M&A - Kinetik Holdings Inc.

Form Type: ARS

Filing Date: 2025-04-03

Corporate Action: Acquisition

Type: Update

Accession Number: 000169278725000015

Filing Summary: Kinetik Holdings Inc. has announced several significant corporate actions and acquisitions in its latest Annual Report for the fiscal year ended December 31, 2024. The company completed the acquisition of Permian Resources Midstream assets for $178.4 million, strengthening its natural gas gathering and processing services. It also acquired a 12.5% equity interest in EPIC, increasing its stake to 27.5%. Furthermore, the company finalized the acquisition of Durango Permian LLC for approximately $785.7 million, which enhances its footprint in New Mexico and boosts processing capacity. In another move, Kinetik sold its 16% equity interest in the Gulf Coast Express Pipeline for $524.4 million. Additionally, the company entered an accounts receivable securitization facility with an initial limit of $150.0 million, solidifying its financial strategy. The strategic acquisitions and sales highlight Kinetik's focus on expanding its operational capabilities and market presence within the energy sector.

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Form Type: DEF 14A

Filing Date: 2025-04-03

Corporate Action: Acquisition

Type: New

Accession Number: 000169278725000013

Filing Summary: Kinetik Holdings Inc. filed a Definitive Proxy Statement for its 2025 Annual Meeting, scheduled for May 19, 2025. The company highlights a year of significant growth, notable acquisition activity, and enhanced operational capabilities. Key achievements include a record 13% increase in natural gas processed volumes and a 16% growth in Adjusted EBITDA. The company completed a $1 billion acquisition of Durango Permian, LLC, which was aimed at expanding its operations in New Mexico. Kinetik also progressed in construction of the Kings Landing Complex and increased its stake in EPIC Crude Holdings to 27.5%. This filing solicits votes for the election of 10 directors, approval of executive compensation, and ratification of KPMG as the independent auditor for fiscal year 2025. The proxy statement also includes important governance information and shareholder voting instructions.

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Form Type: S-3ASR

Filing Date: 2025-03-21

Corporate Action: Acquisition

Type: New

Accession Number: 000119312525060358

Filing Summary: Kinetik Holdings Inc. has filed a Form S-3ASR registration statement with the SEC in relation to its acquisition of Durango Permian LLC. This registration statement addresses the registration rights agreement entered into with the selling stockholder associated with the acquisition. The filing includes the registration of 11,520,738 shares of Class A common stock that may be offered and sold by the selling stockholder in connection with the equity consideration received during the acquisition. The prospectus details equity considerations comprised of both immediate and deferred distributions tied to the acquisition. It confirms that Kinetik will not receive any proceeds from sales of shares related to this offering, as all proceeds will go to the selling stockholder. The document highlights terms surrounding the lock-up restrictions where the selling stockholder is limited in their ability to sell the shares of common stock issued upon the equity consideration until a specified date. The filing represents Kinetik’s compliance with obligations under the Registration Rights Agreement dated June 24, 2024, in conjunction with the announced acquisition. The filing also includes information about risk factors associated with the investment and provides insight into Kinetik’s business and its position within the midstream energy sector.

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