8-K - AM - Equibles

UNITED STATESSECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORTPursuant to Section 13 or 15(d) ofthe Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 5, 2020

ANTERO MIDSTREAM CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-38075	61-1748605
(State or Other Jurisdiction<br> of Incorporation)	(Commission File Number)	(IRS Employer<br> Identification Number)

1615 Wynkoop Street

Denver, Colorado 80202

(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, including area code

(303) 357-7310

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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 Per Share	AM	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 8.01	Other Events.

On November 5, 2020, Antero Midstream Corporation (the “Company”) issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference, announcing that the Company’s indirect, wholly owned subsidiary, Antero Midstream Partners LP, intends to commence a private offering of senior notes due 2026 (the “Notes”). Net proceeds from the offering of the Notes are intended to repay a portion of the outstanding borrowings under the Company’s credit facility (the “Credit Facility”). As of November 3, 2020, a total of $1.1 billion was outstanding under the Credit Facility.

This Current Report on Form 8-K is neither an offer to sell nor a solicitation of an offer to buy any securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, any securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The securities to be offered have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws, and unless so registered, the securities may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.

Item 9.01.	Financial Statements and Exhibits.

(d) Exhibits.

EXHIBIT	DESCRIPTION
99.1	Antero Midstream Corporation press release, dated November 5, 2020.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

ANTERO MIDSTREAM CORPORATION
By:	/s/ Glen C. Warren, Jr.
	Glen C. Warren, Jr.
	President and Secretary

Dated: November 5, 2020

Exhibit 99.1

Antero Midstream Announces Launch of $400 Million Offering of Senior Notes

Denver, Colorado, November 5, 2020—Antero MidstreamCorporation (NYSE: AM) (“Antero Midstream”) announced today that Antero Midstream Partners LP (“Antero Midstream Partners”), an indirect, wholly owned subsidiary of Antero Midstream, intends to offer $400 million in aggregate principal amount of senior unsecured notes due 2026 (the “Notes”) in a private placement to eligible purchasers.

Antero Midstream Partners intends to use the net proceeds of the offering to repay a portion of the outstanding borrowings under its credit facility. The Notes to be offered have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The Notes will be offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and outside the United States pursuant to Regulation S under the Securities Act.

This press release is neither an offer to sell nor a solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the Notes or any other securities in any jurisdiction in which such offer, solicitation or sale is unlawful.

Antero Midstream Corporation is a Delaware corporation thatowns, operates and develops midstream gathering, compression, processing and fractionation assets located in West Virginia andOhio, as well as integrated water assets that primarily service Antero Resources Corporation’s properties.

This release includes "forward-looking statements.”Such forward-looking statements are subject to a number of risks and uncertainties, many of which are not under Antero Midstream’scontrol. All statements, except for statements of historical fact, made in this release regarding activities, events or developmentsAntero Midstream expects, believes or anticipates will or may occur in the future, such as statements regarding the proposed offeringand the intended use of proceeds, are forward-looking statements within the meaning of Section 27A of the Securities Act and Section21E of the Securities Exchange Act of 1934, as amended. All forward-looking statements speak only as of the date of this release.Although Antero Midstream believes that the plans, intentions and expectations reflected in or suggested by the forward-lookingstatements are reasonable, there is no assurance that these plans, intentions or expectations will be achieved. Therefore, actualoutcomes and results could materially differ from what is expressed, implied or forecast in such statements. Except as requiredby law, Antero Midstream expressly disclaims any obligation to and does not intend to publicly update or revise any forward-lookingstatements.

Antero Midstream cautions you that these forward-lookingstatements are subject to all of the risks and uncertainties incident to Antero Midstream’s business, most of which are difficultto predict and many of which are beyond Antero Midstream’s control. These risks include, but are not limited to, commodityprice volatility, inflation, environmental risks, Antero Resources Corporation’s drilling and completion and other operatingrisks, regulatory changes, the uncertainty inherent in projecting Antero Resources Corporation’s future rates of production,cash flows and access to capital, the timing of development expenditures, impacts of world health events, including the COVID-19pandemic, potential shut-ins of production by producers due to lack of downstream demand or storage capacity, and the other risksdescribed under the heading "Item 1A. Risk Factors" in Antero Midstream's Annual Report on Form 10-K for the year endedDecember 31, 2019 and its subsequently filed Quarterly Reports on Form 10-Q.

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