Antero Midstream Corp SEC Filings

Antero Midstream Corporation completed a private placement of $600.0 million of 5.750% senior notes due 2034, upsized from an initial $500.0 million. The company plans to use the note proceeds, together with borrowings under Antero Midstream Partners’ revolving credit facility and proceeds from selling its Utica Shale midstream assets, to fund the acquisition of HG Energy II Midstream Holdings, LLC and related costs.

The notes are senior unsecured obligations of Antero Midstream Partners LP and Antero Midstream Finance Corporation, guaranteed on a senior unsecured basis by the company and certain subsidiaries, with customary covenants and events of default. If the HG acquisition does not close by the specified outside date, or the purchase agreement is terminated, the issuers must redeem the notes at 100% of their initial issue price plus accrued interest. In connection with this issuance, previously disclosed third-party debt financing commitments for the acquisition were terminated.

Antero Midstream Corp director Brooks J. Klimley reported selling 5,000 shares of common stock on 12/16/2025.

The shares were sold at a weighted average price of $17.59, with individual sale prices ranging from $17.57 to $17.61. After this transaction, he beneficially owns 72,622 Antero Midstream common shares in direct ownership.

A shareholder of AM plans to sell 5,000 shares of common stock through Morgan Stanley Smith Barney on or about 12/16/2025 on the NYSE, with an aggregate market value of $87,949. The shares to be sold were acquired directly from the issuer as stock awards granted as compensation on 04/10/2023 (277 shares), 07/10/2024 (2,415 shares), and 10/10/2024 (2,308 shares). The disclosure also lists 476,275,000 shares of this class outstanding, giving context for the size of the planned sale relative to the company’s total equity.

Michael N. Kennedy, a director and Chief Executive Officer and President of Antero Midstream Corp, reported an insider transaction involving the company’s common stock.

On 12/12/2025, he disposed of 15,000 shares of common stock at a reported price of $0.00 per share in a transaction coded "G", and now beneficially owns 1,349,090 shares. This total includes 457,904 shares subject to previously granted restricted stock units that remain subject to vesting.

Antero Midstream Corporation announced the pricing of a previously launched private placement of $600.0 million aggregate principal amount of 5.750% senior notes due 2034 issued by its subsidiaries Antero Midstream Partners LP and Antero Midstream Finance Corporation. The deal was upsized from an initial target of $500.0 million and is expected to close on December 23, 2025.

If Antero’s planned acquisition of HG Energy II Midstream Holdings LLC does not close by a contractually defined outside date, if the purchase agreement is terminated, or if Antero Midstream Partners concludes the acquisition will not occur, the issuer must redeem all of the notes at 100% of their initial issue price plus accrued and unpaid interest. Completion of the notes offering is not contingent on closing the HG acquisition or on the planned Utica Shale midstream asset disposition, and those transactions are not contingent on the notes offering.

Antero Midstream Corporation announced that its indirect, wholly owned subsidiaries intend to launch a private offering of $500 million aggregate principal amount of senior notes due 2034. The company plans to use the net proceeds from these notes, together with borrowings under Antero Midstream Partners LP’s revolving credit facility and proceeds from selling all of its Utica Shale midstream assets, to fund the acquisition of HG Energy II Midstream Holdings, LLC and related costs. If the HG acquisition does not close by the specified outside dates, is terminated, or is determined not to close, Antero Midstream Partners will be required to redeem all of the notes at 100% of their initial issue price plus accrued interest. As of December 8, 2025, Antero Midstream Partners had approximately $462 million outstanding under its revolving credit facility, including about $83 million in escrow, and estimated combined fees and expenses for the HG acquisition and Utica disposition of roughly $16 million.

Antero Midstream Corporation announced a major portfolio reshaping involving a large acquisition and a divestiture. Its subsidiary Antero Midstream Partners agreed to buy 100% of HG Energy II Midstream Holdings for cash consideration of $1.1 billion, while affiliate Antero Resources separately agreed to acquire HG Energy II Production Holdings for $2.8 billion. The HG Production business includes about 385,000 net acres in the core of the Marcellus Shale in West Virginia. The parties will place deposits of roughly $82.5 million and $210 million into escrow, and the acquisitions are expected to close in the first half of 2026, subject to customary conditions and Hart-Scott-Rodino antitrust clearance.

To support funding, Antero Midstream Partners secured a commitment for a $700 million unsecured 364-day bridge term loan and intends to use its revolving credit facility, proceeds from a planned Utica midstream asset sale and/or debt market transactions. Separately, Antero Midstream subsidiaries agreed to sell substantially all of their Utica Shale midstream assets to affiliates of Infinity Natural Resources and Northern Oil and Gas for about $400 million in cash, with a $40 million escrow deposit and an expected closing in the first quarter of 2026, also subject to customary conditions and HSR clearance.

Antero Midstream Corporation furnished a Regulation FD update, noting it posted an updated investor presentation on its website on November 12, 2025. The Item 7.01 information is furnished, not deemed filed under Section 18 of the Exchange Act, and is not incorporated by reference into Securities Act filings unless specifically referenced.

Invesco Ltd. filed Amendment No. 8 to Schedule 13G reporting beneficial ownership of 22,667,235 shares of Antero Midstream Corp. common stock, representing 4.7% of the class as of 09/30/2025. Invesco reports sole voting power over 22,503,119 shares and sole dispositive power over 22,667,235 shares, with no shared voting or dispositive power.

The filing states the shares are held of record by clients of Invesco’s investment advisers, and that no one individual has greater than 5% economic ownership. Listed adviser subsidiaries include Invesco Advisers, Inc., Invesco Management S.A., and Invesco Capital Management LLC. Invesco certifies the securities were acquired and are held in the ordinary course and not for the purpose of changing or influencing control.