the sale of our interests in Saddlehorn and Mont Belvieu JV in the first quarter of 2024 and decreased throughput at TEP, all of which had lower-than-average per-Bbl margins as compared to our other crude oil and NGLs assets, and (ii) increased distributions at FRP.

These increases were offset partially by decreased revenues associated with demand volumes, partially offset by increased throughput and higher average fees resulting from cost-of-service rate redeterminations effective January 1, 2025, at the DJ Basin oil system.

Per - Bbl Adjusted Gross Margin for produced - water assets decreased by $0.02 compared to the three months ended December 31, 2024, primarily due to a change in contract terms effective January 1, 2025, and decreased throughput.

Adjusted EBITDA.

Adjusted EBITDA decreased by $11.2 million for the three months ended September 30, 2024, primarily due to (i) a $22.3 million decrease in total revenues and other, (ii) a $7.7 million increase in operation and maintenance expenses, (iii) a $3.6 million decrease in distributions from equity investments, and (iv) a $3.4 million increase in general and administrative expenses excluding non - cash equity - based compensation expense.

These amounts were offset partially by (i) a $21.2 million decrease in cost of product (net of lower of cost or market inventory adjustments) and (ii) a $4.8 million decrease in property and other taxes.

Adjusted EBITDA increased by $255.4 million for the nine months ended September 30, 2024, primarily due to a $428.5 million increase in total revenues and other.

This was offset partially by (i) an $87.2 million increase in operation and maintenance expenses, (ii) a $37.0 million decrease in distributions from equity investments, (iii) a $29.4 million increase in general and administrative expenses excluding non - cash equity - based compensation expense, (iv) a $9.3 million increase in cost of product (net of lower of cost or market inventory adjustments), and (v) a $4.0 million increase in property and other taxes.

Adjusted EBITDA increased by $2.9 million compared to the three months ended December 31, 2024, primarily due to (i) an $8.1 million decrease in general and administrative expenses excluding non - cash equity - based compensation expense, (ii) a $4.7 million decrease in operation and maintenance expenses, and (iii) a $2.8 million increase in distributions from equity investments.

These amounts were offset partially by (i) an $11.4 million decrease in total revenues and other and (ii) a $2.0 million increase in cost of product (net of lower of cost or market inventory adjustments).

Adjusted EBITDA decreased by $14.8 million compared to the three months ended March 31, 2024, primarily due to (i) a $31.6 million increase in operation and maintenance expenses, (ii) a $14.0 million decrease in distributions from equity investments, and (iii) a $3.9 million increase in property taxes.

These amounts were offset partially by (i) a $29.4 million increase in total revenues and other and (ii) a $4.7 million decrease in cost of product (net of lower of cost or market inventory adjustments).

Free Cash Flow.

Free cash flow decreased by $59.7 million for the three months ended September 30, 2024, primarily due to (i) an $80.1 million decrease in net cash provided by operating activities and (ii) a $2.0 million decrease in distributions from equity investments in excess of cumulative earnings.

These decreases were offset partially by a $22.4 million decrease in capital expenditures.

Free cash flow increased by $332.7 million for the nine months ended September 30, 2024, primarily due to a $394.4 million increase in net cash provided by operating activities, partially offset by (i) a $58.7 million increase in capital expenditures and (ii) a $4.2 million decrease in distributions from equity investments in excess of cumulative earnings.

Free Cash Flow increased by $90.1 million compared to the three months ended December 31, 2024, primarily due to (i) a $96.4 million decrease in capital expenditures, (ii) a $9.7 million decrease in contributions to equity investments, and (iii) a $7.7 million increase in distributions from equity investments in excess of cumulative earnings.

These amounts were offset partially by a $23.7 million decrease in net cash provided by operating activities.

Free Cash Flow increased by $174.4 million compared to the three months ended March 31, 2024, primarily due to (i) a $131.1 million increase in net cash provided by operating activities and (ii) a $51.4 million decrease in capital expenditures.

These amounts were offset partially by an $8.0 million decrease in distributions from equity investments in excess of cumulative earnings.

See Capital Expenditures and Historical Cash Flow within this Item 2 for further information.

LIQUIDITY AND CAPITAL RESOURCES

Our primary cash uses include equity and debt service, operating expenses, and capital expenditures.

Our sources of liquidity, as of September 30, 2024, included cash and cash equivalents, cash flows generated from operations, effective borrowing capacity under the RCF, our commercial paper program, and potential issuances of additional equity or debt securities.

Our primary cash uses include equity and debt service, operating expenses, acquisitions, and capital expenditures.

Our sources of liquidity, as of March 31, 2025, included cash and cash equivalents, cash flows generated from operations, effective borrowing capacity under the RCF, our commercial paper program, and potential issuances of additional equity or debt securities.

We believe that cash flows generated from these sources will be sufficient to satisfy our short - term working-capital requirements and long - term capital - expenditure and debt-service requirements.

The amount of future distributions to unitholders will be determined by the Board on a quarterly basis.

Under our partnership agreement, we distribute all of our available cash (beyond proper reserves as defined in our partnership agreement) within 55 days following each quarter’s end.

Our cash flow and resulting ability to make cash distributions are dependent on our ability to generate cash flow from operations.

Generally, our available cash is our cash on hand at the end of a quarter after the payment of our expenses and the establishment of cash reserves, and cash on hand resulting from working capital borrowings made after the end of the quarter.

The general partner establishes cash reserves to provide for the proper conduct of our business, including (i) to fund future capital expenditures, (ii) to comply with applicable laws, debt instruments, or other agreements, or (iii) to provide funds for unitholder distributions for any one or more of the next four quarters.

The Board declared a cash distribution to unitholders for the third quarter of 2024 of $0.875 per unit, or $340.9 million in the aggregate.

The cash distribution is payable on November 14, 2024, to our unitholders of record at the close of business on November 1, 2024.

To facilitate the distribution of available cash, during 2022 we adopted a financial policy that provided for an additional distribution (“Enhanced Distribution”) to be paid in conjunction with the regular first-quarter distribution of the following year (beginning in 2023), in a target amount equal to Free cash flow generated in the prior year after subtracting Free cash flow used for the prior year’s debt repayments, regular-quarter distributions, and unit repurchases.

This Enhanced Distribution is subject to Board discretion, the establishment of cash reserves for the proper conduct of our business, and is also contingent on the attainment of prior year-end net leverage thresholds (the ratio of our total principal debt outstanding less total cash on hand as of the end of such period, as compared to our trailing-twelve-months Adjusted EBITDA) after taking the Enhanced Distribution for such prior year into effect.

Free cash flow and Adjusted EBITDA are defined under the caption Reconciliation of Non-GAAP Financial Measures within this Item 2.

In 2022, we announced a common-unit buyback program of up to $1.25 billion through December 31, 2024.

We distribute all our available cash, as defined in our partnership agreement, within 55 days following each quarter’s end.

The Board declared a cash distribution to unitholders for the first quarter of 2025 of $0.910 per unit, or $355.3 million in the aggregate.

The cash distribution is payable on May 15, 2025, to our unitholders of record at the close of business on May 2, 2025.

In February 2025, the Board authorized a buyback program of up to $250.0 million of our common units through December 31, 2026 (the “2025 Purchase Program”).

The common units may be purchased from time to time in the open market at prevailing market prices or in privately negotiated transactions.

The timing and amount of purchases under the program will be determined based on ongoing assessments of capital needs, our financial performance, the market price of our common units, and other factors, including organic growth and acquisition opportunities and general market conditions.

The program does not obligate us to purchase any specific dollar amount or number of units and may be suspended or discontinued at any time.

During the nine months ended September 30, 2024, there were no common units repurchased.

As of September 30, 2024, we had an authorized amount of $627.8 million remaining under the program.

The program does not obligate us to acquire any common units and the program may be suspended or discontinued at our discretion without prior notice.

Management continuously monitors our leverage position and other financial projections to manage the capital structure according to long-term objectives.

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Working capital requirements are driven by changes in accounts receivable and accounts payable and other factors such as credit extended to, and the timing of collections from, our customers, and the level and timing of our spending for acquisitions, maintenance, and other capital activities.

As of September 30, 2024, we had a $186.5 million working capital surplus, which we define as the amount by which current assets exceed current liabilities.

As of September 30, 2024, there was $2.0 billion in effective borrowing capacity under the RCF.

As of March 31, 2025, we had a $179.0 million working capital surplus, which we define as the amount by which current assets exceed current liabilities.

As of March 31, 2025, there was $2.0 billion in effective borrowing capacity under the RCF.

Any outstanding commercial paper borrowings reduce the effective borrowing capacity under the RCF as WES Operating maintains availability under the RCF as support for its commercial paper program.

See Note 9—Selected Components of Working Capital and Note 10—Debt and Interest Expense in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q.

See Note 8—Selected Components of Working Capital and Note 9—Debt in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q.

Capital expenditures .

Our business is capital intensive, requiring significant investment to maintain and improve existing facilities or to develop new midstream infrastructure.

Capital expenditures include maintenance capital expenditures, which include those expenditures required to maintain existing operating capacity and service capability of our assets, and expansion capital expenditures, which include expenditures to construct new midstream infrastructure and expenditures incurred to reduce costs, increase revenues, or increase system throughput or capacity from current levels.

Capital expenditures in the consolidated statements of cash flows reflect capital expenditures on a cash basis, when payments are made.

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Acquisitions and capital expenditures as presented in the consolidated statements of cash flows and capital incurred were as follows:

Nine Months Ended

September 30,

Three Months Ended

thousands 2025 2024

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_________________________________________________________________________________________

(1) For the nine months ended September 30, 2024 and 2023, included $11.1 million and $8.6 million, respectively, of capitalized interest.

Capital expenditures increased by $58.7 million for the nine months ended September 30, 2024, primarily due to increases of (i) $71.0 million at the West Texas complex, primarily attributable to engineering, equipment, and construction milestone payments for the North Loving Plant, (ii) $25.3 million at the Powder River Basin complex primarily attributable to the acquisition of Meritage, (iii) $8.9 million in corporate-level capital expenditures primarily related to information technology initiatives, (iv) $8.2 million at the DJ Basin complex due to the purchase of a field office in the first quarter of 2024 and an increase in well connection and pipeline projects, and (v) $7.5 million at the Chipeta complex primarily related to expansion projects.

These increases were offset partially by decreases of (i) $41.8 million at the DBM oil system related to a decrease in pipeline, oil treating, and oil pumping projects and (ii) $18.5 million at the DBM water systems due to reduced construction of certain water - disposal wells, facilities, and well-connect projects.

(1) For three months ended March 31, 2025 and 2024, included $2.6 million and $5.3 million, respectively, of capitalized interest.

Capital expenditures decreased by $51.4 million for the three months ended March 31, 2025, primarily due to decreases of (i) $56.2 million at the West Texas complex, primarily attributable to construction costs incurred in 2024 associated with the North Loving plant that was completed in the first quarter of 2025, (ii) $15.1 million at the DBM water systems due to decreased construction of certain water - disposal wells, equipment, facilities, and well-connect projects, and (iii) $6.4 million in corporate-level capital expenditures.

These decreases were offset partially by increases of (i) $16.2 million at the Powder River Basin complex primarily attributable to an increase in construction of facilities and well-connect projects and (ii) $11.6 million at the DBM oil system related to an increase in pipeline and oil pumping projects.

Historical cash flow .

The following table and discussion present a summary of our net cash flows provided by (used in) operating, investing, and financing activities:

Nine Months Ended

September 30,

Three Months Ended

thousands 2025 2024

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Operating activities .

Net cash provided by operating activities increased for the nine months ended September 30, 2024, primarily due to higher cash operating income, partially offset by lower distributions from equity investments and higher interest expense.

Net cash provided by operating activities increased for the three months ended March 31, 2025, primarily due to the impact of changes in assets and liabilities, partially offset by lower distributions from equity-investment earnings, higher interest expense and lower cash operating income.

Refer to Operating Results within this Item 2 for a discussion of our results of operations as compared to the prior periods.

Investing activities .

Net cash provided by investing activities for the nine months ended September 30, 2024, primarily included the following:

• $582.7 million of proceeds related to the sale of several equity investments to third parties;

• $206.2 million of proceeds related to the sale of our 33.75% interest in the Marcellus Interest systems to a third party;

• $27.6 million of distributions received from equity investments in excess of cumulative earnings;

• $595.1 million of capital expenditures, primarily related to expansion, construction, and asset - integrity projects at the West Texas complex, DBM oil system, Powder River Basin complex, DBM water systems, DJ Basin complex, and Chipeta complex;

• $33.1 million of increases to materials and supplies inventory.

Net cash used in investing activities for the nine months ended September 30, 2023, primarily included the following:

• $536.4 million of capital expenditures, primarily related to construction, expansion, and asset - integrity projects at the West Texas complex, DBM water systems, DBM oil system, and DJ Basin complex;

• $32.7 million of increases to materials and supplies inventory;

• $31.7 million of distributions received from equity investments in excess of cumulative earnings.

Net cash used in investing activities for the three months ended March 31, 2025, primarily included (i) capital expenditures, primarily related to expansion, construction, and asset - integrity projects at the West Texas complex, Powder River Basin complex, DBM water systems, DJ Basin complex, and DBM oil system, (ii) increases to materials and supplies inventory and other, and (iii) distributions received from equity investments in excess of cumulative earnings.

Net cash provided by investing activities for the three months ended March 31, 2024, primarily included (i) proceeds related to the sale of several equity investments to third parties, (ii) distributions received from equity investments in excess of cumulative earnings, (iii) capital expenditures, primarily related to expansion, construction, and asset - integrity projects at the West Texas complex, DBM water systems, DJ Basin complex, Powder River Basin complex, and DBM oil system, and (iv) increases to materials and supplies inventory and other.

Financing activities .

Net cash used in financing activities for the nine months ended September 30, 2024, primarily included the following:

• $925.9 million of distributions paid to WES unitholders and noncontrolling interest owners;

• $610.3 million of net repayments under the commercial paper program;

• $143.9 million to purchase and retire portions of certain of WES Operating’s senior notes via open-market repurchases;

• $790.4 million of net proceeds from the 5.450% Senior Notes due 2034 issued in August 2024, which will be used to repay a portion of the maturing 3.100% Senior Notes due 2025 and 3.950% Senior Notes due 2025 and for general partnership purposes, including the funding of capital expenditures.

Net cash used in financing activities for the nine months ended September 30, 2023, primarily included the following:

• $845.0 million of repayments of outstanding borrowings under the RCF;

• $778.3 million of distributions paid to WES unitholders and noncontrolling interest owners;

• $259.8 million to purchase and retire portions of certain of WES Operating’s senior notes via open-market repurchases;

• $213.1 million to redeem the total principal amount outstanding on the Floating-Rate Senior Notes due 2023 at par value;

• $134.6 million of unit repurchases;

• $740.6 million of net proceeds from the 6.150% Senior Notes due 2033 issued in April 2023, which were used to repay borrowings under the RCF and for general partnership purposes;

• $595.1 million of net proceeds from the 6.350% Senior Notes due 2029 issued in September 2023, which were used to fund a portion of the aggregate purchase price for the Meritage acquisition, to pay related costs and expenses, and for general partnership purposes;

• $470.0 million of borrowings under the RCF, which were used for general partnership purposes.

Net cash used in financing activities for the three months ended March 31, 2025, primarily included (i) retiring the total principal amount outstanding of the 3.100% Senior Notes due 2025 at par value and (ii) distributions paid to WES unitholders and noncontrolling interest owners.

Net cash used in financing activities for the three months ended March 31, 2024, primarily included (i) net repayments under the commercial paper program, (ii) distributions paid to WES unitholders and noncontrolling interest owners, and (iii) purchasing and retiring portions of certain of WES Operating’s senior notes via open-market repurchases.

Debt and credit facilities.

As of September 30, 2024, the carrying value of outstanding debt was $7.9 billion, and we have $2.0 billion in effective borrowing capacity under WES Operating’s $2.0 billion RCF.

As of March 31, 2025, the carrying value of outstanding debt was $7.3 billion.

In addition, we have $336.8 million in senior note borrowings due within the next year and, as of March 31, 2025, we have $2.0 billion in effective borrowing capacity under WES Operating’s $2.0 billion RCF.

Any outstanding commercial paper borrowings reduce the effective borrowing capacity under the RCF as WES Operating maintains availability under the RCF as support for its commercial paper program.

During the nine months ended September 30, 2024, WES Operating (i) completed the public offering of $800.0 million in aggregate principal amount of 5.450% Senior Notes due 2034, (ii) purchased and retired $150.0 million of certain of its senior notes via open-market repurchases with cash from operations, and (iii) entered into an amendment to the RCF to exercise an option to extend the maturity date of the RCF from April 2028 to April 2029, for each extending lender.

As of September 30, 2024, the 3.100% Senior Notes due 2025 and 3.950% Senior Notes due 2025 were classified as short-term debt on the consolidated balance sheet.

For additional information on our senior notes, RCF, and commercial paper program, see Note 10—Debt and Interest Expense in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q.

During the three months ended March 31, 2025, WES Operating (i) retired the 3.100% Senior Notes due 2025 on the maturity date of February 3, 2025, for $663.8 million.

As of March 31, 2025, the 3.950% Senior Notes due 2025 were classified as short-term debt on the consolidated balance sheet.

WES Operating intends to repay the 3.950% Senior Notes due 2025 at or prior to maturity with cash on hand, including proceeds received from the 2024 public offering of $800.0 million in aggregate principal amount of 5.450% Senior Notes due 2034.

For additional information on our senior notes, RCF, and commercial paper program, see Note 9—Debt in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q.

Credit risk .

We bear credit risk through exposure to non - payment or non - performance by our counterparties, including Occidental, financial institutions, customers, and other parties.

Generally, non - payment or non - performance results from a customer’s inability to satisfy payables to us for services rendered, minimum - volume - commitment deficiency payments owed, or volumes owed pursuant to gas- or NGLs-imbalance agreements.

We bear credit risk through exposure to non - payment or non - performance by our counterparties (e.g., Occidental and other customers, financial institutions, and other parties), including risks from a customer’s inability to satisfy payables to us for services rendered, minimum - volume - commitment deficiency payments owed, or volumes owed pursuant to gas- or NGLs-imbalance agreements.

We examine and monitor the creditworthiness of customers and may establish credit limits for customers.

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The differences between net income (loss) attributable to WES and WES Operating are reconciled as follows:

Three Months Ended Nine Months Ended

thousands September 30, 2024 June 30, 2024 September 30, 2024 September 30, 2023

Three Months Ended

thousands March 31, 2025 December 31, 2024 March 31, 2024

Net income (loss) attributable to WES $ 309,007 $ 333,613 $ 572,830

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Other income (expense), net (46) (58) (59)

Income taxes — 8 —

Net income (loss) attributable to WES Operating $ 315,076 $ 340,243 $ 584,831

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The differences between net cash provided by (used in) operating and financing activities for WES and WES Operating are reconciled as follows:

Nine Months Ended

September 30,

Three Months Ended

thousands 2025 2024

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Increase (decrease) in outstanding checks (5) (67)

Unit repurchases — 134,602

Other 18,454 19,364

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WES Operating’s noncontrolling interest consists of the 25% third - party interest in Chipeta.

See Note 1—Description of Business and Basis of Presentation in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q.

WES Operating distributions.

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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 2. Management’s Discussion and Analysis