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Long-Term Incentive Plans
3 Months Ended
Mar. 31, 2017
Long-Term Incentive Plans  
Long-Term Incentive Plans

(3)   Long-Term Incentive Plans

 

IDR LLC has authorized and outstanding 100,000 Series B units that entitle the holders to receive up to 6% of the amount of each quarterly distribution in excess of $7.5 million in respect of the IDRs by Antero Midstream. The Series B Units were issued as equity compensation awards to certain officers and employees of Antero Resources to incentivize the performance of Antero Resources and therefore the performance of Antero Midstream and its ability to make IDR distributions. Series B units issued to common law employees of AMGP, including officers of AMGP and Antero Resources employees who provide services directly to AMGP, are classified as equity awards. Series B units issued to Antero Resources employees who are not common law employees of AMGP are classified as liability awards. The Series B units vest ratably over a three year period. The holders of vested Series B Units have the right to convert the units to common shares with a value equal to their pro rata share of up to 6% of any increase in our equity value in excess of $2.0 billion. In no event will the aggregate number of newly issued common shares exceed 6% of the total number of our issued and outstanding common shares.

 

We recognize expense for the fair value of the awards over the vesting period of the awards.  The fair value of the Series B unit awards was estimated using a Monte Carlo simulation using various assumptions including a floor equity value of $2.0 billion, expected volatility of 43% based on historical volatility of a peer group of publicly traded partnerships, a risk free rate of 2.45%, and expected IDR distributions based on internal estimates discounted based on a weighted average cost of capital assumption of 7.25%. Based on these assumptions, the estimated value of each Series B unit is $998.72. We recognized expense of $8.3 million, of which $7.7 million is classified as equity awards and $0.6 million is classified as liability awards, during the three months ended March 31, 2017. As of March 31, 2017, there was $91.5 million of unamortized compensation expense related to nonvested Series B units that is expected to be recognized over the next 2.75 years.

 

On April 17, 2017, we also adopted the Antero Midstream GP LP Long-Term Incentive Plan (“2017 LTIP”), pursuant to which certain non-employee directors of our general partner and certain officers, employees and consultants of Antero Resources are eligible to receive awards representing equity interests in AMGP. An aggregate of 930,851 common shares may be delivered pursuant to awards under the 2017 LTIP, subject to customary adjustments.