Core Viewpoint - Antero Midstream Corporation reported strong financial results for Q4 2023 and provided optimistic guidance for 2024, including a $500 million share repurchase program to enhance shareholder returns [1][4]. Q4 2023 Highlights - Net Income was $100 million, or $0.21 per diluted share, a 24% increase compared to the prior year quarter [2][16]. - Adjusted Net Income was $114 million, or $0.24 per diluted share, a 20% increase compared to the prior year quarter [2][16]. - Adjusted EBITDA was $254 million, a 10% increase compared to the prior year quarter [2][18]. - Capital expenditures were $46 million, a 27% decrease compared to the prior year quarter [2][24]. - Free Cash Flow after dividends was $48 million, compared to $8 million in the prior year quarter [2][18]. Full Year 2023 Highlights - Net Income was $372 million, or $0.77 per diluted share [3]. - Adjusted EBITDA was $989 million, at the high end of the guidance range [3]. - Capital expenditures were $185 million, at the lower end of the guidance range [3]. - Free Cash Flow after dividends was $155 million compared to a $1 million deficit in 2022 [3]. - Leverage declined to 3.3x as of December 31, 2023 [3]. - Return on Invested Capital increased to 18%, compared to 17% in 2022 [3]. 2024 Guidance Highlights - Forecasted Net Income of $405 to $445 million, representing GAAP earnings of $0.84 to $0.93 per share [6]. - Adjusted EBITDA of $1,020 to $1,060 million, a 5% increase compared to 2023 at the midpoint [6]. - Capital budget of $150 to $170 million, a 14% decrease compared to 2023 at the midpoint [6]. - Free Cash Flow after dividends of $235 to $275 million, a 65% increase compared to 2023 at the midpoint [6]. - Authorized a $500 million share repurchase program, representing approximately 9% of Antero Midstream's market capitalization [4][6]. Operational Update - During Q4 2023, Antero Midstream connected 21 wells to its gathering system [23]. - Water delivery systems serviced 15 well completions during Q4 2023, with a total of 76 well completions for the full year [23]. Capital Investments - Capital expenditures during Q4 2023 were $46 million, with $34 million invested in gathering and compression and $12 million in water infrastructure [24].

Part I [Business and Properties](index=9&type=section&id=Items%201%20and%202.%20Business%20and%20Properties) Antero Midstream is a midstream energy company primarily serving Antero Resources in the Appalachian Basin, with operations divided into Gathering and Processing, and Water Handling segments, relying on scalable infrastructure, disciplined capital investment, and long-term, fixed-fee contracts to limit commodity price exposure, while emphasizing ESG goals including GHG emission reduction efforts [Overview and Business Strategy](index=9&type=section&id=Overview%20and%20Business%20Strategy) Antero Midstream operates as a growth-oriented midstream energy company focused on servicing Antero Resources' activities in the Appalachian Basin, with a core strategy involving a scalable business model, disciplined "just-in-time" capital deployment, and long-term, fixed-fee contracts to ensure stable cash flows, also highlighting its experienced management team and commitment to continuous improvement and ESG stewardship, including lowering GHG emissions - The company's business is centered on owning, operating, and developing midstream assets for Antero Resources in the Appalachian Basin, with **Antero Resources holding a 29.0% ownership interest as of December 31, 2023**[24](index=24&type=chunk) - Key business strategies include a **scalable model**, **disciplined "just-in-time" capital investment** to maximize returns, and **long-term fixed-fee contracts** to limit commodity price risk. **Gathering and compression service agreements extend to 2038**, and **water services to 2035**[25](index=25&type=chunk)[26](index=26&type=chunk)[27](index=27&type=chunk) - The company is committed to **ESG goals**, focusing on **safety**, **water recycling**, and **lowering GHG emissions intensity**, viewing **natural gas** as key to the **energy transition**[29](index=29&type=chunk)[30](index=30&type=chunk) [Operating Segments and Assets](index=11&type=section&id=Operating%20Segments%20and%20Assets) The company's operations are organized into two reportable segments: Gathering and Processing, and Water Handling, having expanded its asset base in 2022 through acquisitions from Crestwood Equity Partners and EnLink Midstream, and as of December 31, 2023, its asset portfolio includes extensive pipeline networks for gas and water, significant compression capacity, and substantial water storage capabilities - Operations are divided into **two reportable segments**: **(1) gathering and processing** and **(2) water handling**[31](index=31&type=chunk) - In **2022**, the company acquired Marcellus gas gathering and compression assets from Crestwood for **$205 million** and Utica compression assets from EnLink for **$10 million**[32](index=32&type=chunk)[33](index=33&type=chunk) Asset Information as of December 31, 2023 | Asset Type | Low Pressure Pipeline (miles) | High Pressure Pipeline (miles) | Compression Capacity (Bcf/d) | Buried Water Pipeline (miles) | Surface Water Pipeline (miles) | | :--- | :--- | :--- | :--- | :--- | :--- | | **Appalachian Basin** | 401 | 230 | 4.5 | 232 | 146 | - As of **year-end 2023**, the company had **5.5 million barrels of water storage capacity in 36 impoundments** and had idled its **Clearwater Facility** for water treatment since **September 2019**[35](index=35&type=chunk) [Our Relationship with Antero Resources](index=12&type=section&id=Our%20Relationship%20with%20Antero%20Resources) Antero Resources is the company's most significant customer, dedicating substantially all of its 515,000 net acres in the Appalachian Basin to Antero Midstream for gathering, compression, and water services, governed by long-term agreements including a gathering and compression agreement through 2038 and a water services agreement through 2035, featuring fixed-fee structures, CPI-based adjustments, and options for minimum volume commitments or cost-of-service fees on new infrastructure, with a growth incentive fee program that provided rebates to Antero Resources having expired on December 31, 2023 - **Antero Resources** is the **most significant customer**, dedicating **approximately 515,000 net acres** for gathering, compression, and water services. **Antero Resources' 2024 drilling and completion budget is $650 million to $700 million for 55-60 gross wells**[36](index=36&type=chunk)[37](index=37&type=chunk) - **Gathering and compression agreements extend through 2038**, featuring **fixed fees per Mcf with annual CPI adjustments**. For new construction requested by Antero Resources, Antero Midstream can elect either **minimum volume commitments or a cost-of-service fee structure**[37](index=37&type=chunk)[38](index=38&type=chunk) - The **growth incentive fee program**, which provided **fee rebates for achieving volume targets, expired on December 31, 2023**. **Antero Resources earned $52 million in rebates in 2023**[39](index=39&type=chunk) - The **water services agreement runs through 2035** and includes a **fixed fee for fresh water delivery** and a **cost-of-service or cost-plus-3% fee for other fluid handling services**[40](index=40&type=chunk) [Regulation of Operations](index=15&type=section&id=Regulation%20of%20Operations) The company's operations are subject to extensive regulation at federal, state, and local levels, including pipeline safety regulations from PHMSA mandating integrity management programs with increased penalties, and environmental regulations under the Clean Air Act, Clean Water Act, and RCRA governing air emissions, water discharges, and waste management, with significant regulatory focus on hydraulic fracturing, methane emissions, and climate change, imposing more stringent requirements and potential costs through new EPA rules and the Inflation Reduction Act of 2022, which the company actively manages through compliance programs and ESG initiatives - **Natural gas gathering facilities are generally exempt from FERC jurisdiction under the Natural Gas Act**, but this classification is determined on a case-by-case basis and could change[48](index=48&type=chunk) - Gas pipelines are subject to **safety regulations by PHMSA**, which require **integrity management programs**. **Maximum civil penalties for violations were increased in January 2024 to $266,015 per violation per day**[54](index=54&type=chunk)[56](index=56&type=chunk) - In **December 2023**, the **EPA finalized stringent new rules (Subparts OOOOb and OOOOc) to reduce methane emissions from new, modified, and existing oil and gas facilities, which will increase compliance costs**[77](index=77&type=chunk) - The **Inflation Reduction Act of 2022 imposes a federal fee on excess methane emissions from certain oil and gas facilities, starting in 2024 at $900 per ton and rising to $1,500 by 2026**[79](index=79&type=chunk)[180](index=180&type=chunk) - The company is pursuing **ESG goals**, including a **2022 methane leak loss rate of 0.031%, well below the OneFuture industry target of 1%**. It has **implemented various projects to reduce emissions, such as blowdown capture systems and continuous monitoring technology**[80](index=80&type=chunk)[81](index=81&type=chunk) - The **SEC and the state of California are advancing rules that will require extensive climate-related disclosures, including Scope 1, 2, and 3 GHG emissions, which could increase compliance costs and litigation risks**[86](index=86&type=chunk)[187](index=187&type=chunk) [Human Capital](index=31&type=section&id=Human%20Capital) Antero Midstream's workforce consists of 604 personnel concurrently employed by both the company and Antero Resources under secondment and services agreements, with a focus on attracting and retaining talent through competitive compensation, comprehensive benefits including health insurance, 401(k), and paid parental leave, professional development support, and a strong emphasis on workforce health and safety, while fostering a diverse and inclusive workplace culture - As of **December 31, 2023**, **604 people were concurrently employed by Antero Midstream and Antero Resources under services and secondment agreements**[91](index=91&type=chunk) - The company offers a **comprehensive benefits package**, including **health insurance with no employee premium increases in over 16 years**, a **401(k) plan**, **paid parental leave**, and **student loan repayment matching**[92](index=92&type=chunk) - A core value is safety, with a **goal of zero incidents**. The company promotes a **strong safety culture** through training, risk assessments, and empowering employees to stop unsafe work[95](index=95&type=chunk)[96](index=96&type=chunk) [Risk Factors](index=33&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks, primarily stemming from its heavy reliance on Antero Resources, its sole major customer, where any adverse developments affecting Antero Resources' operations, financial health, or development plans directly impact Antero Midstream's revenue and growth, alongside operational risks including potential production shut-ins, construction delays, and cost overruns, exposure to capital structure risks such as debt service obligations and access to capital, substantial regulatory risks with increasing scrutiny on environmental compliance, pipeline safety, and climate change potentially leading to higher costs and operational constraints, and other notable risks including geographic concentration in the Appalachian Basin, potential conflicts of interest with related parties, and tax-related uncertainties [Customer Concentration Risks](index=33&type=section&id=Customer%20Concentration%20Risks) The company's financial performance is overwhelmingly dependent on Antero Resources, which accounts for substantially all of its revenue, exposing Antero Midstream to Antero Resources' business risks including commodity price volatility, changes in drilling plans, and financial distress, where a decline in Antero's production or well completion activity, or a disposition of dedicated acreage, would directly and adversely affect Antero Midstream's business and operating results - **Substantially all revenue is derived from Antero Resources, making the company highly vulnerable to any adverse events affecting Antero's production, financial condition, or market reputation**[101](index=101&type=chunk) - The company's success depends on Antero Resources' ability to replace naturally declining production from existing wells. **A reduction in Antero's development activity would directly harm gathering, compression, and water handling revenues**[105](index=105&type=chunk)[106](index=106&type=chunk) - Under certain conditions, **Antero Resources can dispose of dedicated acreage free from dedication without Antero Midstream's consent, which could reduce future volumes and revenue**[111](index=111&type=chunk) [Business Operations Risks](index=36&type=section&id=Business%20Operations%20Risks) Operational risks include the potential for material production shut-ins by customers due to market imbalances or storage constraints, which would reduce throughput, with the company's gathering and compression agreements containing minimum volume commitments only under specific circumstances for new assets, and construction of new assets being subject to risks of delays and cost overruns, while the business is also exposed to rising costs for materials like steel due to trade tariffs, potential disruptions from third-party pipeline unavailability, and increasing attention to ESG matters which could raise costs and reduce demand - **A material shut-in of production by customers like Antero Resources, potentially due to storage capacity constraints or low demand, would reduce volumes and adversely affect business**[112](index=112&type=chunk)[113](index=113&type=chunk) - **Minimum volume commitments are limited to new high-pressure pipelines and compressor stations built at Antero's request; there are no such commitments on low-pressure or fresh water pipelines**[114](index=114&type=chunk) - **Increasing attention to ESG matters may result in increased costs, reduced demand for oil and gas products, and negative impacts on stock price and access to capital**. The company faces risks related to meeting its own aspirational ESG targets, such as its **net-zero goal by 2050**[126](index=126&type=chunk)[128](index=128&type=chunk) - The business involves **significant operational hazards (fires, ruptures, spills) that may not be fully covered by insurance, potentially leading to substantial uninsured losses**[130](index=130&type=chunk)[131](index=131&type=chunk) [Capital Structure and Financial Risks](index=46&type=section&id=Capital%20Structure%20and%20Financial%20Risks) The company faces risks related to its ability to generate sufficient cash to service its debt, including a revolving credit facility and senior notes, where failure to do so could force asset sales or refinancing on unfavorable terms, and future growth requires significant capital expenditures, with the ability to obtain financing depending on market conditions and the company's financial health, while existing debt agreements contain restrictive covenants that could limit operational flexibility, and rising interest rates could adversely affect business results - The ability to service debt obligations depends on operating performance and financial conditions that are subject to factors beyond the company's control. **Insufficient cash flow could force asset sales or unfavorable refinancing**[136](index=136&type=chunk)[137](index=137&type=chunk) - Expansion requires **capital expenditures**, and the ability to obtain financing on satisfactory terms is **not guaranteed**. Incurring more debt would increase leverage, while issuing equity could dilute existing stockholders[138](index=138&type=chunk)[139](index=139&type=chunk) - The **revolving credit facility and senior note indentures contain restrictive covenants that limit the ability to incur more debt, make certain investments, merge, or dispose of assets**[141](index=141&type=chunk)[142](index=142&type=chunk) - A **1.0% increase in interest rates would have increased 2023 interest expense by an estimated $8 million, based on average outstanding borrowings under the revolving credit facility**[146](index=146&type=chunk) [Regulatory and Compliance Risks](index=53&type=section&id=Regulatory%20and%20Compliance%20Risks) The company operates under complex and stringent federal, state, and local regulations that could increase costs or cause delays, with key risks including the potential for gathering assets to become subject to FERC regulation, increased regulation of hydraulic fracturing, and significant costs to comply with environmental laws like the Clean Air and Clean Water Acts, while climate change presents a major risk, with new regulations like the IRA's methane fee and more stringent EPA rules potentially increasing operating costs, and pressure from investors and financial institutions potentially restricting access to capital - Operations are subject to **complex laws requiring numerous permits**. **Failure to comply or changes in regulations could lead to substantial costs, operational delays, and penalties**[163](index=163&type=chunk)[164](index=164&type=chunk) - There is a risk that **gathering facilities could be reclassified as transmission, subjecting them to FERC regulation, which could decrease revenue and increase operating costs**[168](index=168&type=chunk)[169](index=169&type=chunk) - **Increased regulation of hydraulic fracturing could lead to delays and higher costs for customers, reducing throughput on Antero Midstream's systems**[172](index=172&type=chunk)[175](index=175&type=chunk) - The **Inflation Reduction Act of 2022 imposes a new methane emissions fee and provides incentives for renewable energy, which could increase operating costs and accelerate the transition away from natural gas**[179](index=179&type=chunk)[180](index=180&type=chunk) - **Climate change risks include increased operating costs from new GHG regulations, litigation risk, and reduced access to capital as financial institutions shift away from fossil fuels**[181](index=181&type=chunk)[186](index=186&type=chunk) [Cybersecurity](index=71&type=section&id=Item%201C.%20Cybersecurity) Antero Midstream has established a comprehensive cybersecurity risk management program integrated into its overall enterprise risk management, which includes continuous risk assessments, monitoring by an internal security team and third-party consultants, an incident response plan, and regular employee training, with the Audit Committee of the Board of Directors providing oversight and receiving regular updates from the Chief Administrative Officer, who leads the cybersecurity strategy, and while the company has not experienced any material incidents to date, it acknowledges the evolving nature of cyber threats - The company employs a **cybersecurity risk management process that includes continuous automated and manual risk assessments, monitoring of threat intelligence, and annual penetration testing by a third-party consultant**[224](index=224&type=chunk) - The **Board of Directors' Audit Committee oversees cybersecurity risks, receiving quarterly updates from the Chief Administrative Officer (CAO) who is responsible for managing the company's cybersecurity strategy and response**[231](index=231&type=chunk) - As of the report date, the company is **not aware of any cybersecurity threats or incidents that have materially affected or are reasonably likely to materially affect its business**[233](index=233&type=chunk) [Legal Proceedings](index=73&type=section&id=Item%203.%20Legal%20Proceedings) The company is involved in various legal proceedings arising in the ordinary course of business, maintaining insurance policies it believes are reasonable and prudent but cannot guarantee they will be adequate for all potential claims, with detailed information on contingencies referred to Note 15 of the consolidated financial statements - The company is subject to **various legal proceedings in the ordinary course of business** and maintains **insurance coverage it deems reasonable**[234](index=234&type=chunk) Part II [Market for Common Equity, Stockholder Matters, and Issuer Purchases](index=74&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity,%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) Antero Midstream's common stock trades on the NYSE under the symbol "AM", with Antero Resources holding a 29.0% interest as of February 9, 2024, and the company declared a quarterly dividend of $0.2250 per share in January 2024, while in February 2024, the Board authorized a new share repurchase program for up to $500 million of its common stock, and during the fourth quarter of 2023, share purchases were limited to shares withheld to satisfy tax obligations on employee equity awards - The company's common stock is listed on the **NYSE** under the symbol **"AM"**. As of **February 9, 2024**, **Antero Resources owned a 29.0% interest**[237](index=237&type=chunk) - On **January 10, 2024**, the Board declared a **cash dividend of $0.2250 per common share for Q4 2023**, paid on **February 7, 2024**[240](index=240&type=chunk) - On **February 13, 2024**, the Board authorized a **share repurchase program for up to $500 million of outstanding common stock**[241](index=241&type=chunk) Issuer Purchases of Equity Securities (Q4 2023) | Period | Total Number of Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | Oct 1 - Oct 31, 2023 | 11,560 | $12.47 | | Nov 1 - Nov 30, 2023 | — | — | | Dec 1 - Dec 31, 2023 | — | — | | **Total** | **11,560** | **$12.47** | [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=76&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) In 2023, Antero Midstream's revenue increased to $1.04 billion from $920 million in 2022, driven by higher throughput volumes in both its Gathering and Processing and Water Handling segments, as well as CPI-based fee escalations, with net income rising to $372 million from $326 million, and the company's growth incentive fee program with Antero Resources, which provided $52 million in rebates in 2023, expired at year-end, while operating cash flow increased to $779 million, and the company managed its capital structure by repaying borrowings on its credit facility and subsequently issuing $600 million in new senior notes in January 2024, with the 2024 capital budget set at $150-$170 million [Results of Operations](index=80&type=section&id=Results%20of%20Operations) For the year ended December 31, 2023, Antero Midstream reported consolidated net income of $371.8 million, an increase from $326.2 million in 2022, with total revenues growing 13% to $1.04 billion, driven by a 14% increase in Gathering and Processing revenue and an 11% increase in Water Handling revenue, primarily due to higher throughput volumes and annual CPI-based rate adjustments, while operating expenses rose to $430 million, largely from higher direct operating costs associated with acquired assets and inflationary pressures, and interest expense also increased by 14% due to higher rates and average borrowings on the credit facility Consolidated Financial Results (in thousands) | Metric | 2022 | 2023 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | **Total Revenues** | $919,985 | $1,041,771 | $121,786 | 13.2% | | **Operating Income** | $539,466 | $611,862 | $72,396 | 13.4% | | **Net Income** | $326,242 | $371,786 | $45,544 | 14.0% | Operating Throughput Data (Daily Averages) | Metric | 2022 | 2023 | % Change | | :--- | :--- | :--- | :--- | | Low Pressure Gathering (MMcf/d) | 2,981 | 3,295 | 11% | | Compression (MMcf/d) | 2,833 | 3,251 | 15% | | Fresh Water Delivery (MBbl/d) | 103 | 107 | 4% | - **Gathering and Processing revenue increased by 14% to $805 million, driven by an 11% increase in low-pressure gathering volumes and a 15% increase in compression volumes, along with higher rates from CPI adjustments**[266](index=266&type=chunk)[267](index=267&type=chunk) - **Water Handling revenue increased by 11% to $237 million, due to a 3% rate increase and higher volumes for fresh water delivery, as well as increased costs passed through for other fluid handling services**[269](index=269&type=chunk) - **Interest expense increased 14% to $217 million, primarily due to higher interest rates on the variable-rate Credit Facility and higher average borrowings following 2022 asset acquisitions**[274](index=274&type=chunk) - **Equity in earnings from unconsolidated affiliates (Joint Venture and Stonewall) increased 12% to $105 million, driven by higher processing and fractionation volumes and fees**[275](index=275&type=chunk) [Capital Resources and Liquidity](index=85&type=section&id=Capital%20Resources%20and%20Liquidity) The company's liquidity is sourced from operating cash flows, its $1.25 billion credit facility, and capital markets, with net cash from operations increasing to $779 million in 2023 from $700 million in 2022, and capital expenditures decreasing significantly to $185 million from $265 million in 2022, using its cash to pay $435 million in dividends and make net repayments of $152 million on its credit facility, ending 2023 with total long-term debt of $3.21 billion and $620 million available on its credit facility, with the 2024 capital budget projected to be between $150 million and $170 million Cash Flow Summary (in thousands) | Cash Flow Activity | 2022 | 2023 | | :--- | :--- | :--- | | Net cash provided by operating activities | $699,604 | $779,063 | | Net cash used in investing activities | ($493,826) | ($183,206) | | Net cash used in financing activities | ($205,778) | ($595,791) | - The **increase in operating cash flow was primarily due to higher revenues and distributions from unconsolidated affiliates, partially offset by higher operating and interest expenses**[282](index=282&type=chunk) - The **decrease in investing cash use was due to $217 million less spent on asset acquisitions and a $115 million reduction in capital spending compared to 2022**[283](index=283&type=chunk) Capital Expenditures (in thousands) | Category | 2022 | 2023 | | :--- | :--- | :--- | | Gathering systems and facilities | $208,868 | $132,112 | | Water handling systems | $73,052 | $52,620 | | Investments in unconsolidated affiliates | ($17,000) | $262 | | **Total capital expenditures** | **$264,920** | **$184,994** | - As of **December 31, 2023**, the company had **$630 million of borrowings outstanding under its $1.25 billion Credit Facility, leaving $620 million of available capacity**[287](index=287&type=chunk)[419](index=419&type=chunk) [Critical Accounting Estimates](index=88&type=section&id=Critical%20Accounting%20Estimates) The company's critical accounting estimates involve significant judgment and assumptions, with key areas including Property and Equipment, where estimates of useful lives, salvage values, and impairment assessments based on future cash flow projections are crucial, and Income Taxes, which requires assessing the realizability of deferred tax assets, particularly net operating loss carryforwards, and determining the need for a valuation allowance based on projections of future taxable income - **Estimating depreciation for Property and Equipment requires judgment on useful lives and salvage values**. **Impairment is assessed using undiscounted future cash flow projections when triggering events occur**[294](index=294&type=chunk)[295](index=295&type=chunk) - **Accounting for income taxes is critical, involving the assessment of deferred tax assets and liabilities**. A **valuation allowance is recorded if it is more-likely-than-not that some portion of deferred tax assets will not be realized, which depends on generating future taxable income**[296](index=296&type=chunk)[297](index=297&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=89&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risks are interest rate risk, credit risk, and indirect commodity price risk, with direct commodity price exposure being minimal due to fixed-fee contracts, but it is indirectly exposed through the impact of commodity prices on its main customer, Antero Resources, and interest rate risk stemming from floating-rate borrowings under its Credit Facility, while credit risk is highly concentrated with Antero Resources, making the company vulnerable to any non-payment or adverse financial developments affecting them - **Direct commodity price risk is limited due to fixed-fee and cost-of-service contracts, but the company is indirectly exposed to commodity price volatility through its impact on Antero Resources' development plans**[300](index=300&type=chunk) - The company is exposed to **interest rate risk from its floating-rate Credit Facility**. A **1.0% increase in the interest rate would have resulted in an estimated $8 million increase in interest expense for 2023**[301](index=301&type=chunk) - **Significant credit risk exists due to the dependency on Antero Resources as the primary customer**. **Any non-payment or non-performance by Antero could adversely affect revenues and operating results**[302](index=302&type=chunk)[303](index=303&type=chunk) [Controls and Procedures](index=90&type=section&id=Item%209A.%20Controls%20and%20Procedures) Based on an evaluation conducted by management, including the principal executive and financial officers, the company concluded that its disclosure controls and procedures were effective at a reasonable assurance level as of December 31, 2023, with no material changes to the internal control over financial reporting during the fourth quarter of 2023, and management's report also affirmed the effectiveness of the company's internal control over financial reporting, which was audited by KPMG LLP - **Management, including the CEO and CFO, concluded that disclosure controls and procedures were effective as of December 31, 2023**[305](index=305&type=chunk) - **Management concluded that the company's internal control over financial reporting was effective as of December 31, 2023, based on the COSO 2013 framework**. **This assessment was audited by KPMG LLP**[308](index=308&type=chunk)[309](index=309&type=chunk) Part III [Directors, Executive Compensation, Security Ownership, and Principal Accountant Fees](index=91&type=section&id=Items%2010,%2011,%2012,%2013,%20and%2014) Information required for Items 10 through 14, covering directors, executive officers, corporate governance, executive compensation, security ownership, related transactions, director independence, and principal accountant fees and services, is incorporated by reference from the company's definitive proxy statement for its 2024 Annual Meeting of Stockholders - **Information regarding Directors, Executive Officers, Corporate Governance, Executive Compensation, Security Ownership, Certain Relationships and Related Transactions, and Principal Accountant Fees and Services is incorporated by reference from the company's 2024 proxy statement**[311](index=311&type=chunk)[313](index=313&type=chunk)[314](index=314&type=chunk)[315](index=315&type=chunk)[316](index=316&type=chunk) Financial Statements and Supplementary Data [Report of Independent Registered Public Accounting Firm](index=100&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm) KPMG LLP, the independent registered public accounting firm, issued an unqualified opinion on Antero Midstream's consolidated financial statements for the three-year period ended December 31, 2023, stating they are presented fairly in conformity with U.S. GAAP, and KPMG also issued an unqualified opinion on the effectiveness of the company's internal control over financial reporting as of December 31, 2023, with the report identifying the "Evaluation of impairment triggering events for long-lived assets" as a critical audit matter due to the subjective judgment required - **KPMG LLP issued an unqualified (clean) opinion on the consolidated financial statements and the effectiveness of internal control over financial reporting as of December 31, 2023**[330](index=330&type=chunk) - The audit identified one **Critical Audit Matter**: the **evaluation of impairment triggering events for long-lived assets**, which required a higher degree of subjective auditor judgment[336](index=336&type=chunk)[337](index=337&type=chunk) [Consolidated Financial Statements](index=102&type=section&id=Consolidated%20Financial%20Statements) The consolidated financial statements show total assets decreased slightly from $5.79 billion in 2022 to $5.74 billion in 2023, while total liabilities also decreased slightly to $3.59 billion, with net income for 2023 at $371.8 million, up from $326.2 million in 2022, and net cash from operations strong at $779.1 million, and the company ended 2023 with $66 thousand in cash and cash equivalents, compared to zero at the end of 2022 Consolidated Balance Sheet Data (in thousands) | Account | Dec 31, 2022 | Dec 31, 2023 | | :--- | :--- | :--- | | **Total Assets** | $5,791,320 | $5,737,618 | | **Total Liabilities** | $3,599,002 | $3,585,887 | | **Total Stockholders' Equity** | $2,192,318 | $2,151,731 | Consolidated Statement of Operations Data (in thousands) | Account | 2021 | 2022 | 2023 | | :--- | :--- | :--- | :--- | | **Total Revenue** | $898,202 | $919,985 | $1,041,771 | | **Operating Income** | $555,327 | $539,466 | $611,862 | | **Net Income** | $331,617 | $326,242 | $371,786 | | **Diluted EPS** | $0.69 | $0.68 | $0.77 | [Notes to Consolidated Financial Statements](index=107&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes provide detailed disclosure on the company's accounting policies and financial positions, with key notes covering revenue recognition, where gathering and compression are treated as operating leases; long-term debt, detailing the terms of the credit facility and senior notes; transactions with the primary customer, Antero Resources; and contingencies, including a significant favorable legal judgment against Veolia that is currently under appeal, and the notes also break down financial results by the two reportable segments: Gathering and Processing, and Water Handling - **Substantially all revenues are earned from Antero Resources**. **Gathering and compression revenues are treated as operating lease income, while water handling revenues are from service contracts**[387](index=387&type=chunk)[390](index=390&type=chunk) - As of **December 31, 2023**, the company had **$3.23 billion in total principal debt outstanding, consisting of $630 million under its Credit Facility and four series of senior notes totaling $2.6 billion**[418](index=418&type=chunk)[422](index=422&type=chunk) - In a lawsuit against **Veolia Water Technologies**, a court entered an amended final judgment in favor of **Antero Treatment for $280 million in damages, including pre-judgment interest**. **Veolia has appealed the judgment**[477](index=477&type=chunk) Segment Operating Income (in thousands) | Segment | 2022 | 2023 | | :--- | :--- | :--- | | Gathering and Processing | $510,918 | $574,343 | | Water Handling | $34,206 | $42,883 | - As of **December 31, 2023**, the company had **U.S. federal and state Net Operating Loss (NOL) carryforwards of $428 million and $496 million, respectively, which have no expiration date**[417](index=417&type=chunk)

Core Viewpoint - The article discusses contrarian analyst picks, suggesting that sometimes it may be beneficial to trade against expert recommendations, as expert predictions can often be inaccurate [1]. Group 1: Harmony Gold Mining (HMY) - Harmony Gold Mining has seen a significant increase in share value, gaining over 78%, outperforming the SPDR Gold Trust, which gained just over 5% [2]. - Analyst Catherine Cunningham from JPMorgan Chase rated HMY a "sell" with a price target of $3.20, indicating potential volatility [2]. - The article argues against this pessimism, citing a strong economy and job market as favorable conditions for HMY [3]. Group 2: Antero Midstream (AM) - Antero Midstream operates in the Appalachian Basin and is crucial for LNG and LPG exports [5]. - Despite a moderate sell rating from analysts with a price target of $14, the article suggests that the pessimism may be short-sighted, especially if global economic conditions improve [6]. - The potential for a shift in central bank policies could benefit the natural gas sector, making AM a contrarian pick [5][6]. Group 3: Dillard's (DDS) - Dillard's faces challenges from e-commerce competition and consumer spending pressures due to inflation and high interest rates [7]. - The article notes a recent spike in personal savings, which could negatively impact Dillard's sales [8]. - However, with the Federal Reserve hinting at lower interest rates, Dillard's could present a contrarian opportunity amidst elevated short interest [8]. Group 4: Consolidated Edison (ED) - Consolidated Edison is a major energy company in the U.S. with a consistent profitability record due to its natural monopoly [10]. - The company has a forward dividend yield of 3.66% and has increased its annual payouts for 51 consecutive years, making it a "dividend king" [10]. - Despite a moderate sell rating and a price target of $88.75, the article argues that ED deserves at least a hold rating due to its stability [11]. Group 5: Aveanna Healthcare (AVAH) - Aveanna Healthcare has seen its stock value more than double in the past year, yet analysts rate it a moderate sell with a price target of $2.25 [12]. - The home healthcare market is projected to grow significantly, indicating a large total addressable market for Aveanna [13]. - This growth potential makes Aveanna a contrarian pick despite analyst skepticism [13]. Group 6: Tellurian (TELL) - Tellurian is a natural gas company facing significant short interest, with 15.3% of its float being shorted [15]. - The company is at risk of de-listing due to low share prices, but the article suggests that betting against it could be risky given the potential for a short squeeze [15]. - The bearish sentiment surrounding Tellurian may overlook potential recovery opportunities [14][15]. Group 7: Emergent Biosolutions (EBS) - Emergent Biosolutions develops vaccines and therapeutics but is currently rated a moderate sell with a price target of $5 [16]. - The company has a high short interest of 23% and a short interest ratio of 14.65 days to cover, indicating potential for significant losses for short sellers [17]. - Despite its challenges, the article suggests that betting against EBS may not be wise given the high short interest [17].

Chip SomodevillaCo-authored with “Hidden Opportunities” “They don't make them like they used to.” I often hear this about the purchased goods, equipment, vehicles, and houses from my grandparents and often from my parents. This expression is often used to convey a sense of nostalgia or admiration for the perceived durability, craftsmanship, or quality of products from the past compared to more contemporary ones. Today, I'm going to discuss this from a human capital perspective. A study from 2016 reveale ...

DENVER, Jan. 11, 2024 /PRNewswire/ -- Antero Midstream Corporation (NYSE: AM) ("Antero Midstream") announced today the pricing of its upsized private placement to eligible purchasers of $600 million in aggregate principal amount of 6.625% senior unsecured notes due 2032 at par (the "Notes"). The offering is expected to close on January 16, 2024, subject to customary closing conditions. Antero Midstream estimates that it will receive net proceeds of approximately $593 million, after deducting the initial pur ...

DENVER, Jan. 11, 2024 /PRNewswire/ -- Antero Midstream Corporation (NYSE: AM) ("Antero Midstream" or the "Company") announced today that, subject to market conditions, it intends to offer $500 million in aggregate principal amount of senior unsecured notes due 2032 (the "Notes") in a private placement to eligible purchasers. Antero Midstream intends to use the net proceeds from the offering to repay indebtedness under its revolving credit facility, which amounts may be reborrowed for general corporate purpo ...

There is no shortage of strategies to make money on Wall Street. But when push comes to shove, it's tough to top dividend stocks in the return column over long periods.Last year, Hartford Funds released a report that, in combination with Ned Davis Research, examined the performance of dividend-paying companies relative to non-payers over a half-century (1973-2022). Even though dividend payers were 6% less volatile than the benchmark S&P 500, they delivered a superior 9.18% annualized return over five decade ...

Antero Midstream Corporation (NYSE:AM) Q3 2023 Earnings Conference Call October 26, 2023 12:00 PM ET Company Participants Justin Agnew - Director, Finance Paul Rady - Chairman, Chief Executive Officer, & President, Antero Resources & Antero Midstream Brendan Krueger - Chief Financial Officer Conference Call Participants Brian Reynolds - UBS Zach Van Everen - Tudor Pickering Holt Gregg Brody - Bank of America Operator Greetings and welcome to the Antero Midstream's Third Quarter 2023 Earnings Call. At this t ...

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS [Forward-Looking Statements Overview](index=3&type=section&id=Forward-Looking%20Statements%20Overview) Identifies forward-looking statements, cautioning that actual results may differ due to various risks and uncertainties, including production plans, commodity prices, and regulatory changes - The report contains forward-looking statements regarding strategy, future operations, financial position, estimated revenues, losses, projected costs, prospects, plans, and management objectives[5](index=5&type=chunk) - Key factors that could cause actual results to differ materially include Antero Resources' production and development plans, commodity prices, geopolitical events, regulatory changes, and operating hazards[5](index=5&type=chunk) - Investors are cautioned that these statements are subject to risks and uncertainties inherent to the business, including commodity price volatility, inflation, and regulatory changes[7](index=7&type=chunk) PART I—FINANCIAL INFORMATION [Item 1. Condensed Consolidated Financial Statements (Unaudited)](index=6&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) Presents unaudited condensed consolidated financial statements, including balance sheets, statements of operations, equity, and cash flows, with detailed notes [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets slightly decreased, while total liabilities increased, driven by changes in long-term debt and deferred income tax liability **Condensed Consolidated Balance Sheets (in thousands):** | Metric | December 31, 2022 (in thousands) | September 30, 2023 (Unaudited, in thousands) | |:---|:---|:---| | Total Assets | $5,791,320 | $5,758,711 | | Total Liabilities | $3,599,002 | $3,607,571 | | Total Stockholders' Equity | $2,192,318 | $2,151,140 | | Current Assets | $88,993 | $95,534 | | Current Liabilities | $102,077 | $110,649 | | Long-term Debt | $3,361,282 | $3,258,537 | | Deferred Income Tax Liability | $131,215 | $228,636 | [Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited)](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Income%20(Unaudited)) Total revenue and net income increased for both the three and nine months ended September 30, 2023, despite higher operating and interest expenses **Three Months Ended September 30 (in thousands, except per share amounts):** | Metric | 2022 | 2023 | |:---|:---|:---|\n| Total Revenue | $231,034 | $263,839 | | Total Operating Expenses | $93,264 | $101,526 | | Operating Income | $137,770 | $162,313 | | Interest Expense, net | $(47,835) | $(55,233) | | Equity in Earnings of Unconsolidated Affiliates | $24,411 | $27,397 | | Income Before Income Taxes | $114,346 | $134,477 | | Income Tax Expense | $(30,332) | $(36,657) | | Net Income and Comprehensive Income | $84,014 | $97,820 | | Net Income Per Share–Basic | $0.18 | $0.20 | | Net Income Per Share–Diluted | $0.17 | $0.20 | **Nine Months Ended September 30 (in thousands, except per share amounts):** | Metric | 2022 | 2023 | |:---|:---|:---|\n| Total Revenue | $678,432 | $781,601 | | Total Operating Expenses | $283,112 | $325,420 | | Operating Income | $395,320 | $456,181 | | Interest Expense, net | $(137,540) | $(165,245) | | Equity in Earnings of Unconsolidated Affiliates | $70,467 | $77,825 | | Income Before Income Taxes | $328,247 | $368,761 | | Income Tax Expense | $(84,798) | $(97,422) | | Net Income and Comprehensive Income | $243,449 | $271,339 | | Net Income Per Share–Basic | $0.51 | $0.57 | | Net Income Per Share–Diluted | $0.51 | $0.56 | [Condensed Consolidated Statements of Stockholders' Equity (Unaudited)](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity%20(Unaudited)) Details changes in preferred stock, common stock, additional paid-in capital, and retained earnings, reflecting dividends, equity-based compensation, and net income - Total stockholders' equity decreased from **$2,192,318 thousand** at December 31, 2022, to **$2,151,140 thousand** at September 30, 2023[12](index=12&type=chunk)[26](index=26&type=chunk) - Dividends to stockholders totaled **$(108,502) thousand** for Q4 2022, **$(110,774) thousand** for Q1 2023, and **$(108,065) thousand** for Q2 2023[23](index=23&type=chunk)[24](index=24&type=chunk) - Equity-based compensation contributed **$6,327 thousand**, **$8,499 thousand**, and **$8,349 thousand** to additional paid-in capital for Q4 2022, Q1 2023, and Q2 2023, respectively[23](index=23&type=chunk)[24](index=24&type=chunk) [Condensed Consolidated Statements of Cash Flows (Unaudited)](index=11&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows%20(Unaudited)) Operating cash flows increased, investing cash flows decreased, and financing cash flows significantly increased due to net repayments on the Credit Facility **Nine Months Ended September 30 (in thousands):** | Cash Flow Activity | 2022 | 2023 | |:---|:---|:---|\n| Net cash provided by operating activities | $530,976 | $570,742 | | Net cash used in investing activities | $(215,956) | $(129,508) | | Net cash used in financing activities | $(315,020) | $(441,234) | | Net increase in cash and cash equivalents | $— | $— | - Cash paid for interest increased from **$130,236 thousand** in 2022 to **$159,019 thousand** in 2023[31](index=31&type=chunk) [Notes to Unaudited Condensed Consolidated Financial Statements](index=13&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) Provides detailed explanations of financial reporting, including accounting policies, related-party transactions, revenue, debt, equity, and segment information [(1) Organization](index=13&type=section&id=(1)%20Organization) Antero Midstream is a growth-oriented midstream company servicing Antero Resources' production in the Appalachian Basin with gathering, compression, and water handling assets - Antero Midstream operates and develops midstream energy infrastructure primarily for Antero Resources in the Appalachian Basin[33](index=33&type=chunk) - Company assets include gathering pipelines, compressor stations, interests in processing and fractionation plants, and water handling assets[33](index=33&type=chunk) [(2) Summary of Significant Accounting Policies](index=13&type=section&id=(2)%20Summary%20of%20Significant%20Accounting%20Policies) Outlines the basis of presentation for unaudited condensed consolidated financial statements, confirming GAAP adherence and detailing consolidation principles - Unaudited condensed consolidated financial statements are prepared in accordance with SEC rules and GAAP for interim financial information[34](index=34&type=chunk)[35](index=35&type=chunk) - Net income equals comprehensive income as there are no other comprehensive income items[35](index=35&type=chunk) - Costs charged by Antero Resources, including general and administrative expenses, are reflected in the financial statements[36](index=36&type=chunk) [(3) Intangibles](index=14&type=section&id=(3)%20Intangibles) Customer relationships are amortized over a weighted average period of 18 years, with a total carrying amount of **$1,233,099 thousand** as of September 30, 2023 - All customer relationships are amortized over a weighted average period of **18 years**, representing their remaining economic life[39](index=39&type=chunk) **Future Amortization Expense (in thousands):** | Period | Amount | |:---|:---|\n| Remainder of year ending December 31, 2023 | $17,668 | | Year ending December 31, 2024 | $70,672 | | Year ending December 31, 2025 | $70,672 | | Year ending December 31, 2026 | $70,672 | | Year ending December 31, 2027 | $70,672 | | Thereafter | $932,743 | | Total | $1,233,099 | [(4) Transactions with Affiliates](index=14&type=section&id=(4)%20Transactions%20with%20Affiliates) Substantially all revenues are from Antero Resources for gathering, compression, and water handling services, with intercompany accounts for receivables, payables, and allocated costs - Substantially all revenues for the three and nine months ended September 30, 2022 and 2023, were earned from Antero Resources for gathering, compression, and water handling services[42](index=42&type=chunk) - Direct operating expenses charged by Antero Resources increased from **$3 million** to **$5 million** for the three months ended September 30, 2022 and 2023, respectively, and from **$10 million** to **$13 million** for the nine months ended September 30, 2022 and 2023, respectively[44](index=44&type=chunk) - General and administrative expenses charged by Antero Resources were **$6 million** and **$7 million** for the three months ended September 30, 2022 and 2023, respectively, and **$22 million** for both nine-month periods[44](index=44&type=chunk) [(5) Revenue](index=15&type=section&id=(5)%20Revenue) Revenue primarily stems from operating lease agreements for gathering and compression, and service contracts for water handling with Antero Resources, including growth incentive fees and CPI-based adjustments - All gathering and compression revenues are from operating lease agreements, and water handling revenues are from service contracts, with substantially all revenue from Antero Resources[46](index=46&type=chunk) - The 2019 gathering and compression agreement includes a growth incentive fee program, providing rebates to Antero Resources if quarterly volumetric targets are met, with **$12 million** in rebates for each of the three months ended September 30, 2022 and 2023, and **$36 million** for each of the nine months ended September 30, 2022 and 2023[48](index=48&type=chunk) **Minimum Future Lease Cash Flows (in thousands):** | Period | Amount | |:---|:---|\n| Remainder of year ending December 31, 2023 | $54,905 | | Year ending December 31, 2024 | $316,492 | | Year ending December 31, 2025 | $298,143 | | Year ending December 31, 2026 | $284,327 | | Year ending December 31, 2027 | $224,150 | | Thereafter | $382,435 | | Total | $1,560,452 | **Disaggregated Revenue by Type of Service (in thousands):** | Type of Service | 3 Months Ended Sep 30, 2022 | 3 Months Ended Sep 30, 2023 | 9 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2023 | |:---|:---|:---|:---|:---|\n| Gathering—low pressure | $92,091 | $106,731 | $273,188 | $311,410 | | Gathering—low pressure fee rebate | $(12,000) | $(12,000) | $(36,000) | $(36,000) | | Compression | $52,364 | $62,903 | $155,462 | $182,858 | | Gathering—high pressure | $53,185 | $57,358 | $159,504 | $167,368 | | Fresh water delivery | $38,445 | $40,989 | $111,609 | $128,214 | | Other fluid handling | $24,617 | $25,526 | $67,673 | $80,755 | | Amortization of customer relationships (G&P) | $(9,271) | $(9,271) | $(27,814) | $(27,814) | | Amortization of customer relationships (Water) | $(8,397) | $(8,397) | $(25,190) | $(25,190) | | **Total Revenue** | **$231,034** | **$263,839** | **$678,432** | **$781,601** | [(6) Property and Equipment](index=21&type=section&id=(6)%20Property%20and%20Equipment) Property and equipment, net, increased slightly due to additions to gathering systems and facilities and construction-in-progress, partially offset by depreciation **Property and Equipment, Net (in thousands):** | Item | December 31, 2022 | September 30, 2023 (Unaudited) | |:---|:---|:---|\n| Land | $31,668 | $31,668 | | Gathering systems and facilities | $3,281,872 | $3,328,513 | | Permanent buried pipelines and equipment | $601,347 | $633,113 | | Surface pipelines and equipment | $66,726 | $80,048 | | Heavy trucks and equipment | $5,157 | $5,157 | | Above ground storage tanks | $2,953 | $5,130 | | Construction-in-progress | $158,977 | $196,619 | | Total property and equipment | $4,148,700 | $4,280,248 | | Less accumulated depreciation | $(397,269) | $(497,694) | | **Property and equipment, net** | **$3,751,431** | **$3,782,554** | - In October 2022, the Company acquired Marcellus gas gathering and compression assets from Crestwood for **$205 million**, including **72 miles** of pipelines and **nine compressor stations (700 MMcf/d capacity)**[68](index=68&type=chunk) - In December 2022, the Company acquired Utica compression assets from EnLink for **$10 million**, including **four compressor stations (380 MMcf/d capacity)**[69](index=69&type=chunk) [(7) Long-Term Debt](index=22&type=section&id=(7)%20Long-Term%20Debt) Total principal debt decreased from **$3,382,000 thousand** at December 31, 2022, to **$3,276,400 thousand** at September 30, 2023, primarily due to Credit Facility repayments **Long-Term Debt (in thousands):** | Item | December 31, 2022 | September 30, 2023 (Unaudited) | |:---|:---|:---|\n| Credit Facility | $782,000 | $676,400 | | 7.875% senior notes due 2026 | $550,000 | $550,000 | | 5.75% senior notes due 2027 | $650,000 | $650,000 | | 5.75% senior notes due 2028 | $650,000 | $650,000 | | 5.375% senior notes due 2029 | $750,000 | $750,000 | | Total principal | $3,382,000 | $3,276,400 | | Unamortized debt premiums | $1,698 | $1,393 | | Unamortized debt issuance costs | $(22,416) | $(19,256) | | **Total long-term debt** | **$3,361,282** | **$3,258,537** | - The Credit Facility had an available borrowing capacity of **$574 million** as of September 30, 2023, with outstanding borrowings of **$676 million** and a weighted average interest rate of **7.04%** (up from **6.17%** at December 31, 2022)[73](index=73&type=chunk)[76](index=76&type=chunk) - All Senior Notes (2026, 2027, 2028, 2029) are unsecured and fully and unconditionally guaranteed by Antero Midstream Corporation and its wholly-owned subsidiaries (excluding Issuers)[78](index=78&type=chunk)[79](index=79&type=chunk)[80](index=80&type=chunk)[83](index=83&type=chunk)[84](index=84&type=chunk) [(8) Accrued Liabilities](index=24&type=section&id=(8)%20Accrued%20Liabilities) Accrued liabilities increased from **$72,715 thousand** at December 31, 2022, to **$81,628 thousand** at September 30, 2023, primarily due to higher accrued capital expenditures and interest expense **Accrued Liabilities (in thousands):** | Item | December 31, 2022 | September 30, 2023 (Unaudited) | |:---|:---|:---|\n| Capital expenditures | $16,597 | $25,164 | | Operating expenses | $11,118 | $11,519 | | Interest expense | $37,947 | $39,709 | | Ad valorem taxes | $5,661 | $3,509 | | Other | $1,392 | $1,727 | | **Total accrued liabilities** | **$72,715** | **$81,628** | [(9) Equity-Based Compensation and Cash Awards](index=26&type=section&id=(9)%20Equity-Based%20Compensation%20and%20Cash%20Awards) Equity-based compensation expense increased for both the three and nine months ended September 30, 2023, due to increased annual equity awards under the AM LTIP - Equity-based compensation expense allocated from Antero Resources (AR LTIP) was fully amortized during the first quarter of 2023[91](index=91&type=chunk) **Equity-Based Compensation Expense (in thousands):** | Type of Award | 3 Months Ended Sep 30, 2022 | 3 Months Ended Sep 30, 2023 | 9 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2023 | |:---|:---|:---|:---|:---|\n| Restricted stock units | $4,525 | $6,358 | $11,438 | $17,969 | | Performance share units | $833 | $1,741 | $1,938 | $4,525 | | Equity awards issued to directors | $195 | $250 | $650 | $681 | | **Total expense** | **$5,553** | **$8,349** | **$14,026** | **$23,175** | - As of September 30, 2023, unamortized equity-based compensation expense of **$48 million** related to unvested RSUs is expected to be recognized over a weighted average period of **2.0 years**, and **$14 million** related to unvested PSUs over **2.1 years**[97](index=97&type=chunk)[100](index=100&type=chunk) [(10) Cash Dividends](index=28&type=section&id=(10)%20Cash%20Dividends) The company declared and paid consistent cash dividends of **$0.2250 per common share** for each quarter in 2022 and 2023, along with fixed dividends for Series A Preferred Stock **Cash Dividends Paid (in thousands, except per share data):** | Period | Dividends | Dividends per Share | |:---|:---|:---|\n| Q4 2021 | $108,149 | $0.2250 | | Q1 2022 | $109,296 | $0.2250 | | Q2 2022 | $107,675 | $0.2250 | | Q3 2022 | $107,705 | $0.2250 | | **Total 2022** | **$433,375** | | | Q4 2022 | $108,364 | $0.2250 | | Q1 2023 | $110,607 | $0.2250 | | Q2 2023 | $107,900 | $0.2250 | | **Total 2023 (YTD)** | **$327,284** | | - A cash dividend of **$0.2250 per common share** was declared for Q3 2023, payable on November 8, 2023[105](index=105&type=chunk) - Cash dividends of **$138 thousand** were declared for Series A Preferred Stock, payable on November 14, 2023, with **$69 thousand** accumulated in arrears as of September 30, 2023[105](index=105&type=chunk) [(11) Equity and Earnings Per Common Share](index=28&type=section&id=(11)%20Equity%20and%20Earnings%20Per%20Common%20Share) Details the preferred stock structure and reconciles basic to diluted weighted average shares outstanding, showing an increase in diluted shares and net income per share - The company has **10,000 shares** of **5.5% Series A Non-Voting Perpetual Preferred Stock** outstanding, which ranks senior to common stock regarding dividend and liquidation rights[106](index=106&type=chunk)[109](index=109&type=chunk) **Weighted Average Common Shares Outstanding (in thousands):** | Metric | 3 Months Ended Sep 30, 2022 | 3 Months Ended Sep 30, 2023 | 9 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2023 | |:---|:---|:---|:---|:---|\n| Basic weighted average number of shares outstanding | 478,460 | 479,676 | 478,144 | 479,267 | | Add: Dilutive effect of RSUs | 769 | 1,670 | 1,003 | 1,401 | | Add: Dilutive effect of PSUs | — | 659 | 106 | 405 | | Add: Dilutive effect of Series A Preferred Stock | 1,089 | 835 | 1,089 | 835 | | **Diluted weighted average number of shares outstanding** | **480,318** | **482,840** | **480,342** | **481,908** | **Net Income Per Share (in thousands, except per share amounts):** | Metric | 3 Months Ended Sep 30, 2022 | 3 Months Ended Sep 30, 2023 | 9 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2023 | |:---|:---|:---|:---|:---|\n| Net income available to common shareholders | $83,876 | $97,682 | $243,036 | $270,926 | | Net income per share–basic | $0.18 | $0.20 | $0.51 | $0.57 | | Net income per share–diluted | $0.17 | $0.20 | $0.51 | $0.56 | [(12) Fair Value Measurement](index=31&type=section&id=(12)%20Fair%20Value%20Measurement) The fair value of the company's Senior Notes is generally lower than their carrying value, reflecting market conditions, while other short-term items approximate fair value **Fair Value and Carrying Value of Senior Notes (in thousands):** | Senior Notes | December 31, 2022 Fair Value | December 31, 2022 Carrying Value | September 30, 2023 Fair Value | September 30, 2023 Carrying Value | |:---|:---|:---|:---|:---|\n| 2026 Notes | $556,985 | $545,416 | $553,190 | $546,320 | | 2027 Notes | $612,365 | $646,610 | $621,010 | $647,131 | | 2028 Notes | $601,575 | $644,776 | $613,730 | $645,467 | | 2029 Notes | $685,650 | $742,480 | $688,500 | $743,219 | | **Total** | **$2,456,575** | **$2,579,282** | **$2,476,430** | **$2,582,137** | - Fair values for Senior Notes are based on Level 2 market data inputs[117](index=117&type=chunk) - Carrying values of accounts receivable, accounts payable, and Credit Facility borrowings approximate fair value due to their short-term nature or variable interest rates[118](index=118&type=chunk) [(13) Investments in Unconsolidated Affiliates](index=31&type=section&id=(13)%20Investments%20in%20Unconsolidated%20Affiliates) The company holds a **50% equity interest** in a joint venture with MarkWest and a **15% equity interest** in Stonewall Gas Gathering LLC, with increased equity in earnings and distributions - The company has a **50% equity interest** in a joint venture with MarkWest Energy Partners, L.P. for processing and fractionation assets in Appalachia[119](index=119&type=chunk) - The company also holds a **15% equity interest** in Stonewall Gas Gathering LLC, which operates a **67-mile** pipeline[119](index=119&type=chunk) **Investments in Unconsolidated Affiliates (in thousands):** | Item | December 31, 2022 | September 30, 2023 | |:---|:---|:---|\n| Balance as of December 31, 2022 | $652,767 | | | Additional investments | | $262 | | Equity in earnings of unconsolidated affiliates | | $77,825 | | Distributions from unconsolidated affiliates | | $(94,900) | | **Balance as of September 30, 2023** | | **$635,954** | [(14) Contingencies](index=32&type=section&id=(14)%20Contingencies) Antero Treatment LLC prevailed in a lawsuit against Veolia Water Technologies, Inc., being awarded **$280 million** in damages, but Veolia has filed an appeal - Antero Treatment LLC filed suit against Veolia Water Technologies, Inc. for fraud and breach of contract related to the design and build of the Clearwater Facility[124](index=124&type=chunk)[125](index=125&type=chunk) - On January 3, 2023, the Court found in favor of Antero Treatment, awarding **$242 million** in damages, plus pre- and post-judgment interest and reasonable costs and attorneys' fees[127](index=127&type=chunk) - An amended final judgment on May 3, 2023, awarded Antero Treatment **$280 million** in damages (including pre-judgment interest), with Veolia filing an appeal on May 26, 2023, and Antero Treatment filing a cross-appeal on June 9, 2023[127](index=127&type=chunk) [(15) Reportable Segments](index=33&type=section&id=(15)%20Reportable%20Segments) The company operates in Gathering and Processing and Water Handling segments, both showing increased revenues and operating income for the three and nine months ended September 30, 2023 - The company's operations are organized into two reportable segments: Gathering and Processing, and Water Handling[129](index=129&type=chunk) **Summarized Operating Results (Three Months Ended September 30, in thousands):** | Metric | Gathering and Processing (2022) | Water Handling (2022) | Consolidated Total (2022) | Gathering and Processing (2023) | Water Handling (2023) | Consolidated Total (2023) | |:---|:---|:---|:---|:---|:---|:---|\n| Total Revenues | $176,369 | $54,665 | $231,034 | $205,721 | $58,118 | $263,839 | | Operating Income | $127,545 | $11,497 | $137,770 | $151,757 | $11,910 | $162,313 | | Equity in earnings of unconsolidated affiliates | $24,411 | — | $24,411 | $27,397 | — | $27,397 | | Additions to property and equipment | $58,742 | $15,378 | $74,120 | $31,019 | $14,267 | $45,286 | **Summarized Operating Results (Nine Months Ended September 30, in thousands):** | Metric | Gathering and Processing (2022) | Water Handling (2022) | Consolidated Total (2022) | Gathering and Processing (2023) | Water Handling (2023) | Consolidated Total (2023) | |:---|:---|:---|:---|:---|:---|:---|\n| Total Revenues | $524,340 | $154,092 | $678,432 | $597,822 | $183,779 | $781,601 | | Operating Income | $379,072 | $20,749 | $395,320 | $423,205 | $37,220 | $456,181 | | Equity in earnings of unconsolidated affiliates | $70,467 | — | $70,467 | $77,825 | — | $77,825 | | Additions to property and equipment | $190,407 | $45,747 | $236,154 | $90,175 | $39,850 | $130,025 | **Summarized Total Assets (in thousands):** | Segment | December 31, 2022 | September 30, 2023 (Unaudited) | |:---|:---|:---|\n| Gathering and Processing | $4,711,069 | $4,697,346 | | Water Handling | $1,079,297 | $1,060,290 | | Unallocated | $954 | $1,075 | | **Total assets** | **$5,791,320** | **$5,758,711** | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=36&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Provides management's perspective on financial performance, market conditions, and operational trends, detailing revenue and expense fluctuations, capital resources, and liquidity [Overview](index=36&type=section&id=Overview) Antero Midstream is a growth-oriented midstream energy company primarily serving Antero Resources' production in the Appalachian Basin with gathering, compression, processing, and water handling assets - Antero Midstream is a growth-oriented midstream energy company focused on servicing Antero Resources' production and completion activity[141](index=141&type=chunk) - Assets include gathering pipelines, compressor stations, interests in processing and fractionation plants, and two independent water handling systems[141](index=141&type=chunk) [Market Conditions and Business Trends](index=36&type=section&id=Market%20Conditions%20and%20Business%20Trends) Commodity prices decreased in 2023, but fixed-fee contracts mitigate direct impact, while the growth incentive fee program with Antero Resources is set to expire - Commodity prices for natural gas, NGLs, and oil decreased during the three and nine months ended September 30, 2023, compared to the same periods in 2022[142](index=142&type=chunk) - The growth incentive fee program with Antero Resources, which provides quarterly fee rebates based on low pressure gathering volumetric targets, expires on December 31, 2023[143](index=143&type=chunk)[144](index=144&type=chunk) - Antero Resources earned **$12 million** in fee reductions for each of the three months ended September 30, 2022 and 2023, and **$36 million** for each of the nine months ended September 30, 2022 and 2023[145](index=145&type=chunk) - The Federal Reserve increased the federal funds interest rate by **5.25%** between March 2022 and July 2023 to manage elevated inflation levels[146](index=146&type=chunk) [Results of Operations](index=37&type=section&id=Results%20of%20Operations) The company experienced significant revenue growth in both segments due to increased throughput and CPI-based rate adjustments, despite rising operating and interest expenses **Operating Data (Three Months Ended September 30):** | Metric | 2022 | 2023 | Amount of Increase or Decrease | Percentage Change | |:---|:---|:---|:---|:---|\n| Gathering—low pressure (MMcf) | 271,569 | 305,676 | 34,107 | 13 % | | Compression (MMcf) | 257,025 | 300,967 | 43,942 | 17 % | | Gathering—high pressure (MMcf) | 257,757 | 269,986 | 12,229 | 5 % | | Fresh water delivery (MBbl) | 9,515 | 9,750 | 235 | 2 % | | Other fluid handling (MBbl) | 5,280 | 4,961 | (319) | (6)% | | Wells serviced by fresh water delivery | 18 | 15 | (3) | (17)% | | Processing—Joint Venture (MMcf) | 135,611 | 148,672 | 13,061 | 10 % | | Fractionation—Joint Venture (MBbl) | 3,287 | 3,680 | 393 | 12 % | - Total revenues increased by **14%** to **$264 million** for the three months ended September 30, 2023, and by **15%** to **$782 million** for the nine months ended September 30, 2023, primarily due to increased throughput volumes and CPI-based rate adjustments in both segments[155](index=155&type=chunk)[176](index=176&type=chunk) - Direct operating expenses increased by **11%** to **$52 million** for the three months and by **23%** to **$162 million** for the nine months ended September 30, 2023, mainly due to acquired compressor stations, increased heavy maintenance, and higher water handling costs[162](index=162&type=chunk)[183](index=183&type=chunk) - Depreciation expense decreased by **$3 million** for the three months ended September 30, 2023, due to the phased early retirement and repurposing of an underutilized compressor station, but increased by **$3 million** for the nine months due to acquired assets[165](index=165&type=chunk)[186](index=186&type=chunk) - Interest expense increased by **15%** to **$55 million** for the three months and by **20%** to **$165 million** for the nine months ended September 30, 2023, driven by higher benchmark interest rates and increased Credit Facility borrowings[166](index=166&type=chunk)[188](index=188&type=chunk) - Net income increased by **16%** to **$98 million** for the three months and by **11%** to **$271 million** for the nine months ended September 30, 2023, primarily due to higher revenues and equity in earnings from unconsolidated affiliates[167](index=167&type=chunk)[191](index=191&type=chunk) - Adjusted EBITDA increased by **12%** to **$251 million** for the three months and by **13%** to **$735 million** for the nine months ended September 30, 2023, driven by higher revenues and distributions from unconsolidated affiliates[170](index=170&type=chunk)[192](index=192&type=chunk) [Capital Resources and Liquidity](index=50&type=section&id=Capital%20Resources%20and%20Liquidity) Liquidity is supported by operating cash flows and Credit Facility borrowings, with increased operating cash flows, decreased investing cash flows, and significantly increased financing cash outflows due to Credit Facility repayments - Capital resources and liquidity are provided by operating cash flows and available borrowings under the Credit Facility[193](index=193&type=chunk) **Cash Flows (Nine Months Ended September 30, in thousands):** | Metric | 2022 | 2023 | |:---|:---|:---|\n| Net cash provided by operating activities | $530,976 | $570,742 | | Net cash used in investing activities | $(215,956) | $(129,508) | | Net cash used in financing activities | $(315,020) | $(441,234) | - Net cash used in financing activities increased primarily due to net repayments on the Credit Facility of **$106 million** in 2023, compared to net borrowings of **$18 million** in 2022[199](index=199&type=chunk) - The company announced a revised 2023 capital budget range of **$180 million** to **$200 million**, a **$15 million** decrease, to support increased volumes from Antero Resources' drilling partnership[200](index=200&type=chunk) **Capital Expenditures (in thousands):** | Item | 3 Months Ended Sep 30, 2023 | 9 Months Ended Sep 30, 2023 | |:---|:---|:---|\n| Gathering systems and facilities | $42,579 | $98,303 | | Water handling systems | $14,692 | $40,893 | | Investments in unconsolidated affiliates | — | $262 | | **Total capital expenditures** | **$57,271** | **$139,458** | [Non-GAAP Financial Measures](index=52&type=section&id=Non-GAAP%20Financial%20Measures) Defines Adjusted EBITDA as a key non-GAAP financial measure used to assess financial and operating performance, providing a reconciliation to net income - Adjusted EBITDA is defined as net income before net interest expense, income tax expense, depreciation, impairment, accretion of asset retirement obligations, equity-based compensation, excluding equity in earnings of unconsolidated affiliates, amortization of customer relationships, loss on early extinguishment of debt, loss on settlement of asset retirement obligations, loss (gain) on asset sale, and including distributions from unconsolidated affiliates[202](index=202&type=chunk) - Adjusted EBITDA is used to assess financial performance, operating performance, and the viability of capital expenditure projects[203](index=203&type=chunk) **Reconciliation of Adjusted EBITDA to Net Income (in thousands):** | Metric | 3 Months Ended Sep 30, 2022 | 3 Months Ended Sep 30, 2023 | 9 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2023 | |:---|:---|:---|:---|:---|\n| Net income | $84,014 | $97,820 | $243,449 | $271,339 | | Interest expense, net | $47,835 | $55,233 | $137,540 | $165,245 | | Income tax expense | $30,332 | $36,657 | $84,798 | $97,422 | | Depreciation expense | $34,206 | $30,745 | $98,181 | $101,174 | | Impairment of property and equipment | — | — | $3,702 | — | | Accretion of asset retirement obligations | $50 | $45 | $178 | $133 | | Equity-based compensation | $5,553 | $8,349 | $14,026 | $23,175 | | Amortization of customer relationships | $17,668 | $17,668 | $53,004 | $53,004 | | Equity in earnings of unconsolidated affiliates | $(24,411) | $(27,397) | $(70,467) | $(77,825) | | Distributions from unconsolidated affiliates | $29,965 | $31,330 | $90,470 | $94,900 | | Loss on settlement of asset retirement obligations | — | — | $539 | $620 | | Loss (gain) on asset sale | $(2,092) | $467 | $(2,242) | $6,036 | | **Adjusted EBITDA** | **$223,120** | **$250,917** | **$653,178** | **$735,223** | [Critical Accounting Policies and Estimates](index=54&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) Refers to the 2022 Form 10-K for an expanded discussion of critical accounting policies and estimates, emphasizing reliance on management's judgments and assumptions - The preparation of financial statements requires estimates and assumptions that affect reported amounts of assets, liabilities, revenues, and expenses[207](index=207&type=chunk) - Actual results may differ from these estimates and assumptions[207](index=207&type=chunk) - Expanded discussion of significant accounting policies, estimates, and judgments is available in the 2022 Form 10-K[207](index=207&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=54&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) Discusses the company's exposure to market risks, primarily commodity price risk, interest rate risk from its Credit Facility, and significant credit risk due to dependence on Antero Resources [Commodity Price Risk](index=55&type=section&id=Commodity%20Price%20Risk) Fixed-fee contracts largely shield the company from direct commodity price exposure, but fluctuations can indirectly impact Antero Resources' development program and production volumes - The company's gathering and compression and water services agreements with Antero Resources provide for fixed-fee and cost of service fee structures, aiming to avoid direct commodity price exposure[209](index=209&type=chunk) - Commodity price changes indirectly impact the company by affecting Antero Resources' development program and production, which in turn impacts the company's gathering, compression, and water handling volumes[209](index=209&type=chunk) [Interest Rate Risk](index=55&type=section&id=Interest%20Rate%20Risk) The company's primary interest rate risk stems from its Credit Facility's floating interest rate, where a **1.0%** increase would result in an estimated **$5 million** increase in interest expense - Primary exposure to interest rate risk results from outstanding borrowings under the Credit Facility, which has a floating interest rate[210](index=210&type=chunk) - As of September 30, 2023, **$676 million** of borrowings were outstanding under the Credit Facility[210](index=210&type=chunk) - A **1.0%** increase in the Credit Facility interest rate would have resulted in an estimated **$5 million** increase in interest expense for the nine months ended September 30, 2023[210](index=210&type=chunk) [Credit Risk](index=55&type=section&id=Credit%20Risk) The company is highly dependent on Antero Resources as its primary customer, making it vulnerable to non-payment or non-performance, which could significantly impact revenues and operating results - The company is dependent on Antero Resources as its primary customer and expects to derive substantially all revenues from them for the foreseeable future[211](index=211&type=chunk) - Any event adversely affecting Antero Resources' production, drilling schedule, financial condition, or liquidity could adversely affect the company's revenues and operating results[211](index=211&type=chunk) - The company is subject to the risk of non-payment or non-performance by Antero Resources under their service agreements[212](index=212&type=chunk) [Item 4. Controls and Procedures](index=55&type=section&id=Item%204.%20Controls%20and%20Procedures) Management evaluated the effectiveness of disclosure controls and procedures as of September 30, 2023, concluding they were effective, with no material changes in internal control over financial reporting - Disclosure controls and procedures were evaluated and deemed effective as of September 30, 2023, at a reasonable assurance level[213](index=213&type=chunk) - No material changes in internal control over financial reporting occurred during the three months ended September 30, 2023[214](index=214&type=chunk) PART II—OTHER INFORMATION [Item 1. Legal Proceedings](index=56&type=section&id=Item%201.%20Legal%20Proceedings) The company is subject to various legal proceedings in the ordinary course of business, with specific details on current litigation provided in Note 14—Contingencies - The company's operations are subject to various legal proceedings and litigation arising in the ordinary course of business[215](index=215&type=chunk) - Insurance policies are maintained to protect against potential claims, but adequacy and future availability at economical prices are not assured[215](index=215&type=chunk) - Additional information on legal proceedings is provided in Note 14—Contingencies[215](index=215&type=chunk) [Item 1A. Risk Factors](index=56&type=section&id=Item%201A.%20Risk%20Factors) Refers to the 2022 Form 10-K for a comprehensive discussion of business risks, stating no material changes have occurred, while acknowledging potential for additional, currently unknown risks - The company is subject to certain risks and hazards inherent to its business activities[216](index=216&type=chunk) - There have been no material changes to the risks described in the 2022 Form 10-K[216](index=216&type=chunk) - The company may experience additional risks and uncertainties not currently known or deemed immaterial[216](index=216&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=56&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company purchased **208 shares** of common stock in July 2023 at an average price of **$11.74 per share** to satisfy tax withholding obligations related to employee equity awards **Issuer Purchases of Equity Securities:** | Period | Total Number of Shares Purchased | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans | Dollar Value of Shares that May Yet be Purchased Under the Plan | |:---|:---|:---|:---|:---|\n| July 1, 2023 – July 31, 2023 | 208 | $11.74 | — | $— | | August 1, 2023 – August 31, 2023 | — | — | — | $— | | September 1, 2023 – September 30, 2023 | — | — | — | $— | | **Total** | **208** | **$11.74** | **—** | **$—** | - Shares purchased represent common stock transferred to the company to satisfy tax withholding obligations upon the vesting of employee equity awards[218](index=218&type=chunk) [Item 5. Other Information](index=56&type=section&id=Item%205.%20Other%20Information) This section states that there is no other information to report [Item 6. Exhibits](index=57&type=section&id=Item%206.%20Exhibits) Lists all exhibits filed or furnished with the Quarterly Report on Form 10-Q, including corporate organizational documents, executive certifications, and iXBRL financial information - Exhibits include corporate organizational documents (Certificates of Conversion, Incorporation, Amendment, Bylaws, Designations), certifications from the CEO and CFO (Sarbanes-Oxley Sections 302 and 906), and iXBRL formatted financial information[221](index=221&type=chunk) SIGNATURES [Signature Block](index=58&type=section&id=Signature%20Block) The report is duly signed on behalf of Antero Midstream Corporation by Brendan E. Krueger, Chief Financial Officer, Vice President – Finance and Treasurer, on October 25, 2023 - The report was signed by Brendan E. Krueger, Chief Financial Officer, Vice President – Finance and Treasurer, on October 25, 2023[223](index=223&type=chunk)

Antero Midstream Corporation (NYSE:AM) Q2 2023 Earnings Conference Call July 27, 2023 12:00 PM ET Company Participants Justin Agnew - Director, Finance and Investor Relations Paul Rady - Chairman, CEO and President, Antero Resources and Antero Midstream Brendan Krueger - Chief Financial Officer, Antero Midstream Michael Kennedy - Chief Financial Officer, Antero Resources and Director Antero Midstream Conference Call Participants Brian Reynolds - UBS Gregg Brody - Bank of America Elias Jossen - JPMorgan Ned ...