Kinetik Announces $500 Million Sustainability-Linked Senior Notes Offering
December 04 2023 - 7:55AM
Business Wire
Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik”) announced
today that its subsidiary, Kinetik Holdings LP (the
“Issuer”), intends to offer, subject to market and other
conditions, $500 million aggregate principal amount of
sustainability-linked senior notes due 2028 (the “Senior
Notes”) in an offering (the “Offering”) pursuant to Rule
144A and Regulation S under the Securities Act of 1933, as amended
(the “Securities Act”). The Senior Notes will be fully and
unconditionally guaranteed by Kinetik.
The Issuer intends to use the net proceeds from the Offering,
together with cash on hand and borrowings under its revolving
credit facility, to repay a portion of the outstanding borrowings
under its existing Term Loan Credit Facility (“Term Loan”).
The Issuer has received approvals from the lenders party to the
Term Loan to enter into a First Amendment to the Term Loan
concurrently with the closing of the Offering, which will amend
certain provisions, including, among other things, extending the
maturity to June 8, 2026, effective upon prepayment of loans
thereunder in an aggregate principal amount of no less than $500
million.
The interest rate on the Senior Notes will be linked to
Kinetik’s performance against sustainability performance targets
related to greenhouse gas (“GHG”) and methane emissions
reduction targets and the representation of women in corporate
officer positions. Kinetik published a Sustainability-Linked
Financing Framework (the “Framework”) on May 16, 2022 and
obtained a second party opinion (“SPO”) on the Framework
from ISS ESG. The Framework and the SPO are available on Kinetik’s
website.
The Senior Notes have not been and will not be registered under
the Securities Act or the securities laws of any state and may not
be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements under the
Securities Act and applicable state securities laws.
The Senior Notes will be offered only to persons reasonably
believed to be qualified institutional buyers under Rule 144A under
the Securities Act and to non-U.S. persons outside the United
States under Regulation S under the Securities Act.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy any securities, nor shall there be
any 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.
About Kinetik Holdings Inc.
Kinetik is a fully integrated, pure-play, Permian-to-Gulf Coast
midstream C-corporation operating in the Delaware Basin. Kinetik is
headquartered in Midland, Texas and has a significant presence in
Houston, Texas. Kinetik provides comprehensive gathering,
transportation, compression, processing and treating services for
companies that produce natural gas, natural gas liquids, crude oil
and water.
Forward-looking statements
This news release includes certain statements that may
constitute “forward-looking statements” for purposes of the federal
securities laws. Forward-looking statements include, but are not
limited to, statements that refer to projections, forecasts or
other characterizations of future events or circumstances,
including any underlying assumptions. The words “anticipate,”
“believe,” “continue,” “could,” “estimate,” “expect,” “intends,”
“may,” “might,” “plan,” “seeks,” “possible,” “potential,”
“predict,” “project,” “prospects,” “guidance,” “outlook,” “should,”
“would,” “will,” and similar expressions may identify
forward-looking statements, but the absence of these words does not
mean that a statement is not forward-looking. These statements
include, but are not limited to, statements about Kinetik’s future
plans, expectations, and objectives for Kinetik’s operations,
including statements about strategy, synergies, and future
operations, sustainability initiatives, the Offering, the use of
proceeds therefrom and the amendment of the Term Loan. While
forward-looking statements are based on assumptions and analyses
made by us that we believe to be reasonable under the
circumstances, whether actual results and developments will meet
our expectations and predictions depend on a number of risks and
uncertainties which could cause our actual results, performance,
and financial condition to differ materially from our expectations.
See Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K
for the year ended December 31, 2022. Any forward-looking statement
made by us in this news release speaks only as of the date on which
it is made. Factors or events that could cause our actual results
to differ may emerge from time to time, and it is not possible for
us to predict all of them. We undertake no obligation to publicly
update any forward-looking statement, whether as a result of new
information, future development, or otherwise, except as may be
required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20231204576571/en/
Kinetik Investors: (713) 487-4832 Maddie Wagner (713) 574-4743
Alex Durkee
Kinetik (NYSE:KNTK)
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