SEGMENTS | SEGMENTS Our two operating segments represent the Company’s segments for which discrete financial information is available and is utilized on a regular basis by our CODM to make key operating decisions, assess performance and allocate resources. These segments represent strategic business units with differing products and services. No operating segments have been aggregated to form the reportable segments. Therefore, our two operating segments represent our reportable segments. The activities of each of our reportable segments from which the Company earns revenues and incurs expenses are described below: • Midstream Logistics: The Midstream Logistics segment operates under three streams, 1) gas gathering and processing, 2) crude oil gathering, stabilization and storage services and 3) produced water gathering and disposal. • Pipeline Transportation: The Pipeline Transportation segment consists of equity investment interests in three Permian Basin pipelines that access various points along the U.S. Gulf Coast, as well as Kinetik NGL and Delaware Link Pipelines. The current operating pipelines transport crude oil, natural gas and NGLs. Our Chief Executive Officer, who is the CODM, uses Segment Adjusted EBITDA, a non-GAAP measure, to measure profitability and allocate resources among segments. Segment Adjusted EBITDA, a non-GAAP measure, is defined as segment net earnings adjusted to exclude interest expense, income tax expense, depreciation and amortization, the proportionate effect of these same items for our EMI pipelines and other non-recurring items. The CODM considers budget-to-actual and forecast-to-actual variances on a monthly basis when making decisions about allocating capital and personnel to the segments. The Midstream Logistics segment accounts for more than 97% of the Company’s operating revenues, more than 99% of the cost of sales (excluding depreciation and amortization) and operating expenses and more than 93% of the ad valorem expenses. The Pipeline Transportation segment contains all of the Company’s equity method investments, which contribute approximately 92% of the segment’s Adjusted EBITDA. Corporate and Other contains the Company’s executive and administrative functions, including 87% of the Company’s General and Administrative Expenses and all of the Company’s debt service costs. The following tables present the reconciliation of the non-GAAP measure Segment Adjusted EBITDA to the GAAP measure segment income (loss) before income taxes as of and for the three and six months period ended June 30, 2024 and 2023: Midstream Logistics Pipeline Transportation Corporate and Other (1) Consolidated (In thousands) For the Three Months Ended June 30, 2024 Segment income (loss) before income taxes $ 76,441 $ 121,152 $ (79,431) $ 118,162 Add back: Interest expense 2,592 — 51,457 54,049 Depreciation and amortization 72,753 2,302 6 75,061 Contract assets amortization 1,655 — — 1,655 Proportionate EMI EBITDA — 85,922 — 85,922 Share-based compensation — — 15,136 15,136 Loss on debt extinguishment — — 525 525 Integration costs 543 — 1,967 2,510 Acquisition transaction costs — — 3,232 3,232 Other one-time costs or amortization 1,855 — 726 2,581 Deduct: Other interest income — — 310 310 Gain on disposal of assets 76 — — 76 Commodity hedging unrealized gain 8,205 — — 8,205 Gain on sale of equity method investment — 59,884 — 59,884 Equity income from unconsolidated affiliates — 55,955 — 55,955 Segment Adjusted EBITDA (2) $ 147,558 $ 93,537 $ (6,692) $ 234,403 Midstream Logistics Pipeline Transportation Corporate and Other (1) Consolidated (In thousands) For the Three Months Ended June 30, 2023 Segment income (loss) before income taxes $ 55,680 $ 49,493 $ (33,194) $ 71,979 Add back: Interest expense 11 — 16,115 16,126 Depreciation and amortization 69,005 471 6 69,482 Contract assets amortization 1,655 — — 1,655 Proportionate EMI EBITDA — 74,481 — 74,481 Share-based compensation — — 13,299 13,299 Loss on disposal of assets 12,137 — — 12,137 Acquisition transaction costs 2 — — 2 Integration costs 15 — 26 41 Other one-time costs or amortization 743 — 361 1,104 Deduct: Warrant valuation adjustment — — 33 33 Commodity hedging unrealized gain 2,678 — — 2,678 Equity income from unconsolidated affiliates — 49,610 — 49,610 Segment Adjusted EBITDA (2) $ 136,570 $ 74,835 $ (3,420) $ 207,985 Midstream Logistics Pipeline Transportation Corporate and Other (1) Consolidated (In thousands) For the Six Months Ended June 30, 2024 Segment income (loss) before income taxes $ 126,614 $ 186,450 $ (155,708) $ 157,356 Add back: Interest expense 2,608 — 98,908 101,516 Depreciation and amortization 144,063 4,592 12 148,667 Contract assets amortization 3,310 — — 3,310 Proportionate EMI EBITDA — 174,324 — 174,324 Share-based compensation — — 37,697 37,697 Loss on disposal of assets 4,090 — — 4,090 Loss on debt extinguishment — — 525 525 Commodity hedging unrealized loss 6,883 — — 6,883 Integration costs 584 — 1,967 2,551 Acquisition transaction costs — — 3,232 3,232 Other one-time costs or amortization 2,391 — 2,615 5,006 Deduct Other interest income — — 887 887 Gain on sale of equity method investment — 59,884 — 59,884 Equity income from unconsolidated affiliates — 116,424 — 116,424 Segment Adjusted EBITDA (2) $ 290,543 $ 189,058 $ (11,639) $ 467,962 Midstream Logistics Pipeline Transportation Corporate and Other (1) Consolidated (In thousands) For the Six Months Ended June 30, 2023 Segment income (loss) before income taxes $ 107,211 $ 95,927 $ (126,444) $ 76,694 Add back: Interest expense 21 — 85,413 85,434 Depreciation and amortization 137,398 926 12 138,336 Contract assets amortization 3,310 — — 3,310 Proportionate EMI EBITDA — 146,348 — 146,348 Share-based compensation — — 30,839 30,839 Loss on disposal of assets 12,239 — — 12,239 Integration costs — — 953 953 Acquisition transaction costs 33 — 237 270 Other one-time costs or amortization 3,793 — 1,071 4,864 Deduct: Warrant valuation adjustment — — 77 77 Commodity hedging unrealized gain 7,643 — — 7,643 Equity income from unconsolidated affiliates — 96,074 — 96,074 Segment Adjusted EBITDA (2) $ 256,362 $ 147,127 $ (7,996) $ 395,493 (1) Corporate and Other represents those results that: (i) are not specifically attributable to a reportable segment; (ii) are not individually reportable or (iii) have not been allocated to a reportable segment for the purpose of evaluating their performance, including certain General and Administrative Expense items. Items included here to reconcile operating segments profit and loss with the Company’s consolidated profit and loss. (2) Segment adjusted EBITDA is a non-GAAP measure; please see Key Performance Metrics in “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Quarterly Report on Form 10-Q, for a definition and reconciliation to the GAAP measure. The following tables present the revenue for the individual operating segments for the three and six month period ended June 30, 2024 and 2023: Midstream Logistics Pipeline Transportation Elimination Consolidated (In thousands) For the Three Months Ended June 30, 2024 Revenue $ 354,217 $ 2,300 $ — $ 356,517 Other revenue 2,655 285 — 2,940 Intersegment revenue (1) — 6,325 (6,325) — Total segment operating revenue $ 356,872 $ 8,910 $ (6,325) $ 359,457 Midstream Logistics Pipeline Transportation Elimination Consolidated (In thousands) For the Three Months Ended June 30, 2023 Revenue $ 293,251 $ 730 $ — $ 293,981 Other revenue 2,220 2 — 2,222 Total segment operating revenue $ 295,471 $ 732 $ — $ 296,203 Midstream Logistics Pipeline Transportation Elimination Consolidated (In thousands) For the Six Months Ended June 30, 2024 Revenue $ 690,905 $ 4,374 $ — $ 695,279 Other revenue 5,285 287 — 5,572 Intersegment revenue (1) — 12,540 (12,540) — Total segment operating revenue $ 696,190 $ 17,201 $ (12,540) $ 700,851 Midstream Logistics Pipeline Transportation Elimination Consolidated (In thousands) For the Six Months Ended June 30, 2023 Revenue $ 569,806 $ 1,424 $ — $ 571,230 Other revenue 6,009 4 — 6,013 Total segment operating revenue $ 575,815 $ 1,428 $ — $ 577,243 (1) The Company accounts for intersegment sales at market prices, while it accounts for asset transfers at book value. Intersegment revenue is eliminated at consolidation. The following table presents total assets for each operating segment as of June 30, 2024 and December 31, 2023: June 30, December 31, 2024 2023 (In thousands) Midstream Logistics $ 4,390,128 $ 3,772,764 Pipeline Transportation (1) 2,233,969 2,703,588 Segment total assets 6,624,097 6,476,352 Corporate and other 236,175 20,521 Total assets $ 6,860,272 $ 6,496,873 (1) Includes investment in unconsolidated affiliates of $2.08 billion and $2.54 billion as of June 30, 2024 and December 31, 2023, respectively. |