Kinetik Holdings Inc.

For the period ended Jun 30, 2025. Filed Aug 8, 2025.

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 8, 2025

KNTK$50.33+3.2%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Contents

SEGMENTS

SEGMENTS

Ourtwo 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, ourtwo 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 inthree Permian Basin pipelines that access various points along the U.S. Gulf Coast, Kinetik NGL Pipeline and Delaware Link Pipeline. The current operating pipelines transport crude oil, natural gas and NGLs.

Our Chief Executive Officer, who is the CODM, uses segment net income or loss including noncontrolling interest adjusted for interest, taxes, depreciation and amortization, gain or loss on disposal of assets and debt extinguishment, the proportionate EBITDA from our EMI pipelines, equity income and gain from sale of investments recorded using the equity method, share-based compensation expense, noncash increases and decreases related to commodity hedging activities, integration and transaction costs and extraordinary losses and unusual or non-recurring charges (“Segment Adjusted EBITDA”) to assess performance of each operating segment. For both segments, the CODM uses Segment Adjusted EBITDA to allocate resources. The CODM considers budget-to-actual and forecast-to-actual variances on a monthly basis for both measures when making decisions about allocating capital and personnel to the segments.

The Midstream Logistics segment accounts for more than 99% of the Company’s operating revenues, cost of sales (excluding depreciation and amortization), operating expenses and ad valorem expenses. The Pipeline Transportation segment contains all of the Company’s equity method investments, which contribute more than 92% of the segment’s adjusted EBITDA. Corporate and Other contains the Company’s executive and administrative functions, including more than 79% of the Company’s general and administrative expenses and all of the Company’s debt service costs.

The Company regularly provides management reports to the CODM that include cost of sales, operating, general and administrative expenses related to the segments, which are all considered to be significant.

The following tables present the Segment Adjusted EBITDA of the Company’s reportable segments and reconciliations of the segment profits to consolidated income before income tax expenses for the three and six months ended June 30, 2025 and 2024:

	Midstream Logistics	Pipeline Transportation	Corporate and Other(1)	Elimination	Consolidated
For the three months ended June 30, 2025 · (In thousands)
Revenue	$421,813	$2,431	$—	$—	$424,244
Other revenue	2,492	2	—	—	2,494
Intersegment revenue(2)	—	7,674	—	(7,674)	—
Total segment operating revenue	424,305	10,107	—	(7,674)	426,738
Costs of sales (excluding depreciation and amortization expense)	(156,263)	(434)	—	—	(156,697)
Intersegment costs of sales	(7,674)	—	—	7,674	—
Operating expenses(3)	(73,888)	(716)	—	—	(74,604)
General and administrative expenses	(4,996)	(288)	(18,960)	—	(24,244)
Proportionate EMI EBITDA	—	88,100	—	—	88,100
Other segment items(4)	(30,277)	—	13,917	—	(16,360)
Segment Adjusted EBITDA(5)	$151,207	$96,769	$(5,043)	$—	$242,933
Reconciliation of Segment Adjusted EBITDA to income before income taxes
Segment Adjusted EBITDA(5)	$151,207	$96,769	$(5,043)	$—	$242,933
Add back:
Other interest income	—	—	318	—	318
Gain on disposal of assets, net	25	—	—	—	25
Commodity hedging unrealized gain	37,743	—	—	—	37,743
Equity in earnings of unconsolidated affiliates	—	58,705	—	—	58,705
Deduct:
Interest expense	32	—	56,482	—	56,514
Depreciation and amortization expenses	91,449	2,309	5	—	93,763
Contract assets amortization	1,655	—	—	—	1,655
Proportionate EMI EBITDA	—	88,100	—	—	88,100
Share-based compensation	—	—	9,695	—	9,695
Loss on debt extinguishment	—	—	635	—	635
Integration costs	1,972	—	461	—	2,433
Other one-time costs or amortization	1,425	—	3,761	—	5,186
Income (loss) before income taxes	$92,442	$65,065	$(75,764)	$—	$81,743

	Midstream Logistics	Pipeline Transportation	Corporate and Other(1)	Elimination	Consolidated
For the three months ended June 30, 2024 · (In thousands)
Revenue	$354,217	$2,300	$—	$—	$356,517
Other revenue	2,655	285	—	—	2,940
Intersegment revenue(2)	—	6,325	—	(6,325)	—
Total segment operating revenue	356,872	8,910	—	(6,325)	359,457
Costs of sales (excluding depreciation and amortization expense)	(146,424)	(89)	—	—	(146,513)
Intersegment costs of sales	(6,325)	—	—	6,325	—
Operating expenses(3)	(49,473)	(807)	—	—	(50,280)
General and administrative expenses	(2,941)	(400)	(27,750)	—	(31,091)
Proportionate EMI EBITDA	—	85,922	—	—	85,922
Other segment items(4)	(4,151)	1	21,058	—	16,908
Segment Adjusted EBITDA(5)	$147,558	$93,537	$(6,692)	$—	$234,403
Reconciliation of Segment Adjusted EBITDA to income before income taxes
Segment Adjusted EBITDA(5)	$147,558	$93,537	$(6,692)	$—	$234,403
Add back:
Other interest income	—	—	310	—	310
Gain on disposal of assets, net	76	—	—	—	76
Gain on sale of equity method investment	—	59,884	—	—	59,884
Commodity hedging unrealized gain	8,205	—	—	—	8,205
Equity in earnings of unconsolidated affiliates	—	55,955	—	—	55,955
Deduct:
Interest expense	2,592	—	51,457	—	54,049
Depreciation and amortization expenses	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
Income (loss) before income taxes	$76,441	$121,152	$(79,431)	$—	$118,162

	Midstream Logistics	Pipeline Transportation	Corporate and Other(1)	Elimination	Consolidated
For the six months ended June 30, 2025 · (In thousands)
Revenue	$859,838	$4,837	$—	$—	$864,675
Other revenue	5,322	4	—	—	5,326
Intersegment revenue(2)	—	12,478	—	(12,478)	—
Total segment operating revenue	865,160	17,319	—	(12,478)	870,001
Costs of sales (excluding depreciation and amortization expense)	(379,623)	(438)	—	—	(380,061)
Intersegment costs of sales	(12,478)	—	—	12,478	—
Operating expenses(3)	(143,797)	(1,201)	—	—	(144,998)
General and administrative expenses	(12,121)	(660)	(49,055)	—	(61,836)
Proportionate EMI EBITDA	—	175,630	—	—	175,630
Other segment items(4)	(5,736)	—	39,950	—	34,214
Segment Adjusted EBITDA(5)	$311,405	$190,650	$(9,105)	$—	$492,950
Reconciliation of Segment Adjusted EBITDA to income before income taxes
Segment Adjusted EBITDA(5)	$311,405	$190,650	$(9,105)	$—	$492,950
Add back:
Other interest income	—	—	1,108	—	1,108
Gain on disposal of assets, net	65	—	—	—	65
Commodity hedging unrealized gain	19,616	—	—	—	19,616
Equity in earnings of unconsolidated affiliates	—	116,183	—	—	116,183
Deduct:
Interest expense	60	—	112,168	—	112,228
Depreciation and amortization expenses	181,808	4,616	12	—	186,436
Contract assets amortization	3,310	—	—	—	3,310
Proportionate EMI EBITDA	—	175,630	—	—	175,630
Share-based compensation	—	—	30,348	—	30,348
Loss on debt extinguishment	—	—	635	—	635
Integration costs	4,447	—	1,524	—	5,971
Other one-time costs or amortization	3,714	—	8,078	—	11,792
Income (loss) before income taxes	$137,747	$126,587	$(160,762)	$—	$103,572

	Midstream Logistics	Pipeline Transportation	Corporate and Other(1)	Elimination	Consolidated
For the six months ended June 30, 2024 · (In thousands)
Revenue	$690,905	$4,374	$—	$—	$695,279
Other revenue	5,285	287	—	—	5,572
Intersegment revenue(2)	—	12,540	—	(12,540)	—
Total segment operating revenue	696,190	17,201	—	(12,540)	700,851
Costs of sales (excluding depreciation and amortization expense)	(300,119)	(81)	—	—	(300,200)
Intersegment costs of sales	(12,540)	—	—	12,540	—
Operating expenses(3)	(98,443)	(1,535)	—	—	(99,978)
General and administrative expenses	(7,227)	(851)	(57,149)	—	(65,227)
Proportionate EMI EBITDA	—	174,324	—	—	174,324
Other segment items(4)	12,682	—	45,510	—	58,192
Segment Adjusted EBITDA(5)	$290,543	$189,058	$(11,639)	$—	$467,962
Reconciliation of Segment Adjusted EBITDA to income before income taxes
Segment Adjusted EBITDA(5)	$290,543	$189,058	$(11,639)	$—	$467,962
Add back:
Other interest income	—	—	887	—	887
Gain on sale of equity method investment	—	59,884	—	—	59,884
Equity in earnings of unconsolidated affiliates	—	116,424	—	—	116,424
Deduct:
Interest expense	2,608	—	98,908	—	101,516
Depreciation and amortization expenses	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, net	4,090	—	—	—	4,090
Commodity hedging unrealized loss	6,883	—	—	—	6,883
Loss on debt extinguishment	—	—	525	—	525
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
Income (loss) before income taxes	$126,614	$186,450	$(155,708)	$—	$157,356

(1)Corporate and Other represents those results that: (i) are not specifically attributable to an operating 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)The Company accounts for intersegment sales at market prices, while it accounts for asset transfers at book value. Intersegment revenue is eliminated at consolidation.

(3)Operating expenses includes ad valorem taxes.

(4)Other segment items include certain other income items, share-based compensation, adjustments related to amortization of contract costs, commodity hedging unrealized gain or loss, integration costs, acquisition costs and other one-time costs or amortization.

(5)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 other segment expenses that are not included in the segment profit measurements above for the three and six months ended June 30, 2025 and 2024:

	Midstream Logistics	Pipeline Transportation	Corporate and Other (1)	Consolidated
For the three months ended June 30, 2025 · (In thousands)
Income tax expenses	$—	$—	$7,327	$7,327
Capital expenditure(3)(4)	$135,931	$1	$—	$135,932
Income tax expenses	$—	$—	$9,214	$9,214
Capital expenditure(3)	$39,491	$434	$—	$39,925

	Midstream Logistics	Pipeline Transportation	Corporate and Other (1)	Consolidated
For the six months ended June 30, 2025 · (In thousands)
Income tax expenses	$—	$—	$9,894	$9,894
Capital expenditure(3)(4)	$217,164	$243	$—	$217,407
Income tax expenses	$—	$—	$13,001	$13,001
Capital expenditure(3)(4)	$98,118	$2,005	$—	$100,123

	June 30,	December 31,
	2025	2024
Total assets: · (In thousands)
Midstream Logistics	$4,636,437	$4,326,954
Pipeline Transportation(2)	2,253,378	2,270,403
Segment total assets	6,889,815	6,597,357
Corporate and other(1)	261,182	217,580
Total assets	$7,150,997	$6,814,937

(1)Corporate and Other represents those results that: (i) are not specifically attributable to an operating 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)The Pipeline Transportation segment includes investments in unconsolidated affiliates of $2.11 billion and $2.12 billion as of June 30, 2025 and December 31, 2024, respectively.

(3)Excludes capital assets acquired in the Company’s business combination that is included in the Midstream Logistic segment. See Note 2—Business Combinations in the Notes to our Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q for additional information.

(4)Excludes contributions made in the Company’s EMIs that are included in the Pipeline Transportation segment. See Note 6—Equity Method Investmentsin the Notes to our Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q for additional information.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.