Apache Form 3 Initial statement of insider ownership

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

APACHE CORP

(Last) (First) (Middle)

2000 POST OAK BOULEVARD, SUITE 100

(Street)

HOUSTON TX 77056

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/09/2018

3. Issuer Name and Ticker or Trading Symbol
Altus Midstream Co [ ALTM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	7,313,028	I	See Footnote(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrants (right to buy)	12/09/2018	11/09/2023	Class A Common Stock	3,182,140	11.5	I	See Footnote(1)
Class C Common Stock	05/08/2019	(2)(3)	Class A Common Stock	250,000,000	(2)(3)	I	See Footnote(1)

1. Name and Address of Reporting Person^*

APACHE CORP

(Last) (First) (Middle)

2000 POST OAK BOULEVARD, SUITE 100

(Street)

HOUSTON TX 77056

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Apache Midstream LLC

(Last) (First) (Middle)

2000 POST OAK BOULEVARD

SUITE 100

(Street)

HOUSTON TX 77056

(City) (State) (Zip)

Explanation of Responses:

1. The reported securities are owned directly by Apache Midstream LLC, which is a wholly owned subsidiary of Apache Corporation.

2. In connection with the closing of the Issuer's initial business combination on November 9, 2018 (the "Closing"), the Issuer issued to Apache Midstream LLC 250,000,000 shares of the Issuer's Class C common stock, par value $0.0001 per share ("Class C Common Stock"), and caused its subsidiary, Altus Midstream LP, to issue to Apache Midstream LLC an equal number of common units representing limited partner interests in Altus Midstream LP ("Common Units") in exchange for certain interests of Apache Midstream LLC. Common Units, when combined with an equal number of shares of Class C Common Stock, may, at the option of the holder, be redeemed for shares of the Issuer's Class A common stock, par value $0.0001 per share ("Class A Common Stock"),

3. (Continued from footnote 2) on a one-for-one basis or, at Altus Midstream LP's option, redeemed for an equivalent amount of cash, at any time after the date that is 180 days after the Closing. Upon redemption, shares of Class C Common Stock will be cancelled. Shares of Class C Common Stock have no expiration date.

Remarks:

	/s/ Ben C. Rodgers, Authorized Officer of each Reporting Owner	12/10/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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