Current Report Filing (8-k)
December 16 2019 - 6:18AM
Edgar (US Regulatory)
0001623925
false
0001623925
2019-12-15
2019-12-16
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
December 16, 2019
ANTERO MIDSTREAM CORPORATION
(Exact name of registrant as specified in
its charter)
Delaware
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001-38075
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61-1748605
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(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(IRS Employer
Identification Number)
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1615 Wynkoop Street
Denver, Colorado 80202
(Address of principal executive offices)
(Zip Code)
Registrants 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
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Trading symbol(s)
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Name of each exchange on which
registered
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Common Stock, par value $0.01 Per Share
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AM
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New York Stock Exchange
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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. ¨
As previously
announced, on December 8, 2019, Antero Midstream Corporation (the “Company”) agreed to purchase $100.0 million worth
of its common stock from Antero Resources Corporation (“Antero Resources”) with the number of shares to be sold based
on a formulaic pricing mechanism taking into account both historical and future pricing of the Company’s common stock (the
“Stock Repurchase”). On December 16, 2019, Antero Resources sold 19,377,592 shares of the Company’s common stock
to the Company pursuant to the Stock Repurchase at a price of $5.1606 per share, which shares were thereafter cancelled by the
Company.
Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
Exhibit
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Description
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document).
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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.
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ANTERO MIDSTREAM CORPORATION
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By:
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/s/ Glen C. Warren, Jr.
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Glen C. Warren, Jr.
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President and Secretary
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Dated: December 16, 2019
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