Antero Midstream GP LP Announces Pricing of Initial Public Offering

DENVER, May 3, 2017 /PRNewswire/ -- Antero Midstream GP LP ("AMGP") today announced the pricing of its initial public offering of 37,250,000 common shares representing limited partner interests in AMGP by Antero Resources Investment LLC (the "Selling Shareholder"), at a public offering price of $23.50 per common share for total gross proceeds (before underwriters' fees and estimated expenses) of approximately $875 million.  AMGP will not receive any of the proceeds from the common shares to be sold by the Selling Shareholder. The underwriters have been granted a 30-day option to purchase up to an additional 5,587,500 common shares from the Selling Shareholder.  The common shares are expected to begin trading on May 4, 2017 on the New York Stock Exchange under the symbol "AMGP."  The offering is expected to close on May 9, 2017, subject to customary closing conditions. AMGP will own the general partner of Antero Midstream Partners LP (NYSE:AM) ("Antero Midstream") and incentive distribution rights in Antero Midstream and has elected to be classified as an entity taxable as a corporation for U.S. federal income tax purposes.

 (PRNewsfoto/Antero Midstream GP LP)

Upon closing of the offering, the public will hold an approximate 20% limited partner interest in AMGP, or an approximate 23% limited partner interest if the underwriters exercise in full their option to purchase additional common shares.  Antero Resources Investment LLC will own the remaining approximate 80% limited partner interest in AMGP, or an approximate 77% limited partner interest if the underwriters exercise in full their option to purchase additional common shares. 

Morgan Stanley, Barclays and J.P. Morgan have acted as joint book-running managers for the offering. Baird, Citigroup, Goldman Sachs & Co. LLC and Wells Fargo Securities have acted as book-running managers.

In connection with the offering, Antero Resources Midstream Management LLC ("ARMM") will be converted into a Delaware limited partnership, and, in connection with such conversion, will change its name to Antero Midstream GP LP.  ARMM has filed a registration statement relating to these securities with the U.S. Securities and Exchange Commission (the "SEC"), which has been declared effective. The offering of these securities is being made only by means of a written prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.  A copy of the prospectus for the offering may be obtained, when available, from:

 

Morgan Stanley & Co. LLC


Barclays

J.P. Morgan

Attn: Prospectus Department


c/o Broadridge Financial Solutions

c/o Broadridge Financial Solutions

180 Varick Street, 2nd Floor


1155 Long Island Avenue

1155 Long Island Avenue

New York, NY 10014


Edgewood, New York 11717

Edgewood, NY, 11717



barclaysprospectus@broadridge.com

1-866-803-9204



Toll-Free: (888) 603-5847

Email: prospectus-eq_fi@jpmchase.com





Baird


Citigroup

Goldman Sachs & Co. LLC f/k/a

Attention: Syndicate Department


c/o Broadridge Financial Solutions

Goldman, Sachs & Co.

777 East Wisconsin Avenue


1155 Long Island Avenue

Attention: Prospectus Department

Milwaukee, WI 53202-5391


Edgewood, NY 11717

200 West Street

Telephone: 1-800-792-2473


Telephone: 1-800-831-9146

New York, NY 10282

Email: syndicate@rwbaird.com.



Telephone: 1-866-471-2526




Facsimile: 212-902-9316




prospectus-ny@ny.email.gs.com







Wells Fargo Securities




c/o Equity Syndicate Department




375 Park Avenue




New York, NY 10152




Telephone: 1-800-326-5897




cmclientsupport@wellsfargo.com


 

A copy of the prospectus may be obtained free of charge by visiting the SEC's website at www.sec.gov.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Antero Midstream GP LP will be a Delaware limited partnership that, following the completion of the offering, will own the general partner of Antero Midstream and incentive distribution rights in Antero Midstream.

This release includes "forward-looking statements" within the meaning of federal securities laws. Such forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond AMGPs control. All statements, other than historical facts, included in this release are forward-looking statements. All forward-looking statements speak only as of the date of this release and are based upon a number of assumptions. Although AMGP believes that the plans, intentions and expectations reflected in or suggested by the forward-looking statements are reasonable, there is no assurance that the assumptions underlying these forward-looking statements will be accurate or the plans, intentions or expectations expressed herein will be achieved. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in such statements. Nothing in this release is intended to constitute guidance with respect to Antero Midstream.

AMGP cautions you that these forward-looking statements are subject to all of the risks and uncertainties, most of which are difficult to predict and many of which are beyond AMGP's and Antero Midstream's control, incident to Antero Midstream's business. These risks include, but are not limited to, commodity price volatility, inflation, environmental risks, drilling and completion and other operating risks, regulatory changes, the uncertainty inherent in projecting future rates of production, cash flow and access to capital and the timing of development expenditures.

For more information, contact Michael Kennedy – CFO of Antero Midstream GP LP at (303) 357-6782 or mkennedy@anteroresources.com.

 

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/antero-midstream-gp-lp-announces-pricing-of-initial-public-offering-300451168.html

SOURCE Antero Midstream GP LP

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