Antero Midstream announced a private placement of $500 million in senior unsecured notes due 2034, to be sold to qualified institutional buyers under Rule 144A and Regulation S. The offering is part of a broader financing package that will support the company’s acquisition of HG Energy II Midstream Holdings and the sale of its Ohio Utica Shale midstream assets.
The notes will be issued in a private placement, not registered under the Securities Act, and will be offered only to qualified institutional buyers. Proceeds will be combined with borrowings under the company’s revolving credit facility and the $400 million from the sale of Utica assets to fund the $1.1 billion purchase of HG Energy II Midstream Holdings, LLC, along with related transaction fees.
The acquisition adds contiguous midstream infrastructure in the Marcellus Shale, expanding Antero’s footprint and creating synergies estimated at more than $950 million over ten years. The sale of the Utica assets, valued at $400 million, is part of a broader realignment that sees Antero Resources divesting its Ohio upstream holdings while consolidating core Marcellus assets.
In its most recent earnings, Antero reported a third‑quarter 2025 EPS of $0.27 versus consensus of $0.25, a beat of $0.02, driven by disciplined cost management and operational leverage. Revenue, however, fell to $269.87 million from $294.99 million expected, reflecting macro‑driven demand softness in the midstream market. CEO Michael Kennedy said the company’s “capital efficiency and strategic positioning in the Marcellus basin” underpin the confidence in its growth trajectory.
S&P Global Ratings affirmed a BB+ issuer rating and a BB+ issue‑level rating for the new notes, with a stable outlook. Antero has used free cash flow to reduce debt by $175 million year‑to‑date through September 30, 2025, and aims to bring leverage below 1.0x in 2026, positioning the company for continued expansion while maintaining a conservative capital structure.
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