Kinetik Prices $1.0 Billion Sustainability-Linked Senior Notes Offering Due 2030
June 01 2022 - 3:05PM
Kinetik Holdings Inc. (NASDAQ: KNTK) (“
Kinetik”)
today announced that its subsidiary, Kinetik Holdings LP (the
“
Issuer”), has priced its previously announced
offering of $1.0 billion sustainability-linked senior notes due
2030 (the “
Senior Notes”) at 99.588% of par. The
Senior Notes mature on June 15, 2030, pay interest at the rate of
5.875% per year and are payable on June 15 and December 15 of each
year. The first interest payment will be made on December 15, 2022.
The Senior Notes are fully and unconditionally guaranteed by
Kinetik.
The Issuer intends to use the net proceeds from the Offering,
together with borrowings under a new 3-year term loan facility with
a group of commercial banks, to refinance all of its existing
consolidated indebtedness. The Offering is expected to close on
June 8, 2022.
The interest rate on the Senior Notes is linked to Kinetik’s
performance against sustainability performance targets related to
greenhouse gas (“GHG”) and methane emissions reduction targets and
the representation of women in corporate officer positions. The
targets are set forth in Kinetik’s recently published
Sustainability-Linked Financing Framework (the
“Framework”). Kinetik published the Framework on
May 16, 2022 and obtained a second party opinion
(“SPO”) on the Framework from ISS ESG. The
Framework and the SPO are available on Kinetik’s website.
The Senior Notes have not been and will not be registered under
the Securities Act of 1933, as amended (the “Securities
Act”), or the securities laws of any state and may not be
offered or sold in the United States absent registration or an
applicable exemption from the registration requirements under the
Securities Act and applicable state securities laws.
The Senior Notes were offered only to persons reasonably
believed to be qualified institutional buyers under Rule 144A and
to non-U.S. persons outside the United States under Regulation S
under the Securities Act.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy any securities, nor shall there be
any sale of any securities in any state or jurisdiction in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction. The Offering was made only by means of an
offering memorandum.
About Kinetik Holdings Inc.
Kinetik is a fully integrated, pure-play, Permian-to-Gulf Coast
midstream C-corporation operating in the Delaware Basin. Kinetik is
headquartered in Houston and Midland, Texas. Kinetik provides
comprehensive gathering, transportation, compression, processing
and treating services for companies that produce natural gas,
natural gas liquids, crude oil and water. Kinetik posts
announcements, operational updates, investor information and press
releases on its website, www.kinetik.com.
Forward-looking statements
This news release includes certain statements
that may constitute “forward-looking statements” for purposes of
the federal securities laws. Forward-looking statements include,
but are not limited to, statements that refer to projections,
forecasts or other characterizations of future events or
circumstances, including any underlying assumptions. The words
“anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,”
“intends,” “may,” “might,” “plan,” “seeks,” “possible,”
“potential,” “predict,” “project,” “prospects,” “guidance,”
“outlook,” “should,” “would,” “will,” and similar expressions may
identify forward-looking statements, but the absence of these words
does not mean that a statement is not forward-looking. These
statements include, but are not limited to, statements about
Kinetik’s future plans, expectations, and objectives for Kinetik’s
operations, including statements about strategy, synergies, and
future operations, the Offering and the use of proceeds therefrom.
While forward-looking statements are based on assumptions and
analyses made by us that we believe to be reasonable under the
circumstances, whether actual results and developments will meet
our expectations and predictions depend on a number of risks and
uncertainties which could cause our actual results, performance,
and financial condition to differ materially from our expectations.
See Part II, Item 1A. Risk Factors in our Quarterly Report on Form
10-Q for the period ended March 31, 2022. Any forward-looking
statement made by us in this news release speaks only as of the
date on which it is made. Factors or events that could cause our
actual results to differ may emerge from time to time, and it is
not possible for us to predict all of them. We undertake no
obligation to publicly update any forward-looking statement,
whether as a result of new information, future development, or
otherwise, except as may be required by law.
Contacts
Kinetik Investors:(713) 487-4832Maddie WagnerWebsite:
www.kinetik.com
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