Antero Midstream Corp 10-Q for FY2021 Q3

Antero Midstream Corp (AM)

10-Q 2021-10-27 For: 2021-09-30

Added on April 08, 2026

About this 10-Q

Antero Midstream Corp filed this 10-Q on October 27, 2021, covering the quarter ended September 30, 2021 (FY2021 Q3).

Headline figures

Quarter ended September 30, 2021, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $224.8M; down 3.7% from $233.42M a year earlier
Net income: $89.33M; down 15.3% from net income of $105.51M a year earlier
Diluted EPS: $0.19; down 13.6% from $0.22 a year earlier

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Delaware		61-1748605
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

1615 Wynkoop Street Denver, Colorado		80202
(Address of principal executive offices)		(Zip Code)



Securities registered pursuant to section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01	AM	New York Stock Exchange


Large Accelerated Filer ⌧		Accelerated Filer ◻

Non-accelerated Filer ◻		Smaller Reporting Company ☐
Emerging Growth Company ☐


CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS		2
PART I—FINANCIAL INFORMATION		4
Item 1.	Condensed Consolidated Financial Statements (Unaudited)	4
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	26
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	40
Item 4.	Controls and Procedures	41
PART II—OTHER INFORMATION		42
Item 1.	Legal Proceedings	42
Item 1A.	Risk Factors	42
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	43
Item 5.	Other Information	43
Item 6.	Exhibits	44
SIGNATURES		45


			(Unaudited)
	December 31,		September 30,
	2020		2021
Assets
Current assets:
Cash and cash equivalents	$	640		—
Accounts receivable–Antero Resources		73,722		85,152
Accounts receivable–third party		839		857
Income tax receivable		17,251		940
Other current assets		1,479		541
Total current assets		93,931		87,490

Property and equipment, net		3,254,044		3,345,843
Investments in unconsolidated affiliates		722,478		703,780
Deferred tax asset		103,402		14,855
Customer relationships		1,427,447		1,374,443
Other assets, net		9,610		7,222
Total assets	$	5,610,912		5,533,633

Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable–Antero Resources	$	3,862		3,157
Accounts payable–third party		9,495		24,944
Accrued liabilities		74,947		85,576
Other current liabilities		5,701		5,013
Total current liabilities		94,005		118,690
Long-term liabilities:
Long-term debt		3,091,626		3,095,560
Other		6,995		6,790
Total liabilities		3,192,626		3,221,040

Stockholders' Equity:
Preferred stock, $0.01 par value: 100,000 authorized as of December 31, 2020 and September 30, 2021
Series A non-voting perpetual preferred stock; 12 designated and 10 issued and outstanding as of December 31, 2020 and September 30, 2021		—		—
Common stock, $0.01 par value; 2,000,000 authorized; 476,639 and 477,460 issued and outstanding as of December 31, 2020 and September 30, 2021, respectively		4,766		4,775
Additional paid-in capital		2,877,612		2,518,919
Accumulated deficit		(464,092)		(211,101)
Total stockholders' equity		2,418,286		2,312,593
Total liabilities and stockholders' equity	$	5,610,912		5,533,633


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


	Three Months Ended September 30,
	2020		2021
Revenue:
Gathering and compression–Antero Resources	$	190,214		188,716
Water handling–Antero Resources		61,001		53,511
Water handling–third party		—		245
Amortization of customer relationships		(17,800)		(17,668)
Total revenue		233,415		224,804
Operating expenses:
Direct operating		38,052		39,499
General and administrative (including $3,678 and $3,255 of equity-based compensation in 2020 and 2021, respectively)		13,232		14,810
Facility idling		2,527		870
Impairment of property and equipment		947		203
Depreciation		26,801		27,487
Accretion of asset retirement obligations		39		114
Total operating expenses		81,598		82,983
Operating income		151,817		141,821
Other income (expense):
Interest expense, net		(34,501)		(44,544)
Equity in earnings of unconsolidated affiliates		23,173		24,088
Total other expense		(11,328)		(20,456)
Income before income taxes		140,489		121,365
Provision for income tax expense		(34,982)		(32,038)
Net income and comprehensive income	$	105,507		89,327

Net income per share–basic	$	0.22		0.19
Net income per share–diluted	$	0.22		0.19

Weighted average common shares outstanding:
Basic		476,578		477,442
Diluted		478,694		479,695


	Nine Months Ended September 30,
	2020		2021
Revenue:
Gathering and compression–Antero Resources	$	527,334		566,544
Water handling–Antero Resources		222,536		167,832
Water handling–third party		—		340
Amortization of customer relationships		(53,011)		(53,004)
Total revenue		696,859		681,712
Operating expenses:
Direct operating		128,847		118,368
General and administrative (including $9,713 and $10,326 of equity-based compensation in 2020 and 2021, respectively)		39,191		46,991
Facility idling		13,680		3,033
Impairment of goodwill		575,461		—
Impairment of property and equipment		90,030		1,582
Depreciation		81,889		80,956
Accretion of asset retirement obligations		142		347
Loss on asset sale		240		3,628
Total operating expenses		929,480		254,905
Operating income (loss)		(232,621)		426,807
Other income (expense):
Interest expense, net		(107,443)		(130,915)
Equity in earnings of unconsolidated affiliates		63,197		66,347
Loss on early extinguishment of debt		—		(20,701)
Total other expense		(44,246)		(85,269)
Income (loss) before income taxes		(276,867)		341,538
Provision for income tax benefit (expense)		77,882		(88,547)
Net income (loss) and comprehensive income (loss)	$	(198,985)		252,991

Net income (loss) per share–basic	$	(0.42)		0.53
Net income (loss) per share–diluted	$	(0.42)		0.53

Weighted average common shares outstanding:
Basic		478,831		477,196
Diluted		478,831		479,501


							Additional
	Preferred		Common Stock				Paid-In		Accumulated		Total
	Stock		Shares		Amount		Capital		Deficit		Equity
Balance at December 31, 2019	$	—		484,042	$	4,840		3,480,139		(341,565)		3,143,414
Dividends to stockholders		—		—		—		(149,014)		—		(149,014)
Equity-based compensation		—		—		—		3,338		—		3,338
Issuance of common stock upon vesting of equity-based compensation awards, net of common stock withheld for income taxes		—		43		—		(26)		—		(26)
Repurchases and retirement of common stock		—		(4,700)		(46)		(15,778)		—		(15,824)
Net loss and comprehensive loss		—		—		—		—		(392,933)		(392,933)
Balance at March 31, 2020		—		479,385		4,794		3,318,659		(734,498)		2,588,955
Dividends to stockholders		—		—		—		(147,656)		—		(147,656)
Equity-based compensation		—		—		—		2,697		—		2,697
Issuance of common stock upon vesting of equity-based compensation awards, net of common stock withheld for income taxes		—		311		4		(370)		—		(366)
Repurchases and retirement of common stock		—		(3,210)		(33)		(8,856)		—		(8,889)
Net income and comprehensive income		—		—		—		—		88,441		88,441
Balance at June 30, 2020		—		476,486	$	4,765		3,164,474		(646,057)		2,523,182
Dividends to stockholders		—		—		—		(146,802)		—		(146,802)
Equity-based compensation		—		—		—		3,678		—		3,678
Issuance of common stock upon vesting of equity-based compensation awards, net of common stock withheld for income taxes		—		111		1		(75)		—		(74)
Net income and comprehensive income		—		—		—		—		105,507		105,507
Balance at September 30, 2020	$	—		476,597	$	4,766		3,021,275		(540,550)		2,485,491

Balance at December 31, 2020	$	—		476,639	$	4,766		2,877,612		(464,092)		2,418,286
Dividends to stockholders		—		—		—		(147,332)		—		(147,332)
Equity-based compensation		—		—		—		4,012		—		4,012
Issuance of common stock upon vesting of equity-based compensation awards, net of common stock withheld for income taxes		—		268		3		(1,544)		—		(1,541)
Net income and comprehensive income		—		—		—		—		83,441		83,441
Balance at March 31, 2021		—		476,907		4,769		2,732,748		(380,651)		2,356,866
Dividends to stockholders		—		—		—		(108,936)		—		(108,936)
Equity-based compensation		—		—		—		3,059		—		3,059
Issuance of common stock upon vesting of equity-based compensation awards, net of common stock withheld for income taxes		—		451		5		(2,781)		—		(2,776)
Net income and comprehensive income		—		—		—		—		80,223		80,223
Balance at June 30, 2021		—		477,358	$	4,774		2,624,090		(300,428)		2,328,436
Dividends to stockholders		—		—		—		(107,857)		—		(107,857)
Equity-based compensation		—		—		—		3,255		—		3,255
Issuance of common stock upon vesting of equity-based compensation awards, net of common stock withheld for income taxes		—		102		1		(569)		—		(568)
Repurchases and retirement of common stock		—		—		—		—		—		—
Net income and comprehensive income		—		—		—		—		89,327		89,327
Balance at September 30, 2021	$	—		477,460		4,775		2,518,919		(211,101)		2,312,593


Customer relationships as of December 31, 2020	$	1,427,447
Amortization of customer relationships		(53,004)
Customer relationships as of September 30, 2021	$	1,374,443


Remainder of year ending December 31, 2021	$	17,668
Year ending December 31, 2022		70,672
Year ending December 31, 2023		70,672
Year ending December 31, 2024		70,672
Year ending December 31, 2025		70,672
Thereafter		1,074,087
Total	$	1,374,443


Remainder of year ending December 31, 2021	$	23,119
Year ending December 31, 2022		249,029
Year ending December 31, 2023		249,029
Year ending December 31, 2024		249,712
Year ending December 31, 2025		235,940
Thereafter		558,288
Total	$	1,565,117


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
(in thousands)	2020		2021		2020		2021		Reportable Segment
Revenue from contracts with customers
Type of service
Gathering—low pressure	$	92,673		87,139		259,612		265,206	Gathering and Processing ⁽¹⁾
Gathering—low pressure rebate		(12,000)		—		(36,000)		—	Gathering and Processing ⁽¹⁾
Gathering—high pressure		57,665		51,812		158,155		154,065	Gathering and Processing ⁽¹⁾
Compression		51,876		49,765		145,567		147,273	Gathering and Processing ⁽¹⁾
Fresh water delivery		40,398		33,004		143,116		108,113	Water Handling
Other fluid handling		20,603		20,752		79,420		60,059	Water Handling
Amortization of customer relationships		(9,342)		(9,271)		(27,819)		(27,813)	Gathering and Processing
Amortization of customer relationships		(8,458)		(8,397)		(25,192)		(25,191)	Water Handling
Total	$	233,415		224,804		696,859		681,712

Type of contract
Per Unit Fixed Fee	$	202,214		188,716		563,334		566,544	Gathering and Processing ⁽¹⁾
Gathering—low pressure rebate		(12,000)		—		(36,000)		—	Gathering and Processing ⁽¹⁾
Per Unit Fixed Fee		40,398		33,004		143,116		108,113	Water Handling
Cost plus 3%		17,743		16,952		72,430		48,727	Water Handling
Cost of service fee		2,860		3,800		6,990		11,332	Water Handling
Amortization of customer relationships		(9,342)		(9,271)		(27,819)		(27,813)	Gathering and Processing
Amortization of customer relationships		(8,458)		(8,397)		(25,192)		(25,191)	Water Handling
Total	$	233,415		224,804		696,859		681,712


				(Unaudited)
	Estimated	December 31,		September 30,
(in thousands)	Useful Lives	2020		2021
Land	n/a	$	23,582		23,369
Gathering systems and facilities	40-50 years ⁽¹⁾		2,643,927		2,688,091
Permanent buried pipelines and equipment	7-20 years		545,419		567,376
Surface pipelines and equipment	1-7 years		50,916		54,456
Heavy trucks and equipment	3-5 years		5,919		5,157
Above ground storage tanks	5-10 years		2,483		2,871
Construction-in-progress	n/a		139,506		242,627
Total property and equipment			3,411,752		3,583,947
Less accumulated depreciation			(157,708)		(238,104)
Property and equipment, net		$	3,254,044		3,345,843


	Nine Months Ended September 30,
	2020		2021
Cash flows provided by (used in) operating activities:
Net income (loss)	$	(198,985)		252,991
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation		81,889		80,956
Payment of contingent consideration in excess of acquisition date fair value		(8,076)		—
Accretion of asset retirement obligations		142		347
Impairment		665,491		1,582
Deferred income tax expense (benefit)		(21,425)		88,547
Equity-based compensation		9,713		10,326
Equity in earnings of unconsolidated affiliates		(63,197)		(66,347)
Distributions from unconsolidated affiliates		69,313		87,115
Amortization of customer relationships		53,011		53,004
Amortization of deferred financing costs		3,299		4,152
Loss on early extinguishment of debt		—		20,701
Settlement of asset retirement obligations		(1,517)		(814)
Loss on asset sale		240		3,628
Changes in assets and liabilities:
Accounts receivable–Antero Resources		17,081		(11,429)
Accounts receivable–third party		1,139		594
Income tax receivable		(17,547)		16,311
Other current assets		1,036		810
Accounts payable–Antero Resources		(717)		(705)
Accounts payable–third party		6,239		11,058
Accrued liabilities		(50,240)		(7,337)
Net cash provided by operating activities		546,889		545,490
Cash flows provided by (used in) investing activities:
Additions to gathering systems and facilities		(137,978)		(120,727)
Additions to water handling systems		(27,287)		(36,221)
Investments in unconsolidated affiliates		(24,802)		(2,070)
Cash received in asset sale		123		1,653
Change in other assets		1,938		—
Net cash used in investing activities		(188,006)		(157,365)
Cash flows provided by (used in) financing activities:
Dividends to stockholders		(443,059)		(363,712)
Dividends to preferred stockholders		(413)		(413)
Repurchases of common stock		(24,713)		—
Issuance of senior notes		—		750,000


		Weighted Average
	Number	Grant Date
	of Units	Fair Value
Total AM LTIP RSUs awarded and unvested—December 31, 2020	3,314,955	$	8.09
Granted	1,791,444		8.71
Vested	(1,267,750)		9.07
Forfeited	(221,710)		7.36
Total AM LTIP RSUs awarded and unvested—September 30, 2021	3,616,939	$	8.10


					Dividends
Period	Record Date	Dividend Date	Dividends		per Share
Q4 2019	January 31, 2020	February 12, 2020	$	148,876	$	0.3075
*	February 14, 2020	February 14, 2020		138		*
Q1 2020	April 30, 2020	May 12, 2020		147,519		0.3075
*	May 15, 2020	May 15, 2020		137		*
Q2 2020	July 30, 2020	August 12, 2020		146,664		0.3075
*	August 14, 2020	August 14, 2020		138		*
Q3 2020	October 29, 2020	November 12, 2020		146,581		0.3075
*	November 16, 2020	November 16, 2020		137		*
	Total 2020		$	590,190

Q4 2020	February 3, 2021	February 11, 2021	$	147,194	$	0.3075
*	February 16, 2021	February 16, 2021		138		*
Q1 2021	April 28, 2021	May 12, 2021		108,799		0.2250
*	May 17, 2021	May 17, 2021		137		*
Q2 2021	July 28, 2021	August 11, 2021		107,719		0.2250
*	August 16, 2021	August 16, 2021		138		*
	Total 2021		$	364,125


					(Unaudited)
	December 31, 2020				September 30, 2021
(in thousands)	Fair Value ⁽¹⁾		Carrying Value ⁽²⁾		Fair Value ⁽¹⁾		Carrying Value ⁽²⁾
2024 Notes	$	633,750		646,391		—		—
2026 Notes		569,250		543,267		599,500		544,028
2027 Notes		637,000		645,390		667,875		645,820
2028 Notes		624,000		643,078		673,530		643,693
2029 Notes		—		—		772,500		741,319
Total	$	2,464,000		2,478,126		2,713,405		2,574,860


					Total Investment
			MarkWest		in Unconsolidated
(in thousands)	Stonewall			Joint Venture	Affiliates
Balance at December 31, 2020	$	137,632		584,846		722,478
Additional investments		—		2,070		2,070
Equity in earnings of unconsolidated affiliates		4,918		61,429		66,347
Distributions from unconsolidated affiliates		(10,215)		(76,900)		(87,115)
Balance at September 30, 2021	$	132,335		571,445		703,780


	Three Months Ended September 30, 2020
	Gathering and		Water				Consolidated
(in thousands)	Processing		Handling		Unallocated ⁽¹⁾		Total
Revenues:
Revenue–Antero Resources	$	190,214		61,001		—		251,215
Amortization of customer relationships		(9,342)		(8,458)		—		(17,800)
Total revenues		180,872		52,543		—		233,415
Operating expenses:
Direct operating		16,078		21,974		—		38,052
General and administrative		8,137		3,100		1,995		13,232
Facility idling		—		2,527		—		2,527
Impairment of property and equipment		947		—		—		947
Depreciation		14,900		11,901		—		26,801
Accretion of asset retirement obligations		—		39		—		39
Total operating expenses		40,062		39,541		1,995		81,598
Operating income	$	140,810		13,002		(1,995)		151,817

Equity in earnings of unconsolidated affiliates	$	23,173		—		—		23,173
Total assets	$	4,383,313		1,146,687		143,504		5,673,504
Additions to property and equipment	$	34,041		7,810		—		41,851


	Three Months Ended September 30, 2021
	Gathering and		Water				Consolidated
(in thousands)	Processing		Handling		Unallocated ⁽¹⁾		Total
Revenues:
Revenue–Antero Resources	$	188,716		53,511		—		242,227
Revenue–third-party		—		245		—		245
Amortization of customer relationships		(9,271)		(8,397)		—		(17,668)
Total revenues		179,445		45,359		—		224,804
Operating expenses:
Direct operating		16,161		23,338		—		39,499
General and administrative		9,076		4,554		1,180		14,810
Facility idling		—		870		—		870
Impairment of property and equipment		—		203		—		203
Depreciation		15,151		12,336		—		27,487
Accretion of asset retirement obligations		—		114		—		114
Total operating expenses		40,388		41,415		1,180		82,983
Operating income	$	139,057		3,944		(1,180)		141,821

Equity in earnings of unconsolidated affiliates	$	24,088		—		—		24,088
Total assets	$	4,416,828		1,100,884		15,921		5,533,633
Additions to property and equipment, net	$	69,069		13,514		—		82,583


	Nine Months Ended September 30, 2020
	Gathering and		Water				Consolidated
(in thousands)	Processing		Handling		Unallocated ⁽¹⁾		Total
Revenues:
Revenue–Antero Resources	$	527,334		222,536		—		749,870
Amortization of customer relationships		(27,819)		(25,192)		—		(53,011)
Total revenues		499,515		197,344		—		696,859
Operating expenses:
Direct operating		43,528		85,319		—		128,847
General and administrative		23,420		9,685		6,086		39,191
Facility idling		—		13,680		—		13,680
Impairment of goodwill		575,461		—		—		575,461
Impairment of property and equipment		947		89,083		—		90,030
Depreciation		42,356		39,533		—		81,889
Accretion of asset retirement obligations		—		142		—		142
Loss on asset sale		—		240		—		240
Total operating expenses		685,712		237,682		6,086		929,480
Operating loss	$	(186,197)		(40,338)		(6,086)		(232,621)

Equity in earnings of unconsolidated affiliates	$	63,197		—		—		63,197
Total assets	$	4,383,313		1,146,687		143,504		5,673,504
Additions to property and equipment	$	137,978		27,287		—		165,265


	Nine Months Ended September 30, 2021
	Gathering and		Water				Consolidated
(in thousands)	Processing		Handling		Unallocated ⁽¹⁾		Total
Revenues:
Revenue–Antero Resources	$	566,544		167,832		—		734,376
Revenue–third-party		—		340		—		340
Amortization of customer relationships		(27,813)		(25,191)		—		(53,004)
Total revenues		538,731		142,981		—		681,712
Operating expenses:
Direct operating		50,409		67,959		—		118,368
General and administrative		26,459		17,107		3,425		46,991
Facility idling		—		3,033		—		3,033
Impairment of property and equipment		1,218		364		—		1,582
Depreciation		44,268		36,688		—		80,956
Accretion of asset retirement obligations		—		347		—		347
Loss on asset sale		3,628		—		—		3,628
Total operating expenses		125,982		125,498		3,425		254,905
Operating income	$	412,749		17,483		(3,425)		426,807

Equity in earnings of unconsolidated affiliates	$	66,347		—		—		66,347
Total assets	$	4,416,828		1,100,884		15,921		5,533,633
Additions to property and equipment, net	$	120,727		36,221		—		156,948


	Low Pressure Gathering	Quarterly Fee
	Volume Growth Incentive	Reduction
	Targets (MMcf/d)	(in millions)
Calendar Years 2021-2023
Threshold 1	>2,900 and <3,150	$12.0
Threshold 2	>3,150 and <3,400	$15.5
Threshold 3	>3,400	$19.0


	Three Months Ended				Amount of
	September 30,				Increase		Percentage
	2020		2021		or Decrease		Change
Operating Data:
Gathering—low pressure (MMcf)		280,688		264,999		(15,689)		(6)	%
Compression (MMcf)		259,523		251,555		(7,968)		(3)	%
Gathering—high pressure (MMcf)		276,699		258,585		(18,114)		(7)	%
Fresh water delivery (MBbl)		10,202		8,335		(1,867)		(18)	%
Other fluid handling (MBbl)		5,151		4,325		(826)		(16)	%
Wells serviced by fresh water delivery		21		18		(3)		(14)	%
Gathering—low pressure (MMcf/d)		3,051		2,880		(171)		(6)	%
Compression (MMcf/d)		2,821		2,734		(87)		(3)	%
Gathering—high pressure (MMcf/d)		3,008		2,811		(197)		(7)	%
Fresh water delivery (MBbl/d)		111		91		(20)		(18)	%
Other fluid handling (MBbl/d)		56		47		(9)		(16)	%
Average Realized Fees:
Average gathering—low pressure fee ($/Mcf)	$	0.33		0.33		—		*
Average compression fee ($/Mcf)	$	0.20		0.20		—		*
Average gathering—high pressure fee ($/Mcf)	$	0.21		0.20		(0.01)		(5)	%
Average fresh water delivery fee ($/Bbl)	$	3.96		3.96		—		*
Joint Venture Operating Data:
Processing—Joint Venture (MMcf)		136,555		141,580		5,025		4	%
Fractionation—Joint Venture (MBbl)		3,552		3,408		(144)		(4)	%
Processing—Joint Venture (MMcf/d)		1,484		1,539		55		4	%
Fractionation—Joint Venture (MBbl/d)		39		37		(2)		(5)	%


					Approximate
				Total Number of	Dollar Value of
	Total Number	Average Price		Shares Purchased	Shares that May
	of Shares	Paid per		as Part of Publicly	Yet be Purchased
Period	Purchased ⁽¹⁾	Share		Announced Plans ⁽²⁾	Under the Plan
July 1, 2021 – July 31, 2021	57,912	$	9.83	—		N/A
August 1, 2021 – August 31, 2021	—		—	—		N/A
September 1, 2021 – September 30, 2021	—		—	—		N/A
Total	57,912	$	9.83	—	$	149,767,409


Exhibit Number		Description of Exhibit
3.1		Certificate of Conversion of Antero Midstream Corporation, dated March 12, 2019 (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K (Commission File No. 001-38075) filed on March 12, 2019).
3.2		Certificate of Incorporation of Antero Midstream Corporation, dated March 12, 2019 (incorporated by reference to Exhibit 3.3 to the Company’s Current Report on Form 8-K (Commission File No. 001-38075) filed on March 12, 2019).
3.3		Bylaws of Antero Midstream Corporation, dated March 12, 2019 (incorporated by reference to Exhibit 3.4 to the Company’s Current Report on Form 8-K (Commission File No. 001-38075) filed on March 12, 2019).
3.4		Certificate of Designations of Antero Midstream Corporation, dated March 12, 2019 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (Commission File No. 001-38075) filed on March 12, 2019).
10.1	*	Second Amended and Restated Credit Facility, dated as of October 26, 2021, by and among Antero Midstream Partners LP, as Borrower, the lenders party thereto and Wells Fargo Bank, National Association., as Administrative Agent
22.1		List of Guarantor and Issuer Subsidiaries (incorporated by reference to Exhibit 22.1 to the Company’s Annual Report on Form 10-K (Commission File No. 001-38075) filed on February 17, 2021).
31.1	*	Certification of the Company’s Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241).
31.2	*	Certification of the Company’s Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241).
32.1	*	Certification of the Company’s Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350).
32.2	*	Certification of the Company’s Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350).
101	*	The following financial information from this Quarterly Report on Form 10-Q of Antero Midstream Corporation for the quarter ended September 30, 2021, formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations and Comprehensive Income (Loss), (iii) Condensed Consolidated Statements of Stockholders’ Equity, (iv) Condensed Consolidated Statements of Cash Flows, and (v) Notes to the Unaudited Condensed Consolidated Financial Statements, tagged as blocks of text.
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).



ANTERO MIDSTREAM CORPORATION

By:	/s/ Brendan E. Krueger
	BRENDAN E. KRUEGER
	Chief Financial Officer, Treasurer and Vice President of Finance

Date:	October 27, 2021