Kinetik Holdings Inc. (NASDAQ: KNTK) (“
Kinetik”)
today announced that it has successfully completed its
comprehensive refinancing (the “
Refinancing”)
consisting of a new, five-year $1.25 billion unsecured revolving
credit facility (fully undrawn at close), a new, three-year $2.0
billion unsecured term loan A facility and $1.0 billion 5.875%
sustainability-linked senior notes due 2030.
Following the Refinancing, Kinetik now has a fully unsecured
capital structure. Kinetik used the net proceeds from the
Refinancing to repay and retire all existing consolidated debt
facilities and will subsequently redeem its Series A Preferred in
full by year end 2022.
Its subsidiary, Kinetik Holdings LP, today has closed the
previously announced offering of $1.0 billion sustainability-linked
senior notes due 2030 (the “Senior Notes”). The
Senior Notes are fully and unconditionally guaranteed by Kinetik.
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 entire Refinancing is linked to Kinetik’s performance
against sustainability performance targets related to greenhouse
gas and methane emissions intensity 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 on the Framework from ISS ESG, both of which are available
on Kinetik’s website.
Finally, Kinetik’s Class A Common Stock will begin trading on
NASDAQ on a stock split adjusted basis tomorrow, Thursday, June 9,
2022, in accordance with its recent two-for-one stock split
announcement. The stock split was accomplished by distributing one
additional share of Class A Common Stock for each share of Class A
Common Stock outstanding and one additional share of Class C Common
Stock for each share of Class C Common Stock outstanding. The
additional shares were issued today, Wednesday, June 8, 2022 to
holders of record as of the close of business on Tuesday, May 31,
2022.
“We are excited to announce the completion of the comprehensive
Refinancing as we believe it materially improves and streamlines
Kinetik’s capital structure with no asset level or structurally
senior debt as well as solidifies our commitment to achieving
Kinetik’s environmental and social sustainability performance
targets,” said Jamie Welch, President & Chief Executive
Officer. “Further, through the completion of the stock split, we
are excited to enhance shareholder access to our stock and
generally liquidity in the market.”
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 extent of estimated future dividends and the
effects of the Stock Split. 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) 487-4832
Maddie WagnerWebsite: www.kinetik.com
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