CUSIP No. 02215L209
Explanatory Note
This Amendment No. 7 to Schedule 13D amends and supplements the information set forth in Schedule 13D filed by Apache Corporation and
Apache Midstream with the United States Securities and Exchange Commission (the SEC) on December 10, 2018 and subsequently amended by Amendment No. 1 filed on March 11, 2019, Amendment No. 2 filed on
November 10, 2021, Amendment No. 3 filed on March 15, 2022, Amendment No. 4 filed on August 18, 2022, Amendment No. 5 filed on February 21, 2023, and Amendment No. 6 filed on August 18, 2023 (as so
amended, the Schedule 13D).
Except as set forth herein, this Amendment No. 7 does not modify any of the
information previously reported in the Schedule 13D. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D.
Item 3. |
Source and Amount of Funds or Other Consideration |
Item 3 of the Schedule 13D is hereby amended and supplemented by adding the following:
Pursuant to the terms of the DRIP Agreement and the Mandatory DRIP, the Reporting Persons participated in the dividend reinvestment plan of the Issuer and had
100% of their applicable cash dividends or distributions reinvested in shares of Class A Common Stock of the Issuer as follows on November 22, 2023:
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Name of Reporting Person |
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Amount reinvested |
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Price per share |
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Number of shares |
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APA Corporation |
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$ |
13,298,477 |
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$ |
34.3021 |
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387,687 |
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Apache Midstream |
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$ |
13,298,477 |
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$ |
34.3021 |
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387,687 |
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Item 4. |
Purpose of Transaction. |
Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following:
On November 9, 2023, the warrants to acquire 318,214 shares of Class A Common Stock held by Apache Midstream expired by their terms. On
December 14, 2023, pursuant to an underwritten public offering, Apache Midstream sold 7,475,000 shares of Class A Common Stock.
As a result of
the foregoing, Apache Midstream directly owns 13,079,871 shares of Class A Common Stock.
Item 5. |
Interest in Securities of the Issuer. |
Item 5 of the Schedule 13D is hereby amended and supplemented as follows:
Sections (a) and (b) of Item 5 are amended and restated as follows:
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(a) |
The Reporting Persons beneficially owned the following number of shares of Class A Common Stock,
representing the following percentage ownership in the Issuer (see the footnotes to the cover pages hereto): |
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Name of Reporting Person |
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Number of Shares Beneficially Owned |
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Percentage Ownership in the Issuer |
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APA Corporation |
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13,079,871 |
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22.9 |
% |
Apache Midstream |
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13,079,871 |
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22.9 |
% |
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(b) |
As of the close of business on December 14, 2023, the number of shares of Class A Common Stock as to
which each Reporting Person has: |
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(i) |
Sole power to vote or to direct the vote; |
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(ii) |
Shared power to vote or to direct the vote; |
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(iii) |
Sole power to dispose or to direct the disposition; or |
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