0001104659-19-014958.txt : 20190314
0001104659-19-014958.hdr.sgml : 20190314
20190314213241
ACCESSION NUMBER: 0001104659-19-014958
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190312
FILED AS OF DATE: 20190314
DATE AS OF CHANGE: 20190314
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kennedy Michael N.
CENTRAL INDEX KEY: 0001477679
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38075
FILM NUMBER: 19682722
MAIL ADDRESS:
STREET 1: 707 - 17TH STREET
STREET 2: SUITE 3600
CITY: DENVER
STATE: CO
ZIP: 80202
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Antero Midstream Corp
CENTRAL INDEX KEY: 0001623925
STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922]
IRS NUMBER: 611748605
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1615 WYNKOOP STREET
CITY: DENVER
STATE: CO
ZIP: 80202
BUSINESS PHONE: (303) 357-7310
MAIL ADDRESS:
STREET 1: 1615 WYNKOOP STREET
CITY: DENVER
STATE: CO
ZIP: 80202
FORMER COMPANY:
FORMER CONFORMED NAME: Antero Midstream GP LP
DATE OF NAME CHANGE: 20170505
FORMER COMPANY:
FORMER CONFORMED NAME: Antero Resources Midstream Management LLC
DATE OF NAME CHANGE: 20141031
4
1
a4.xml
4
X0306
4
2019-03-12
0
0001623925
Antero Midstream Corp
AM
0001477679
Kennedy Michael N.
1615 WYNKOOP STREET
DENVER
CO
80202
0
1
0
0
See Remarks
Common Shares representing limited partner interests
2019-03-12
4
D
0
27774
D
0
D
Common Stock
2019-03-12
4
A
0
27774
A
27774
D
Common Stock
2019-03-12
4
A
0
22846
A
50620
D
Common Stock
2019-03-12
4
A
0
704016
A
754636
D
Common Stock
2019-03-12
4
A
0
39886
A
794522
D
Common Stock
2019-03-13
4
S
0
182521
12.39
D
612001
D
Common Stock
2019-03-14
4
S
0
27479
12.86
D
584522
D
On March 12, 2019, in connection with the conversion of Antero Midstream GP LP ("AMGP") from a limited partnership to a corporation named Antero Midstream Corporation ("New AM") under the laws of the State of Delaware, each common share representing limited partnership interests of AMGP was converted into one share of common stock of New AM ("New AM Common Stock").
Received in exchange for 20,256 common units representing limited partnership interests ("AM Common Units") of Antero Midstream Partners LP ("AM") pursuant to the Simplification Agreement (the "Simplification Agreement"), dated as of October 9, 2018, by and among New AM, AM and certain of their affiliates. Pursuant to the Simplification Agreement, holders of AM Common Units (other than Antero Resources Corporation) received, in exchange for each AM Common Unit held, (i) $3.415 in cash without interest and 1.6350 shares of New AM Common Stock ("New AM Common Stock"), (ii) 1.8926 shares of New AM Common Stock, or (iii) $10.1364 in cash and 1.1279 shares of New AM Common Stock.
Pursuant to the Simplification Agreement, each outstanding Series B Unit representing limited liability company interests ("Series B Units") in Antero IDR Holdings LLC was exchanged for 176.0041 shares of New AM Common Stock (the "Series B Exchange Shares"). The Series B Exchange Shares will be subject to the same vesting conditions to which the Series B Units were subject, with two-thirds fully vested and one-third, 234,613 shares of New AM Common Stock, scheduled to vest at December 31, 2019.
Pursuant to the Simplification Agreement, each phantom unit issued by Antero Midstream Partners LP ("Phantom Unit") was converted into the right to receive 1.8926 restricted stock units (the "RSUs"), each settleable in one share of New AM Common Stock. The RSUs will be subject to the following vesting schedule: (i) 15,593 RSUs will vest as to one half on each of April 15, 2019 and April 15, 2020; and (ii) 24,293 RSUs will vest as to one third on each of April 15, 2019, April 15, 2020 and April 15, 2021.
The price reported in Column 4 is a weighted average price. These shares of New AM Common Stock were sold in multiple transactions at prices ranging from $12.25 to $12.72, inclusive. The Reporting Person undertakes to provide to New AM, any security holder of New AM, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of New AM Common Stock sold at each separate price within the ranges set forth above in footnotes (5) and (6) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares of New AM Common Stock were sold in multiple transactions at prices ranging from $12.41 to $13.16, inclusive.
Chief Financial Officer and Senior Vice President - Finance
/s/ Alvyn A. Schopp, as attorney-in-fact for Michael N. Kennedy
2019-03-14