STOCK TITAN

Antero Midstream lifts adjusted free cash flow outlook $370M

The $377 million Clearwater litigation proceeds underpin a $370 million increase to 2026 adjusted free cash flow guidance.

(High)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
8-K

Rhea-AI Filing Summary

Antero Midstream Corporation (AM) reported third-quarter 2026 revenue of $327 million and net income of $393 million, compared with $295 million and $116 million, respectively, a year earlier. Net income included a $377 million gain on litigation; adjusted net income was $134 million and adjusted EBITDA was $291 million. Adjusted free cash flow was $555 million before dividends and $449 million after dividends, including the gain.

Gathering and compression volumes increased 19% and 17%, respectively, year over year. Fresh water delivery averaged 89 MBbl/d, down 3%. Capital expenditures were $51 million. Curtailments reduced third-quarter throughput by approximately 10 Bcf, and the company expects approximately 15 to 20 Bcf of curtailments in the fourth quarter of 2026.

AM increased its 2026 adjusted free cash flow guidance by $370 million before and after dividends, based on $377 million of Clearwater litigation proceeds, net of interest expense and current income tax expense. Updated ranges are $1,125 million to $1,185 million before dividends and $700 million to $760 million after dividends. Leverage was 2.8x as of September 30, 2026. The company repurchased 1.3 million shares for approximately $27 million during the quarter.

2 points · 0 major

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Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

0 major · 0 points

How the balance works

Positive

  • Moderate pointRevenue increased to $327.0 million from $294.8 million year over year.
  • Moderate pointGathering and compression volumes increased 19% and 17%, respectively, year over year.

Negative

  • None.

Filing Explained

As of September thirtieth, 2026, two hundred eighty-three million dollars of repurchase-program capacity remained; this is program room, not completed purchases.

The operating update says water operations have commenced for two drilled-but-uncompleted growth pads; year-end system integration and 80 MMcf/d of added compression in service during the fourth quarter remain expected, leaving these expansion steps at different stages.

Antero Midstream expects the two pads to drive additional throughput growth in 2027; East Side Express, its first regional connectivity expansion project, remains in initial construction.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Revenue $327.0 million Three months ended September 30, 2026; $294.8 million in the prior-year quarter
Net income $392.7 million Three months ended September 30, 2026; includes a $377.0 million gain on litigation
Diluted net income per common share $0.82 Three months ended September 30, 2026
Adjusted Net Income $134.5 million Three months ended September 30, 2026
Adjusted EBITDA $290.8 million Three months ended September 30, 2026; up 3% year over year
Adjusted Free Cash Flow before dividends $555.0 million Three months ended September 30, 2026; includes a $377.0 million gain on litigation
Adjusted Free Cash Flow after dividends $448.8 million Three months ended September 30, 2026; includes a $377.0 million gain on litigation
2026 Adjusted Free Cash Flow guidance $1,125 million to $1,185 million before dividends; $700 million to $760 million after dividends Each range increased by $370 million
Adjusted EBITDA financial
"Adjusted EBITDA was $291 million"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Adjusted Free Cash Flow before dividends financial
"Adjusted Free Cash Flow before dividends"
Net Debt financial
"Antero Midstream defines Net Debt"
Net debt is the total amount a company owes after subtracting the cash and assets it has that can be used to pay off that debt. It shows how much debt is truly a burden, helping investors understand if a company is financially healthy or heavily borrowed. Think of it like calculating how much money you owe after using your savings to pay part of it.
Leverage financial
"Leverage as Net Debt divided by Adjusted EBITDA"
Leverage is the use of borrowed money or other financial tools to try to amplify the returns from an investment, like using a crowbar to move a heavier rock than you could with your hands. It can boost gains when things go well but also magnifies losses and the chances of running into trouble if income or asset values fall, so investors watch leverage to judge both growth potential and financial risk.
Revenue $327 million From $295 million in the prior-year quarter
Net Income $393 million From $116 million in the prior-year quarter; includes a $377 million gain on litigation
Adjusted Net Income per diluted share $0.28 Up 4% year over year
Adjusted EBITDA $291 million Up 3% year over year
Adjusted Free Cash Flow before dividends $555 million Includes a $377 million gain on litigation
Adjusted Free Cash Flow after dividends $449 million Includes a $377 million gain on litigation
Guidance

2026 Adjusted Free Cash Flow guidance: $1,125 million to $1,185 million before dividends and $700 million to $760 million after dividends; each increased by $370 million based on $377 million of litigation proceeds, net of interest expense and current income tax expense.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What were Antero Midstream’s Q3 2026 revenue and net income?

Revenue was $327 million and net income was $393 million for the quarter ended September 30, 2026. Net income included a $377 million gain on litigation, and diluted net income per common share was $0.82.

How did AM update its 2026 free cash flow guidance?

AM increased adjusted free cash flow guidance by $370 million both before and after dividends, based on $377 million of Clearwater litigation proceeds, net of interest expense and current income tax expense. The updated ranges are $1,125 million to $1,185 million before dividends and $700 million to $760 million after dividends.

How many shares did AM repurchase in Q3 2026?

AM repurchased 1.3 million shares for approximately $27 million during the third quarter of 2026. Approximately $283 million of capacity remained under the share repurchase program as of September 30, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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false 0001623925 0001623925 2026-10-28 2026-10-28 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): October 28, 2026

 

 

 

ANTERO MIDSTREAM CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-38075   61-1748605
(State or Other Jurisdiction
of Incorporation)
  (Commission File Number)   (IRS Employer
Identification Number)

 

1615 Wynkoop Street

Denver, Colorado 80202

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s Telephone Number, Including Area Code (303) 357-7310

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.01 Per Share   AM   New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company  ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨

 

 

 

 

 

Item 2.02 Results of Operations and Financial Condition

 

On October 28, 2026, Antero Midstream Corporation issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated by reference herein, announcing its financial and operational results for the quarter ended September 30, 2026.

 

The information in this Current Report, including Exhibit 99.1, is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities of that section, and is not incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act unless specifically identified therein as being incorporated therein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d)       Exhibits.

 

Exhibit Number   Description
99.1   Antero Midstream Corporation press release dated October 28, 2026.
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

2

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  ANTERO MIDSTREAM CORPORATION
     
  By: /s/ Justin J. Agnew
    Justin J. Agnew
    Chief Financial Officer, Vice President – Finance

 

Dated: October 28, 2026

 

3

 

 

Exhibit 99.1

 

 

Antero Midstream Announces Third Quarter 2026 Financial and Operating Results

 

Denver, Colorado, October 28, 2026—Antero Midstream Corporation (NYSE: AM) (“Antero Midstream” or the “Company”) today announced its third quarter 2026 financial and operating results. The relevant consolidated financial statements are included in Antero Midstream’s Quarterly Report on Form 10-Q for the three months ended September 30, 2026.

 

Highlights:

 

·Gathering and compression volumes increased by 19% and 17%, respectively, compared to the prior year quarter
·Net Income was $393 million, or $0.82 per diluted share, a 242% per share increase compared to the prior year quarter
·Adjusted Net Income was $134 million, or $0.28 per diluted share, a 4% per share increase compared to the prior year quarter (non-GAAP measure)
·Adjusted EBITDA was $291 million, a 3% increase compared to the prior year quarter (non-GAAP measure)
·Capital expenditures were $51 million, in line with the prior year quarter
·Adjusted Free Cash Flow before dividends was $555 million and Adjusted Free Cash Flow after dividends was $449 million, including a $377 million gain on litigation (non-GAAP measure)
·Leverage declined to 2.8x as of September 30, 2026 (non-GAAP measure)

 

Michael Kennedy, CEO and President of Antero Midstream said, “Antero Midstream delivered another quarter of year-over-year throughput and earnings growth with flat capital investments. On the operational front, we are currently servicing two drilled but uncompleted growth pads utilizing our legacy water system and remain on track to complete our HG water system integration efforts by year-end. These growth pads and integration efforts are expected to drive visible EBITDA growth in the fourth quarter of 2026 and 2027.”

 

Justin Agnew, CFO of Antero Midstream, said “We continue to increase our assets while maintaining a strong balance sheet and returning capital to shareholders. This includes reducing absolute debt by over $400 million during the quarter, calling our nearest maturity senior notes, and accelerating share repurchases once our leverage target was achieved. Including the internally financed HG acquisition earlier this year, our leverage is flat and our share count has declined by 4 million shares compared to this time last year.”

 

For a discussion of the non-GAAP financial measures, including Adjusted EBITDA, Adjusted Net Income, Leverage, and Adjusted Free Cash Flow after dividends please see “Non-GAAP Financial Measures and Definitions.”

 

 

 

Share Repurchases

 

During the third quarter of 2026, Antero Midstream repurchased 1.3 million shares for approximately $27 million. Antero Midstream had approximately $283 million of remaining capacity under its share repurchase program as of September 30, 2026.

 

Strategic and Operating Updates

 

Antero Midstream commenced water operations to support Antero Resources two drilled but uncompleted growth pads that will utilize the fresh water system in the fourth quarter of 2026. These two pads are expected to drive additional throughput growth in 2027.

 

The Company expects to complete its water system integration efforts by year-end that will connect the acquired water system to Antero Midstream’s legacy system with the capability to service Antero’s entire footprint at high deliverability rates. Antero Midstream also expects to place in service 80 MMcf/d of additional compression capacity in the liquids-rich corridor in the fourth quarter of 2026. Lastly, the Company continued initial construction on East Side Express, the Company’s first regional connectivity expansion project.

 

Capital expenditures totaled $51 million during the third quarter of 2026. The Company invested $37 million in gathering and compression and approximately $14 million in water infrastructure. In the third quarter of 2026, Antero Midstream connected 22 wells to its gathering system and serviced 22 wells with its fresh water delivery system. During the quarter there was approximately 10 Bcf of reduced throughput due to curtailments and Antero Midstream expects approximately 15 to 20 Bcf of curtailments in the fourth quarter of 2026.

 

2026 Guidance Update

 

Antero Midstream is updating its 2026 guidance to reflect receipt of the Clearwater litigation proceeds. Based on the $377 million of litigation proceeds, net of the impact of interest expense and current income tax expense, the Company is increasing 2026 Adjusted Free Cash Flow before and after dividends guidance by $370 million. All other guidance ranges not referenced below remain unchanged.

 

The following is a summary of Antero Midstream’s updated 2026 guidance ($ in millions, except per share amounts):

 

   Twelve Months Ended
December 31, 2026
   Change vs.
Prior
Guidance
 
   Low   High   (At midpoint) 
Net Income  $765   $815   $280 
Interest Expense   200    220    (10)
Current Income Tax Expense   10    20    15 
Adjusted Free Cash Flow Before Dividends   1,125    1,185    370 
Adjusted Free Cash Flow After Dividends   700    760    370 

 

Third Quarter 2026 Financial Results

 

Gathering and compression volumes increased by 19% and 17%, respectively, compared to the prior year quarter. Fresh water delivery volumes averaged 89 MBbl/d during the quarter, a 3% decrease compared to the third quarter of 2025. Processing volumes from the joint venture averaged 1.6 Bcf/d and joint venture fractionation volumes averaged 40 MBbl/d. Processing and fractionation capacity were both 100% utilized during the quarter.

 

For the three months ended September 30, 2026, revenues were $327 million, comprised of $257 million from the Gathering and Processing segment and $70 million from the Water Handling segment, net of $23 million of amortization of customer relationships. Water Handling revenues include $43 million from other water handling and high rate water transfer services.

 

Direct operating expenses were $38 million for the Gathering and Processing segment and $45 million for the Water Handling segment for a total of $83 million. Water Handling operating expenses include $38 million from other water handling and high rate water transfer services. General and administrative expenses excluding equity-based compensation were $10 million during the third quarter of 2026. Total operating expenses during the third quarter of 2026 included $11 million of equity-based compensation expense, $38 million of depreciation expense, $3 million impairment and a $377 million gain on litigation.

 

Net Income was $393 million, or $0.82 per diluted share. Net Income adjusted for amortization of customer relationships, impairment of property and equipment, loss on early extinguishment of debt, loss on long-lived assets, gain on litigation, and transaction expense, net of tax effects of reconciling items, or Adjusted Net Income, was $134 million. Adjusted Net Income was $0.28 per diluted share, a 4% per share increase compared to the prior year quarter.

 

 

 

The following table reconciles Net Income to Adjusted Net Income (in thousands):

 

  

Three Months Ended

September 30,

 
   2025   2026 
Net Income   $115,984    392,657 
Amortization of customer relationships    17,668    22,874 
Impairment of property and equipment    167    2,921 
Loss on early extinguishment of debt    1,313    1,613 
Loss on long-lived assets    —    1,158 
Gain on litigation    —    (376,963)
Transaction expense    —    37 
Tax effect of reconciling items(1)    (4,946)   90,156 
Adjusted Net Income   $130,186    134,453 

 

(1)The statutory tax rate for each of the three months ended September 30, 2025, and 2026 was approximately 26%.

 

Adjusted EBITDA was $291 million, a 3% increase compared to the prior year quarter. Interest expense was $51 million, an 8% increase compared to the prior year quarter. Capital expenditures were $51 million during the third quarter of 2026, in line with the prior year quarter. Current income tax expense was $11 million as a result of the $377 million gain on litigation. Adjusted Free Cash Flow before dividends was $555 million and Adjusted Free Cash Flow after dividends was $449 million.

 

The following table reconciles Net Income to Adjusted EBITDA and Adjusted Free Cash Flow before and after dividends (in thousands):

 

  

Three Months Ended

September 30,

 
   2025   2026 
Net Income   $115,984    392,657 
Interest expense, net    47,196    50,746 
Income tax expense    45,688    140,125 
Depreciation expense    34,465    37,963 
Amortization of customer relationships    17,668    22,874 
Equity-based compensation    11,026    10,960 
Equity in earnings of unconsolidated affiliates    (29,688)   (27,950)
Distributions from unconsolidated affiliates    37,365    34,655 
Impairment of property and equipment    167    2,921 
Loss on early extinguishment of debt    1,313    1,613 
Loss on long-lived assets    —    1,158 
Gain on litigation    —    (376,963)
Transaction expense    —    37 
Other operating expense, net(1)    49    45 
Adjusted EBITDA   $281,233    290,841 
Interest expense, net    (47,196)   (50,746)
Capital expenditures (accrual-based)    (51,336)   (50,790)
Current income tax expense   2,290    (11,250)
Gain on litigation    —    376,963 
Adjusted Free Cash Flow before dividends   $184,991    555,018 
Dividends declared (accrual-based)    (107,187)   (106,267)
Adjusted Free Cash Flow after dividends   $77,804    448,751 

 

(1)Other operating expense, net represents accretion of asset retirement obligations.

 

 

 

The following table reconciles net cash provided by operating activities to Adjusted Free Cash Flow before and after dividends (in thousands):

 

  

Three Months Ended

September 30,

 
   2025   2026 
Net cash provided by operating activities   $212,836    600,298 
Amortization of deferred financing costs    (1,317)   (1,392)
Settlement of asset retirement obligations    59    37 
Transaction expense    —    37 
Changes in working capital    24,749    6,828 
Capital expenditures (accrual-based)    (51,336)   (50,790)
Adjusted Free Cash Flow before dividends   $184,991    555,018 
Dividends declared (accrual-based)    (107,187)   (106,267)
Adjusted Free Cash Flow after dividends   $77,804    448,751 

 

Conference Call

 

A conference call is scheduled for Thursday, October 29, 2026, at 10:00 am MT to discuss the financial and operational results. A brief Q&A session for security analysts will immediately follow the discussion of the results. To participate in the call, dial in at 877-407-9126 (U.S.), or +1 201-493-6751 (International) and reference “Antero Midstream.” A telephone replay of the call will be available until Thursday, November 5, 2026, at 10:00 am MT at 877-660-6853 (U.S.) or +1 201-612-7415 (International) using the conference ID: 13758949. To access the live webcast and view the related earnings conference call presentation, visit Antero Midstream's website at www.anteromidstream.com. The webcast will be archived for replay until Thursday, November 5, 2026, at 10:00 am MT.

 

Presentation

 

An updated presentation will be posted to the Company's website before the conference call. The presentation can be found at www.anteromidstream.com on the homepage. Information on the Company's website does not constitute a portion of, and is not incorporated by reference into this press release.

 

Non-GAAP Financial Measures and Definitions

 

Antero Midstream uses certain non-GAAP financial measures. Antero Midstream defines Adjusted Net Income as Net Income adjusted for certain items. Antero Midstream uses Adjusted Net Income to assess the operating performance of its assets. Antero Midstream defines Adjusted EBITDA as Net Income adjusted for certain items.

 

Antero Midstream uses Adjusted EBITDA to assess:

 

·the financial performance of Antero Midstream’s assets, without regard to financing methods, capital structure or historical cost basis;
·its operating performance and return on capital as compared to other publicly traded companies in the midstream energy sector, without regard to financing or capital structure; and
·the viability of acquisitions and other capital expenditure projects.

 

Antero Midstream defines Adjusted Free Cash Flow before dividends as Adjusted EBITDA less net interest expense, accrual-based capital expenditures, current income tax expense, and gain on litigation. Capital expenditures include additions to gathering systems and facilities, additions to water handling systems, and investments in unconsolidated affiliates. Capital expenditures exclude acquisitions and Adjusted Free Cash Flow excludes transaction expense related to acquisitions. Adjusted Free Cash Flow after dividends is defined as Adjusted Free Cash Flow before dividends less accrual-based dividends declared for the quarter. Antero Midstream uses Adjusted Free Cash Flow before and after dividends as a performance metric to compare the cash generating performance of Antero Midstream from period to period.

 

Adjusted EBITDA, Adjusted Net Income, and Adjusted Free Cash Flow before and after dividends are non-GAAP financial measures. The GAAP measure most directly comparable to these measures is Net Income. Such non-GAAP financial measures should not be considered as alternatives to the GAAP measures of Net Income and cash flows provided by (used in) operating activities. The presentations of such measures are not made in accordance with GAAP and have important limitations as analytical tools because they include some, but not all, items that affect Net Income and cash flows provided by (used in) operating activities. You should not consider any or all such measures in isolation or as a substitute for analyses of results as reported under GAAP. Antero Midstream’s definitions of such measures may not be comparable to similarly titled measures of other companies.

 

 

 

The following table reconciles cash paid for capital expenditures and accrued capital expenditures during the period (in thousands):

 

  

Three Months Ended

September 30,

 
   2025   2026 
Capital expenditures (as reported on a cash basis)   $47,750    44,721 
Change in accrued capital costs    3,586    6,069 
Capital expenditures (accrual basis)   $51,336    50,790 

 

Antero Midstream defines Net Debt as consolidated total debt, excluding unamortized debt premiums and debt issuance costs, less cash, cash equivalents and restricted cash. Antero Midstream views Net Debt as an important indicator in evaluating Antero Midstream’s financial leverage. Antero Midstream defines Leverage as Net Debt divided by Adjusted EBITDA for the last twelve months. The GAAP measure most directly comparable to Net Debt is total debt, excluding unamortized debt premiums and debt issuance costs.

 

The following table reconciles consolidated total debt to Net Debt as used in this release (in thousands):

 

   September 30, 
   2025   2026 
Bank credit facility   $379,600    576,800 
5.75% senior notes due 2028    650,000    — 
5.375% senior notes due 2029    750,000    750,000 
6.625% senior notes due 2032    600,000    600,000 
5.75% senior notes due 2033    650,000    650,000 
5.75% senior notes due 2034    —    600,000 
Consolidated total debt    3,029,600    3,176,800 
Less: Cash and cash equivalents    —    — 
Consolidated net debt   $3,029,600    3,176,800 

 

The following table reconciles Net Income to Adjusted EBITDA for the last twelve months ended September 30, 2026 (in thousands):

 

     
  

Twelve Months Ended

September 30, 2026

 
Net Income   $676,367 
Interest expense, net    207,291 
Income tax expense    243,994 
Depreciation expense    143,709 
Amortization of customer relationships    84,554 
Impairment of property and equipment    3,054 
Equity-based compensation    43,490 
Equity in earnings of unconsolidated affiliates    (115,202)
Distributions from unconsolidated affiliates    140,830 
Loss on early extinguishment of debt    1,613 
Loss on long-lived assets    85,126 
Gain on litigation    (376,963)
Transaction expense    14,194 
Other operating income, net (1)    582 
Adjusted EBITDA   $1,152,639 

 

(1)Other operating expense, net represents accretion of asset retirement obligations, loss on settlement of asset retirement obligations and gain on asset sale.

 

 

 

Antero Midstream Corporation is a Delaware corporation that owns, operates and develops midstream gathering, compression, processing and fractionation assets located in the Appalachian Basin, as well as integrated water assets that primarily service Antero Resources Corporation’s (NYSE: AR) (“Antero Resources”) properties.

 

This release includes "forward-looking statements.” Words such as “may,” “assume,” “forecast,” “position,” “predict,” “strategy,” “expect,” “intend,” “plan,” “estimate,” “anticipate,” “believe,” “project,” “budget,” “potential,” or “continue,” “goal,” or “target” and similar expressions are used to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Such forward-looking statements are subject to a number of risks and uncertainties, many of which are not under Antero Midstream’s control. All statements, except for statements of historical fact, made in this release regarding activities, events or developments Antero Midstream expects, believes or anticipates will or may occur in the future, such as statements regarding our strategy, future operations, financial position, estimated revenues and losses, Antero Resources’ and Antero Midstream’s respective ability to integrate acquired assets and achieve the intended operational, financial and strategic benefits from any such transactions, projected costs, prospects, plans and objectives of management, Antero Midstream’s ability to complete the construction or purchase new gathering and compression, processing, water handling or other assets on schedule, at the budgeted cost or at all, and the ability of such assets to operate as designed or at expected levels, Antero Resources’ expected production and development plan, natural gas, NGLs and oil prices, Antero Midstream’s ability to realize the anticipated benefits of its investments in unconsolidated affiliates, Antero Midstream’s ability to execute its share repurchase and dividend program, Antero Midstream’s ability to execute its business strategy, impacts of geopolitical events, including the conflicts in Ukraine, Venezuela and in the Middle East, and world health events, information regarding long-term financial and operating outlooks for Antero Midstream and Antero Resources, information regarding Antero Resources’ expected future growth and its ability to meet its drilling and development plan and the participation level of Antero Resources’ drilling partner, the impact on demand for Antero Midstream’s services as a result of incremental production by Antero Resources, the impact of recently enacted legislation, and expectations regarding the amount and timing of litigation awards are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements are based on management’s current beliefs, based on currently available information, as to the outcome and timing of future events. All forward-looking statements speak only as of the date of this release. Although Antero Midstream believes that the plans, intentions and expectations reflected in or suggested by the forward-looking statements are reasonable, there is no assurance that these plans, intentions or expectations will be achieved. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in such statements. Except as required by law, Antero Midstream expressly disclaims any obligation to and does not intend to publicly update or revise any forward-looking statements.

 

Antero Midstream cautions you that these forward-looking statements are subject to all of the risks and uncertainties incidental to our business, most of which are difficult to predict and many of which are beyond Antero Midstream’s control. These risks include, but are not limited to, commodity price volatility, inflation, supply chain or other disruptions, environmental risks, Antero Resources’ drilling and completion and other operating risks, regulatory changes or changes in law, the uncertainty inherent in projecting Antero Resources’ future rates of production, cash flows and access to capital, the timing of development expenditures, impacts of world health events, cybersecurity risks, the state of markets for, and availability of, verified quality carbon offsets and the other risks described under the heading "Risk Factors" in Antero Midstream's Annual Report on Form 10-K for the year ended December 31, 2025 and the Quarterly Report on Form 10-Q for the quarter ended September 30, 2026.

 

For more information, contact Daniel Katzenberg, Vice President – Investor Relations, at (303) 357-7219 or dkatzenberg@anteroresources.com.

 

 

 

ANTERO MIDSTREAM CORPORATION

Condensed Consolidated Balance Sheets

(In thousands, except per share amounts)

 

       (Unaudited) 
   December 31,   September 30, 
   2025   2026 
Assets
Current assets:          
Cash and cash equivalents  $180,435    — 
Restricted cash   82,500    — 
Accounts receivable–Antero Resources   106,771    124,123 
Accounts receivable–third party   993    256 
Income tax receivable   1,896    — 
Current assets held for sale   4,600    — 
Other current assets   2,669    2,615 
Total current assets   379,864    126,994 
Long-term assets:          
Property and equipment, net   3,454,572    3,952,989 
Investments in unconsolidated affiliates   585,778    567,510 
Customer relationships   1,074,087    1,629,379 
Operating leases right-of-use assets   —    50,520 
Assets held for sale   379,036    — 
Other assets, net   10,779    13,688 
Total assets  $5,884,116    6,341,080 
           
Liabilities and Stockholders' Equity 
Current liabilities:          
Accounts payable–Antero Resources  $5,366    5,504 
Accounts payable–third party   10,368    8,868 
Accrued liabilities   91,527    109,985 
Short-term lease liabilities   —    15,151 
Current liabilities held for sale   2,297    — 
Other current liabilities   1,924    10,805 
Total current liabilities   111,482    150,313 
Long-term liabilities:          
Long-term debt   3,222,530    3,153,695 
Deferred income tax liability, net   562,996    770,475 
Long-term lease liabilities   —    35,531 
Liabilities held for sale   3,021    — 
Other   12,046    16,210 
Total liabilities   3,912,075    4,126,224 
Stockholders' equity:          
Preferred stock, $0.01 par value: 100,000 authorized as of December 31, 2025 and September 30, 2026          
Series A non-voting perpetual preferred stock; 12 designated and 10 issued and outstanding as of December 31, 2025 and September 30, 2026   —    — 
Common stock, $0.01 par value; 2,000,000 authorized; 474,060 and 473,417 issued and outstanding as of December 31, 2025 and September 30, 2026, respectively   4,741    4,734 
Additional paid-in capital   1,952,524    1,839,765 
Retained earnings   14,776    370,357 
Total stockholders' equity   1,972,041    2,214,856 
Total liabilities and stockholders' equity  $5,884,116    6,341,080 

 

 

 

ANTERO MIDSTREAM CORPORATION

Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited)

(In thousands, except per share amounts)

 

   Three Months Ended September 30, 
   2025   2026 
Revenue:        
Gathering and compression–Antero Resources  $249,827    270,542 
Water handling–Antero Resources   62,129    79,330 
Water handling–third party   533    24 
Amortization of customer relationships   (17,668)   (22,874)
Total revenue   294,821    327,022 
Operating expenses:          
Direct operating   57,886    83,249 
General and administrative (including $11,026 and $10,960 of equity-based compensation in 2025 and 2026, respectively)   21,316    21,124 
Facility idling   445    297 
Depreciation   34,465    37,963 
Impairment of property and equipment   167    2,921 
Loss on long-lived assets   —    1,158 
Gain on litigation   —    (376,963)
Other operating expense, net   49    45 
Total operating expenses   114,328    (230,206)
Operating income   180,493    557,228 
Other income (expense):          
Interest expense, net   (47,196)   (50,746)
Equity in earnings of unconsolidated affiliates   29,688    27,950 
Loss on early extinguishment of debt   (1,313)   (1,613)
Transaction expense   —    (37)
Total other expense   (18,821)   (24,446)
Income before income taxes   161,672    532,782 
Income tax expense   (45,688)   (140,125)
Net income and comprehensive income  $115,984    392,657 
           
Net income per common share–basic  $0.24    0.83 
Net income per common share–diluted  $0.24    0.82 
           
Weighted average common shares outstanding:          
Basic   478,020    474,315 
Diluted   481,814    477,087 

 

 

 

ANTERO MIDSTREAM CORPORATION

Selected Operating Data (Unaudited)

 

   Three Months Ended September 30,   Amount of
Increase
   Percentage 
   2025   2026   or Decrease   Change 
Operating Data:                    
Gathering (MMcf)   315,719    374,207    58,488    19%
Compression (MMcf)   314,729    367,246    52,517    17%
Centralized compression (MMcf)   314,729    294,382    (20,347)   (6)%
Well pad compression (MMcf)   —    72,864    72,864    100%
High pressure gathering (MMcf)   291,637    268,316    (23,321)   (8)%
Fresh water delivery (MBbl) (1)   8,472    8,204    (268)   (3)%
Other water handling (MBbl) (2)   4,966    11,320    6,354    128%
Wells serviced by fresh water delivery (1)   17    16    (1)   (6)%
Gathering (MMcf/d)   3,432    4,067    635    19%
Compression (MMcf/d)   3,421    3,992    571    17%
Centralized compression (MMcf/d)   3,421    3,200    (221)   (6)%
Well pad compression (MMcf/d)   —    792    792    100%
High pressure gathering (MMcf/d)   3,170    2,916    (254)   (8)%
Fresh water delivery (MBbl/d) (1)   92    89    (3)   (3)%
Other water handling (MBbl/d) (2)   54    123    69    128%
Average Realized Fees (3):                    
Gathering ($/Mcf)  $0.36    0.37    0.01    3%
Centralized compression ($/Mcf)  $0.22    0.22    —    * 
High pressure gathering ($/Mcf)  $0.23    0.23    —    * 
Fresh water delivery ($/Bbl) (1)  $4.37    4.43    0.06    1%
Joint Venture Operating Data:                    
Processing (MMcf)   157,696    147,850    (9,846)   (6)%
Fractionation (MBbl)   3,680    3,680    —    * 
Processing (MMcf/d)   1,714    1,607    (107)   (6)%
Fractionation (MBbl/d)   40    40    —    * 

 

 

*Not meaningful or applicable.

(1)Fresh water delivery includes fresh water charged at a fixed fee under our water services agreement with Antero Resources.
(2)Other water handling includes fresh water charged at cost plus 3% for services provided to Antero Resources on its acreage acquired from HG Production and our other fluid handling services charged at cost plus 3% or cost of service.
(3)The average realized fees for the three months ended September 30, 2026, include annual CPI-based adjustments of approximately 1.5%.

 

 

 

ANTERO MIDSTREAM CORPORATION

Condensed Consolidated Results of Segment Operations (Unaudited)

(In thousands)

 

   Three Months Ended September 30, 2026 
   Gathering and   Water       Consolidated 
(in thousands)  Processing   Handling   Unallocated (1)   Total 
Revenues:                
Revenue–Antero Resources  $270,542    79,330    —    349,872 
Revenue–third-party   —    24    —    24 
Amortization of customer relationships   (13,846)   (9,028)   —    (22,874)
Total revenues   256,696    70,326    —    327,022 
Operating expenses:                    
Direct operating   38,553    44,696    —    83,249 
General and administrative (excluding equity-based compensation)   6,975    2,210    979    10,164 
Equity-based compensation   8,256    2,334    370    10,960 
Facility idling   —    297    —    297 
Depreciation   18,993    18,970    —    37,963 
Impairment of property and equipment   2,115    806    —    2,921 
Loss on long-lived assets   1,118    40    —    1,158 
Gain on litigation   —    (376,963)   —    (376,963)
Other operating expense, net   —    45    —    45 
Total operating expenses   76,010    (307,565)   1,349    (230,206)
Operating income   180,686    377,891    (1,349)   557,228 
Other income (expense):                    
Interest expense, net   —    —    (50,746)   (50,746)
Equity in earnings of unconsolidated affiliates   27,950    —    —    27,950 
Loss on early extinguishment of debt   —    —    (1,613)   (1,613)
Transaction expense   —    —    (37)   (37)
Total other income (expense)   27,950    —    (52,396)   (24,446)
Income before income taxes   208,636    377,891    (53,745)   532,782 
Income tax expense   —    —    (140,125)   (140,125)
Net income and comprehensive income  $208,636    377,891    (193,870)   392,657 

 

 

(1)Corporate expenses that are not directly attributable to either the gathering and processing or water handling segments.

 

 

 

ANTERO MIDSTREAM CORPORATION

Condensed Consolidated Statements of Cash Flows (Unaudited)

(In thousands)

 

   Nine Months Ended September 30, 
   2025   2026 
Cash flows provided by (used in) operating activities:          
Net income  $361,234    624,438 
Adjustments to reconcile net income to net cash provided by operating activities:          
Depreciation   100,577    109,976 
Impairment of property and equipment   984    3,054 
Deferred income tax expense   124,471    207,480 
Equity-based compensation   34,835    32,367 
Equity in earnings of unconsolidated affiliates   (87,724)   (86,487)
Distributions from unconsolidated affiliates   106,095    105,655 
Amortization of customer relationships   53,004    66,886 
Amortization of deferred financing costs   3,938    4,443 
Settlement of asset retirement obligations   (317)   (111)
Loss on early extinguishment of debt   1,313    1,613 
Gain on long-lived assets   —    (1,500)
Other operating activities   143    533 
Changes in assets and liabilities:          
Accounts receivable–Antero Resources   6,619    3,330 
Accounts receivable–third party   373    1,083 
Income tax receivable   (1,896)   1,896 
Other current assets   (360)   110 
Accounts payable–Antero Resources   (1)   250 
Accounts payable–third party   1,081    (592)
Income taxes payable   594    9,354 
Accrued liabilities   (28,002)   9,393 
Net cash provided by operating activities   676,961    1,093,171 
Cash flows provided by (used in) investing activities:          
Additions to gathering systems, facilities and other   (67,960)   (86,692)
Additions to water handling systems   (45,477)   (48,678)
Additional investments in unconsolidated affiliate   (6,653)   (900)
Acquisition of HG Midstream   —    (1,103,032)
Proceeds from asset sales   6    377,433 
Other investing activities   844    (4,792)
Net cash used in investing activities   (119,240)   (866,661)
Cash flows provided by (used in) financing activities:          
Dividends to common stockholders   (331,820)   (327,547)
Dividends to preferred stockholders   (413)   (413)
Repurchases of common stock   (86,669)   (53,552)
Issuance and borrowings of long-term debt   2,039,500    2,410,000 
Repayments of long-term debt   (2,144,200)   (2,483,200)
Payments of deferred financing costs   (7,030)   (1,784)
Employee tax withholding for settlement of equity-based compensation awards   (27,089)   (32,590)
Payments on capital lease obligations   —    (359)
Net cash used in financing activities   (557,721)   (489,445)
Net decrease in cash, cash equivalents and restricted cash   —    (262,935)
Cash, cash equivalents and restricted cash, beginning of period   —    262,935 
Cash, cash equivalents and restricted cash, end of period  $—    — 
           
Supplemental disclosure of cash flow information:          
Cash paid during the period for interest  $160,951    158,847 
Income taxes paid during the period   2,600    — 
Increase in accrued capital expenditures and accounts payable          
for property and equipment   13,381    3,150 
Right-of-use assets obtained in exchange for new operating lease obligations   351    59,055 

 

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