Kinetik Holdings Completes PEMEX Pipeline Acquisition

TL;DR

Kinetik just bought a PEMEX pipeline system, expanding its reach.

AI Summary

Kinetik Holdings Inc. announced the completion of its acquisition of a natural gas pipeline system from a subsidiary of PEMEX Exploración y Producción on June 4, 2024. This transaction is expected to significantly expand Kinetik's existing infrastructure and enhance its market position in the natural gas transportation sector.

Why It Matters

This acquisition allows Kinetik to integrate a key natural gas pipeline, potentially increasing its operational capacity and revenue streams in the energy transportation market.

Risk Assessment

Risk Level: medium — Acquisitions carry inherent integration risks and potential impacts on financial performance.

Key Players & Entities

• Kinetik Holdings Inc. (company) — Registrant
• PEMEX Exploración y Producción (company) — Seller's parent company
• June 4, 2024 (date) — Date of acquisition completion

FAQ

Key Financial Figures

• $0.0001 — tered Class A Common Stock, par value $0.0001 per share KNTK New York Stock Exchange
• $540 million — GCX Buyer for a total purchase price of $540 million (the "GCX Sale"), consisting of $510 mi
• $510 million — million (the "GCX Sale"), consisting of $510 million of cash, less certain customary closing
• $30 million — yable on June 4, 2024 and an additional $30 million earn out in cash upon approval by the G

Filing Documents

• apa-20240604.htm (8-K) — 34KB
• exhibit991-proformafinanci.htm (EX-99.1) — 248KB
• gcxsalespressrelease.htm (EX-99.2) — 5KB
• apa-20240604_g1.jpg (GRAPHIC) — 7KB
• gcxsalespressrelease001.jpg (GRAPHIC) — 271KB
• gcxsalespressrelease002.jpg (GRAPHIC) — 23KB
• 0001692787-24-000036.txt ( ) — 857KB
• apa-20240604.xsd (EX-101.SCH) — 2KB
• apa-20240604_lab.xml (EX-101.LAB) — 22KB
• apa-20240604_pre.xml (EX-101.PRE) — 13KB
• apa-20240604_htm.xml (XML) — 3KB

01. Completion of Acquisition or Disposition of Assets

Item 2.01. Completion of Acquisition or Disposition of Assets On June 4, 2024, Kinetik Holdings Inc. (the "Company") consummated the previously announced transaction contemplated by the Purchase and Sale Agreement, dated as of May 9, 2024, by and among Kinetik GCX Pipe LLC, GCX Pipeline, LLC ("GCX Buyer"), solely for purposes of Section 6.7, Article X and Article XI, AL GCX Holdings, LLC and solely for purposes of Section 6.8, Article X and Article XI, Kinetik Holdings LP, pursuant to which the Company agreed to sell its 16% membership interest in Gulf Coast Express Pipeline LLC ("GCX") to the GCX Buyer for a total purchase price of $540 million (the "GCX Sale"), consisting of $510 million of cash, less certain customary closing adjustments, payable on June 4, 2024 and an additional $30 million earn out in cash upon approval by the GCX Board of Directors of one or more capital projects that achieve certain capacity expansion criteria. The pro forma financial information required to be filed by Item 9.01(b) of Form 8-K is filed as Exhibit 99.1 to this Current Report.

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On June 4, 2024, the Company issued a press release announcing the completion of the GCX Sale . A copy of the Company's press release is attached hereto and furnished as Exhibit 99.2 and is incorporated in this report by reference. The information provided in this Item 7.01, including the accompanying Exhibit 99.2, shall be deemed "furnished" and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of such section, nor shall it be incorporated by reference in any filing made by the Company pursuant to the Securities Act of 1933, as amended, or the Exchange Act, regardless of the general incorporation language of such filing, except to the extent that such filing incorporates by reference any or all of such information by express reference thereto.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (b) Pro Forma Financial Information The unaudited pro forma condensed consolidated financial statements of the Company have been derived from the Company's historical consolidated financial statements and are being presented to give effect to the GCX Sale. The pro forma financial statements and the related notes thereto are filed as Exhibit 99.1 to this Current Report on Form 8-K. (d) The following exhibits are being filed herewith. Exhibit No. Description of Exhibit 10.1 - Purchase and Sale Agreement, dated as of May 9, 2024, by and among Kinetik GCX Pipe LLC, GCX Pipeline, LLC, solely for purposes of Section 6.7, Article X and Article XI, AL GCX Holdings, LLC and solely for purposes of Section 6.8, Article X and Article XI, Kinetik Holdings LP (incorporated by reference to Exhibit 10.2 to the Registrant's Current Report on Form 8-K filed on May 13, 2024) . 99.1 - Unaudited pro forma condensed consolidated financial statements of Kinetik Holdings Inc. as of and for the three months ended March 31, 2024 and for the year ended December 31, 2023 99.2 Press Release, dated June 4, 2024, issued by Kinetik Holdings Inc. (furnished solely for purposes of Item 7.01 of this Form 8-K) 104 - Cover Page Interactive Data File (embedded within the Inline XBRL document) Certain schedules and similar attachments to this exhibit have been omitted pursuant to Item 601(a)(5) and/or Item 601(b)(10)(iv), as applicable, of Regulation S-K. The Company agrees to furnish an unredacted, supplemental copy (including any omitted schedule or attachment) to the SEC upon request. Redactions and omissions are designated with brackets containing asterisks.

SIGNATURES

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. Kinetik Holdings Inc. Dated: June 7, 2024 /s/ Todd Carpenter Todd Carpenter General Counsel, Secretary and Chief Compliance Officer

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View this 8-K filing on SEC EDGAR