Summit Midstream Corp
For the period ended Mar 31, 2026. Filed May 11, 2026.
View on SEC.govAbout 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.
Mar 31, 2026 · Filed May 11, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-10.
0002024218-25-000069
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-11.
0002024218-26-000069
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 215 previous paragraphs and 192 current paragraphs.
77 unchanged; 64 reworded; 46 added; 67 removed; 7 previous and 5 current paragraphs rearranged.
Tables are not compared: 18 previous and 16 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (46)
Current report
2026 capital structure transactions. During the quarterly period ended March 31, 2026, we completed several transactions with counterparties that impacted our financial position and quarterly cash flows and will also impact future cash outflows for interest expense, dividends, and operating and financing activities.
Current report
•Legacy Permian Transmission Credit Facilities Refinancing. In March 2026, we completed a $440.0 million refinancing of our Legacy Permian Transmission Credit Facilities in the form of the New Permian Transmission Facility having a maturity in March 2031, bearing interest at SOFR plus 4.00% per annum. The New Permian Transmission Facility consists of $340.0 million in initial term loan commitments, $50.0 million in delayed draw commitments (with a commitment fee of 1.00% per annum) and a $50.0 million uncommitted incremental facility. In connection with the New Permian Transmission Facility, Summit Permian Transmission entered into a $7.0 million letter of credit arrangement.
Current report
•Redemption of Subsidiary Series A Preferred Units. In March 2026, in connection with the Legacy Permian Transmission Credit Facility Refinancing, we redeemed in full all outstanding Subsidiary Series A Preferred Units for $143.2 million.
Current report
•Cash settlement of unpaid dividends for Series A Preferred Units. In March 2026, we made a cash dividend payment to the holders of our Series A Preferred Units which included $46.3 million for accrued and unpaid dividends owed from March 15, 2020 to December 14, 2024.
Current report
•Equity issuance with a related party. On March 31, 2026, pursuant to a Securities Purchase Agreement (the “Purchase Agreement”), by and among the Company, SMLP and Tall Oak Parent, and solely for purposes of modifying certain existing registration rights as detailed in the Purchase Agreement, Connect Midstream, LLC, we issued and sold to Tall Oak Parent 1,351,351 shares of common stock of the Company in exchange for $41.5 million of cash proceeds, net of $0.5 million of issuance costs. The shares were issued at a price of $31.08 per share, which represented the “Minimum Price” in accordance with NYSE regulations. The shares are subject to a 6-month lock up period and other terms and conditions.
Current report
•a volume throughput increase of 38 MMcf/d for the Rockies segment.
Current report
•a volume throughput decrease of 12 MMcf/d for the Mid-Con segment.
Current report
•a $1.3 million decrease in the Rockies;
Current report
•a $0.8 million decrease in the Mid-Con; and
Current report
•a $15.0 million increase in the Rockies, primarily reflecting new well connections and additional throughput in connection with the Moonrise Acquisition, partially offset by natural production declines.
Current report
General and administrative. General and administrative expense increased $1.3 million for the three months ended March 31, 2026, compared to the three months ended March 31, 2025 primarily as a result of increased employee salaries and benefits expense and a $2.0 million expense related to the settlement of an outstanding commercial dispute. These increases were partially offset by lower contract labor expense. For the three months ended March 31, 2026 and 2025, general and administrative expenses include $3.0 million and $2.4 million of noncash stock-based compensation, respectively.
Current report
Depreciation and amortization. Depreciation and amortization expense decreased $1.8 million for the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily due to certain Piceance segment assets that were disposed of during the quarterly period ended September 30, 2025.
Current report
Interest Expense. Interest expense increased $2.5 million for the three months ended March 31, 2026, compared to the three months ended March 31, 2025 primarily related to $1.6 million of increased debt issuance cost amortization, primarily related to the write off of the remaining unamortized debt issuance costs on the Legacy Permian Transmission Credit Facilities and $1.1 million of increased interest expense related to the issuance of the Additional 2029 Secured Notes.
Current report
Not considered meaningful
Current report
Three months ended March 31, 2026. Segment adjusted EBITDA increased $1.5 million, compared to the three months ended March 31, 2025, primarily as a result of increased throughput described above, partially offset by lower freshwater sales.
Current report
The following table presents the MVC quantities (i) that Double E’s shippers have contracted for under firm transportation service agreements and related negotiated rate agreements and (ii) three new precedent agreements for projects not yet placed in service. These precedent agreements are expected to require between $45.0 and $50.0 million of capital investment by Summit Permian Transmission, all of which is expected to be funded with the New Permian Transmission Facility.
Current report
Three months ended March 31, 2026. Segment adjusted EBITDA decreased $3.1 million, compared to the three months ended March 31, 2025, primarily as a result of lower volume throughput discussed above as well as a temporary increase in field compression equipment expense.
Current report
*Not considered meaningful
Current report
General and administrative. For the three months ended March 31, 2026, general and administrative expenses attributable to Corporate and Other decreased by $1.3 million compared to the three months ended March 31, 2025, primarily due to lower fees associated with transition services incurred in 2025 for the Tall Oak acquisition, offset by increased employee salaries and benefit expense. For the three months ended March 31, 2026 and 2025, general and administrative expenses included $3.0 million and $2.4 million of noncash stock-based compensation, respectively.
Current report
New Permian Transmission Facility. On March 16, 2026, Summit Permian Transmission completed a $440.0 million refinancing of the Legacy Permian Transmission Credit Facilities in the form of a new term loan facility (the “New Permian Transmission Facility”) bearing interest at SOFR plus 4.00% per annum and with a maturity in March 2031. The New Permian Transmission Facility consists of $340.0 million in initial term loan commitments, $50.0 million in delayed draw commitments (with a commitment fee of 1.00% per annum) and a $50.0 million uncommitted incremental facility.
Current report
Material Transactions Impacting Liquidity. As discussed elsewhere in Item 2 of this document, we completed the following material transactions during the three months ended March 31, 2026 that impacted, or will impact, our current and future liquidity and payment obligations.
Current report
•Refinancing of Legacy Permian Transmission Credit Facilities. In March 2026, we completed a $440.0 million refinancing of our Legacy Permian Transmission Credit Facilities in the form of the New Permian Transmission Facility.
Current report
•Redemption of Subsidiary Series A Preferred Units. In March 2026, in connection with the refinancing of our Legacy Permian Transmission Credit Facilities, we redeemed in full all outstanding Subsidiary Series A Preferred Units with a cash payment of $143.2 million.
Current report
•Cash settlement of unpaid dividends for Series A Preferred Units. In March 2026, we made a cash dividend payment to the holders of our Series A Preferred Units which included a $46.3 million cash payment for accrued and unpaid dividends owed from March 15, 2020 to December 14, 2024.
Current report
•Equity issuance with a related party. In March 2026, we issued and sold to Tall Oak Parent 1,351,351 shares of common stock of the Company in exchange for $41.5 million of cash proceeds, net of $0.5 million of issuance costs.
Current report
•Payment of Related party – Tall Oak deferred earn-out. In March 2026, we settled our deferred earn-out obligation to Tall Oak Parent in full for a cash payment of $22.0 million.
Current report
Operating activities. Details of operating cash flows follow:
Current report
Operating activity cash flows during the three months ended March 31, 2026 primarily reflected:
Current report
Operating activity cash flows during the three months ended March 31, 2025 primarily reflected:
Current report
•an $18.0 million outflow due to changes in working capital accounts.
Current report
Investing activities. Details of investing cash flows follow:
Current report
Investing activity cash flows during the three months ended March 31, 2026 primarily reflected:
Current report
Investing activity cash flows during the three months ended March 31, 2025 primarily reflected:
Current report
Financing activities. Details of financing activities follow:
Current report
Financing activity cash flows during the three months ended March 31, 2026 primarily reflected:
Current report
•$340.0 million of cash inflows for borrowings under the New Permian Transmission Credit Facility;
Current report
•$78.0 million of cash inflows for borrowings on the Amended and Restated ABL Facility;
Current report
•$41.5 million of cash inflows for proceeds from related party shares issued for cash; partially offset by
Current report
•$143.2 million of cash outflows for redemption of our Subsidiary Series A Preferred Units;
Current report
•$117.0 million of cash outflows for repayments on the Legacy Permian Transmission Term Loan;
Showing the first 40 of 46 passages. Open the source sections for the rest.
Removed paragraphs (67)
Previous report
Unless the context requires otherwise or unless otherwise noted, all references to “Summit Midstream,” the “Company,” “we,” “us,” “our” or like terms are to Summit Midstream Corporation (including its subsidiaries) for the periods after August 1, 2024, the date the Corporate Reorganization was consummated. For the periods prior to August 1, 2024, unless the context requires otherwise or unless otherwise noted, all reference to “Summit Midstream,” or the “Company” are to Summit Midstream Partners, LP. (including its subsidiaries).
Previous report
Moonrise Acquisition. On March 10, 2025, the Company completed the transaction contemplated in the Membership Interest Purchase Agreement, dated as of March 10, 2025, by and among the Company, Summit Holdings, Fundare, and solely for purposes of Section 9.19 thereto, Fundare Resources Company, LLC, a Delaware limited liability company, pursuant to which Fundare contributed all of its equity interests in Moonrise to Summit Holdings in exchange for total consideration equal to approximately $90.0 million. Total consideration consisted of (i) a $70.0 million cash payment and (ii) the issuance of 462,265 shares of common stock of the Company.
Previous report
The borrowings under our Amended and Restated ABL Facility, which have a variable interest rate, expose us to the risk of increasing interest rates.
Previous report
One Big Beautiful Bill Act. On July 4, 2025, new U.S tax legislation was signed into law (known as the “One Big Beautiful Bill Act” or “OBBBA”) which makes permanent many of the tax provisions enacted in 2017 as part of the Tax Cuts and Jobs Act that were set to expire at the end of 2025. Currently, as a result of the OBBBA reverting to a higher EBITDA-based business interest expense limitation, the Company expects the passage of the OBBBA will now allow it to deduct significantly more of its interest expense. Prior to the passage of the OBBBA, the Company’s ability to deduct its interest expense was more limited.
Previous report
•a volume throughput increase of 253 MMcf/d for the Mid-Con segment.
Previous report
•a volume throughput increase of 30 MMcf/d for the Rockies segment.
Previous report
Natural gas throughput volumes increased 5 MMcf/d for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, primarily reflecting:
Previous report
•a volume throughput decrease of 269 MMcf/d for the Northeast segment.
Previous report
•a volume throughput increase of 288 MMcf/d for the Mid-Con segment.
Previous report
Crude oil and produced water throughput volumes at the Rockies segment increased for the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024, primarily due to 28 new well connections that came online subsequent to September 30, 2024 and additional throughput in connection with the Moonrise Acquisition, partially offset by natural production declines.
Previous report
•a $22.4 million increase in the Mid-Con, primarily due to increased volume throughput as a result of the Tall Oak Acquisition; partially offset by
Previous report
•a $18.5 million increase in the Rockies, primarily due to increased volume throughput; and
Previous report
•a $4.5 million increase in the Mid-Con, primarily related to increased volume throughput as a result of the Tall Oak Acquisition.
Previous report
Total revenues increased $97.2 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, comprised of a $51.5 million increase in natural gas, NGLs and condensate sales, a $42.5 million increase in gathering services and related fees and a $3.2 million increase in other revenue.
Previous report
Gathering Services and Related Fees. Gathering services and related fees increased $42.5 million compared to the nine months ended September 30, 2024, primarily reflecting:
Previous report
•a $70.0 million increase in the Mid-Con, primarily due to increased volume throughput as a result of the Tall Oak Acquisition; partially offset by
Previous report
•a $18.9 million decrease in the Northeast, primarily due to the sale of the Mountaineer Midstream system and the disposition of Summit Utica; and
Previous report
•a $36.9 million increase in the Rockies, primarily due to increased volume throughput; and
Previous report
•a $14.8 million increase in the Mid-Con, primarily related to increased volume throughput as a result of the Tall Oak Acquisition.
Previous report
Total costs and expenses increased $7.1 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024.
Previous report
Cost of natural gas and NGLs increased $21.4 million for the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024.
Previous report
Operation and maintenance expense increased $38.2 million for the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024 primarily as a result of the Tall Oak Acquisition and the Moonrise Acquisition, partially offset by the disposition of our Mountaineer Midstream system.
Previous report
Long-lived asset impairments. During the quarterly period ended March 31, 2024, we recognized an impairment charge of $67.9 million in connection with the Mountaineer Transaction.
Previous report
Interest expense decreased $24.4 million for the nine months ended September 30, 2025, compared to nine months ended September 30, 2024, primarily due to $44.2 million of reduced interest expense as a result of the 2026 Secured Notes Tender Offer and the Asset Sale Offer that occurred in July 2024 and May 2024, respectively and $12.0 million of reduced interest expense due to the full repayment and discharge of the 2026 Unsecured Notes in June 2024, partially offset by $43.7 million of increased borrowing costs in connection with the issuance of the 2029 Secured Notes in July 2024 and January 2025.
Previous report
Income Tax. For the nine months ended September 30, 2025, the Company recorded a tax expense of $0.1 million. The income tax expense was the result of the Company’s Up-C tax structure, which results in the allocation of income from SMLP to SMC, in which SMC records a provision for income taxes. For the year ended December 31, 2025, the Company expects to generate a tax net operating loss.
Previous report
Segment Overview for the Three and Nine Months Ended September 30, 2025 and 2024
Previous report
Three and nine months ended September 30, 2025. Segment adjusted EBITDA increased $4.1 million and $8.5 million, compared to the three and nine months ended September 30, 2024, respectively, primarily as a result of margin mix and the Moonrise Acquisition.
Previous report
The following table presents the MVC quantities that Double E’s shippers have contracted to with firm transportation service agreements and related negotiated rate agreements. excluding a new precedent agreement for 100 MMcf/d of firm capacity with an expected in-service during the fourth quarter of 2026 and a 10-year term:
Previous report
Three and nine months ended September 30, 2025. Segment adjusted EBITDA decreased $0.3 million and $6.1 million, respectively, compared to the three and nine months ended September 30, 2024 primarily related to contractual step-downs.
Previous report
Volume throughput increased for the three and nine months ended September 30, 2025, compared to the three and nine months ended September 30, 2024, primarily as a result of the Tall Oak Acquisition and 32 new well connections that came online subsequent to September 30, 2024 and the resumption of previous production curtailments associated with reductions in commodity pricing.
Previous report
Northeast.
Previous report
Volume throughput for the Northeast reportable segment follows.
Previous report
On March 22, 2024, we completed the disposition of Summit Utica, the owner of our equity method investment, Ohio Gathering, and on May 1, 2024, we completed the disposition of our Mountaineer Midstream system.
Previous report
Financial data for our Northeast reportable segment follows.
Previous report
(1)SMLP recorded its financial results of its investment in Ohio Gathering on a one-month lag based on financial information available to us during the reporting period. With the divestiture of Ohio Gathering in March 2024, proportional adjusted EBITDA includes financial results from December 1, 2023 through March 22, 2024 ($2.5 million for March 1, 2024 - March 22, 2024).
Previous report
General and administrative. General and administrative expenses increased by $0.2 million and $2.4 million for the three and nine months ended September 30, 2025, respectively, compared to the three and nine months ended September 30, 2024. For the nine months ended September 30, 2024 the increase is primarily due to increased professional and legal expenses and $2.1 million of corporate severance expense.
Previous report
Interest expense decreased $24.4 million for the nine months ended September 30, 2025, compared to nine months ended September 30, 2024, primarily due to $44.2 million of reduced interest expense as a result of the 2026 Secured Notes Tender Offer and the Asset Sale Offer that occurred in July 2024 and May 2024, respectively and $12.0 million of reduced interest expense due to the full repayment and discharge of the 2026 Unsecured Notes in June 2024, partially offset by $43.7 million of increased borrowing costs in connection with the issuance of the 2029 Secured Notes in July 2024 and January 2025.
Previous report
2029 Secured Notes. On July 26, 2024, Summit Holdings issued $575.0 million aggregate principal amount of 8.625% Senior Secured Second Lien Notes due 2029. The 2029 Secured Notes are guaranteed on a senior second-priority basis by Summit Midstream Corporation and certain of Summit Midstream Corporation’s existing and future subsidiaries and are secured on a second-priority basis by substantially the same collateral that is pledged for the benefit of the lenders under the Amended and Restated ABL Facility. On January 10, 2025, Summit Holdings issued an additional $250.0 million in aggregate principal amount of 2029 Secured Notes as additional notes under the same indenture pursuant to which, on July 26, 2024, Summit Holdings issued $575.0 million in aggregate principal amount of 2029 Secured Notes. The 2029 Secured Notes mature on October 31, 2029 and have interest payable semi-annually in arrears on each February 15 and August 15. As of September 30, 2025, the outstanding balance of the 2029 Secured Notes was $825.0 million.
Previous report
Operating activities.
Previous report
Cash flows provided by operating activities for the nine months ended September 30, 2025 primarily reflected:
Showing the first 40 of 67 passages. Open the source sections for the rest.
Reworded paragraphs (64)
Previous wording
We are a value-oriented company focused on developing, owning and operating midstream energy infrastructure assets that are strategically located in unconventional resource basins, primarily shale formations, in the continental United States.
Current wording
We are a value-oriented company focused on developing, owning, and operating midstream energy infrastructure assets that are strategically located in the core producing areas of unconventional resource basins, primarily shale formations, in the continental U.S.
Previous wording
The following table presents certain consolidated and reportable segment financial data. For additional information on our reportable segments, see the “Segment Overview for the Three and Nine Months Ended September 30, 2025 and 2024” section included herein.
Current wording
The following table presents certain consolidated and reportable segment financial data. For additional information on our reportable segments, see the “Segment Overview for the Three Months Ended March 31, 2026 and 2025” section included herein.
Previous wording
•Ongoing impact of political and economic conditions and events in foreign oil and natural gas producing countries on commodity prices, including the continued conflicts in the Middle East, current Russia-Ukraine conflict, the international sanctions against Russia and other sustained military campaigns;
Current wording
•Ongoing impact of political and economic conditions and events in foreign oil and natural gas producing countries on commodity prices, including the ongoing U.S. military operation in Iran, and the threatened and actual closing of oil shipping routes, including the Strait of Hormuz, by Iran and affiliated groups, the current Russia-Ukraine conflict, international sanctions against Russia, the U.S. military operation in Venezuela, and other sustained military campaigns;
Previous wording
•Actions of the OPEC and its allies, including the ability and willingness of the members of OPEC and other exporting nations to agree to and maintain oil price and production controls;
Current wording
•Actions of OPEC and its allies, including the ability and willingness of the members of OPEC and other exporting nations to agree to and maintain oil price and production controls;
Previous wording
Capital structure optimization and portfolio management. We intend to continue to improve our capital structure in the future by reducing our indebtedness with free cash flow, and when appropriate, we may pursue opportunistic transactions with the objective of increasing long term shareholder value. This may include opportunistic acquisitions, divestitures, re-allocation of capital to new or existing areas, and development of joint ventures involving our existing midstream assets or new investment opportunities. We believe that our current cash balance, internally generated cash flow, our Amended and Restated ABL Facility, the Permian Credit Facility, and access to debt or equity will be adequate to finance our strategic initiatives. To attain our overall corporate strategic objectives, we may conduct an asset divestiture, or divestitures, at a transaction valuation that is less than the net book value of the divested asset. On March 24, 2025, the Company filed a registration statement on Form S-3, which was declared effective by the SEC on April 1, 2025, registering an indeterminate number or amount, as the case may be, of certain equity securities under the Securities Act to be sold by the Company from time to time at indeterminate prices, which together shall have a maximum aggregate offering price not to exceed $240.0 million.
Current wording
Capital structure optimization and portfolio management. We intend to continue to improve our capital structure in the future by reducing our indebtedness with free cash flow, and when appropriate, we may pursue opportunistic transactions with the objective of increasing long-term shareholder value. This may include opportunistic acquisitions, divestitures, re-allocation of capital to new or existing areas, and development of joint ventures involving our existing midstream assets or new investment opportunities. We believe that our current cash balance, internally generated cash flow, our Amended and Restated ABL Facility, the New Permian Transmission Facility, and access to debt or equity capital markets will be adequate to finance our strategic initiatives. To attain our overall corporate strategic objectives, we may conduct an asset divestiture, or divestitures, at a transaction valuation that is less than the net book value of the divested asset.
Previous wording
Ongoing impact of political and economic conditions and events in foreign oil and natural gas producing countries on commodity prices. Although we operate solely in the United States, certain events and conditions in foreign oil and natural gas producing countries, such as the continued conflict in the Middle East, including the Hamas-Israel war, and the recent escalation of the Israel-Iran conflict, and Russia’s invasion of Ukraine, could have potential effects on us, including, but not limited to, volatility in currencies and commodity prices, higher inflation, cost and supply chain pressures and availability and disruptions in banking systems and capital markets. As of the date of filing, there have been no material impacts to us.
Current wording
Ongoing impact of political and economic conditions and events in foreign oil and natural gas producing countries on commodity prices. Although we operate solely in the U.S., certain events and conditions in foreign oil and natural gas producing countries, such as the ongoing U.S. military operation in Iran, and the threatened and actual closing of oil shipping routes, including the Strait of Hormuz, by Iran and affiliated groups, Russia’s invasion of Ukraine, and the recent change in Venezuela’s political leadership, could have potential effects on us, including, but not limited to, volatility in currencies and commodity prices, higher inflation, cost and supply chain pressures and availability and disruptions in banking systems and capital markets. As of the date of filing, there have been no material impacts to us.
Previous wording
Natural gas, NGL and crude oil supply and demand dynamics. Natural gas continues to be a critical component of energy supply and demand in the United States. Over the long term, we believe that the prospects for continued natural gas demand are favorable and will be driven primarily by global population and economic growth, as well as the continued displacement of coal-fired electricity generation by natural gas-fired electricity generation and increase in U.S. LNG exports. Over the next several years, we expect natural gas prices will support continued upstream industry activity by producers focused on natural gas production.
Current wording
Natural gas, NGL, and crude oil supply and demand dynamics. Natural gas continues to be a critical component of energy supply and demand in the U.S. Over the long term, we believe that the prospects for continued natural gas demand are favorable and will be driven primarily by global population and economic growth, as well as the continued displacement of coal-fired electricity generation by natural gas-fired electricity generation and increase in U.S. LNG exports. Over the next several years, we expect natural gas prices will support continued upstream industry activity by producers focused on natural gas production.
Previous wording
Inflation and operating costs. The annual rate of inflation in the United States hit 6.5% in December 2022, one of the highest increases in more than three decades, as measured by the Consumer Price Index. While inflation has declined since further increases in inflation could increase our operating costs and the overall cost of capital projects we undertake. While some of our fee arrangements escalate based on changes in price indexes, these fee escalations may not be sufficient to offset an increase in our expenditures. Furthermore, inflation may impact producers’ economic decision making, which in turn could impact their willingness to develop acreage in areas that are more susceptible to inflationary pressures and labor force shortages.
Current wording
Inflation and operating costs. The annual rate of inflation in the U.S. hit 6.5% in December 2022, one of the highest increases in more than three decades, as measured by the Consumer Price Index. While inflation has declined since the second half of 2022, further increases in inflation could increase our operating costs and the overall cost of capital projects we undertake. While some of our fee arrangements escalate based on changes in price indexes, these fee escalations may not be sufficient to offset an increase in our expenditures. Furthermore, inflation may impact producers’ economic decision making, which in turn could impact their willingness to develop acreage in areas that are more susceptible to inflationary pressures and labor force shortages.
Previous wording
Impact of increases in interest rates. Increases in interest rates could adversely affect our future ability to obtain financing or materially increase the cost of existing and any additional financing. Since March 2022, the Federal Reserve has raised its target range for the federal funds rate multiple times and the timing of any potential further increases or decreases remains uncertain. As of September 30, 2025, we had approximately $825.0 million principal of fixed-rate debt, $150.0 million outstanding under our variable rate Amended and Restated ABL Facility and $117.0 million outstanding under the variable rate Permian Transmission Term Loan (see Note 8 - Debt). As of September 30, 2025, we had $105.3 million of interest rate exposure hedged to offset the impact of changes in interest rates on our Permian Transmission Term Loan.
Current wording
Impact of increases in interest rates. Increases in interest rates could adversely affect our future ability to obtain financing or materially increase the cost of existing and any additional financing. Since March 2022, the Federal Reserve has raised its target range for the federal funds rate multiple times and the timing of any potential further increases or decreases remains uncertain. As of March 31, 2026, we had approximately $825.0 million principal of fixed-rate debt, $116.0 million outstanding under our variable rate Amended and Restated ABL Facility and $340.0 million outstanding under the variable rate New Permian Transmission Facility. (See Note 7 - Debtfor additional information.) As of March 31, 2026, we had $100.0 million of interest rate exposure hedged to offset the impact of changes in interest rates on our New Permian Transmission Facility.
Previous wording
Consolidated Overview for the Three and Nine Months Ended September 30, 2025 and 2024
Current wording
Consolidated Overview for the Three Months Ended March 31, 2026 and 2025
Previous wording
(1)Excludes volume throughput for Ohio Gathering and Double E. For additional information, see the Northeast and Permian sections herein under the caption “Segment Overview for the Three and Nine Months Ended September 30, 2025 and 2024”.
Current wording
(1)Excludes volume throughput for Double E. For additional information, see the Permian section herein under the caption “Segment Overview for the Three Months Ended March 31, 2026 and 2025”.
Previous wording
Volumes – Gas. Natural gas throughput volumes increased 258 MMcf/d for the three months ended September 30, 2025 compared to the three months ended September 30, 2024, primarily reflecting:
Current wording
Volumes – Gas. Natural gas throughput volumes decreased 13 MMcf/d for the three months ended March 31, 2026 compared to the three months ended March 31, 2025, reflecting:
Previous wording
•a volume throughput decrease of 25 MMcf/d for the Piceance segment.
Current wording
•a volume throughput decrease of 39 MMcf/d for the Piceance segment.
Previous wording
Volumes – Liquids. Crude oil and produced water throughput volumes at the Rockies segment increased for the three months ended September 30, 2025, compared to the three months ended September 30, 2024, primarily due to 28 new well connections that came online subsequent to September 30, 2024 and additional throughput in connection with the Moonrise Acquisition, partially offset by natural production declines.
Current wording
Volumes – Liquids. Crude oil and produced water throughput volumes at the Rockies segment decreased for the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily due to natural production declines, offset by 11 new well connections that came online subsequent to March 31, 2025.
Previous wording
For additional information on volumes, see the “Segment Overview for the Three and Nine Months Ended September 30, 2025 and 2024” section herein.
Current wording
For additional information on volumes, see the “Segment Overview for the Three Months Ended March 31, 2026 and 2025” section herein.
Previous wording
Revenues. Total revenues increased $44.5 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024, comprised of a $22.8 million increase in natural gas, NGLs and condensate sales, a $21.3 million increase in gathering services and related fees and a $0.3 million increase in other revenue.
Current wording
Revenues. Total revenues increased $6.4 million during the three months ended March 31, 2026 compared to the three months ended March 31, 2025, comprised of a $14.3 million increase in natural gas, NGLs and condensate sales, a $4.6 million decrease in gathering services and related fees and a $3.3 million decrease in other revenue.
Previous wording
Gathering Services and Related Fees. Gathering services and related fees increased $21.3 million compared to the three months ended September 30, 2024, primarily reflecting:
Current wording
Gathering Services and Related Fees. Gathering services and related fees decreased $4.6 million compared to the three months ended March 31, 2025, primarily reflecting:
Previous wording
•a $2.2 million decrease in the Piceance, primarily due to decreased volume throughput.
Current wording
•a $2.5 million decrease in the Piceance, primarily due to decreased volume throughput.
Previous wording
Natural Gas, NGLs and Condensate Sales. Natural gas, NGLs and condensate revenues increased $22.8 million compared to the three months ended September 30, 2024, primarily reflecting:
Current wording
Natural Gas, NGLs and Condensate Sales. Natural gas, NGLs and condensate revenues increased $14.3 million compared to the three months ended March 31, 2025, primarily reflecting:
Previous wording
Costs and Expenses. Total costs and expenses increased $31.0 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024.
Current wording
Costs and Expenses. Total costs and expenses increased $4.7 million during the three months ended March 31, 2026 compared to the three months ended March 31, 2025.
Previous wording
Cost of Natural Gas and NGLs. Cost of natural gas and NGLs increased $9.9 million for the three months ended September 30, 2025, compared to the three months ended September 30, 2024.
Current wording
Cost of Natural Gas and NGLs. Cost of natural gas and NGLs increased $3.9 million for the three months ended March 31, 2026, compared to the three months ended March 31, 2025 primarily related to the Moonrise Acquisition in late March 2025.
Previous wording
Operation and Maintenance. Operation and maintenance expense increased $13.9 million for the three months ended September 30, 2025, compared to the three months ended September 30, 2024 primarily as a result of the Tall Oak Acquisition and the Moonrise Acquisition, partially offset by the disposition of our Mountaineer Midstream system.
Current wording
Operation and Maintenance. Operation and maintenance expense increased $4.7 million for the three months ended March 31, 2026, compared to the three months ended March 31, 2025 primarily as a result of the Moonrise Acquisition which closed in March 2025.
Previous wording
Transaction costs. Transaction costs during the three and nine months ended September 30, 2025 and 2024 were primarily related to the Moonrise Acquisition and Utica Sale, respectively.
Current wording
Transaction costs. During the three months ended March 31, 2025, transaction costs primarily relate to the Moonrise Acquisition and Tall Oak Acquisition.
Previous wording
Acquisition integration costs. Acquisition and integration costs in 2025 are primarily related to fees paid to third-party service providers to integrate the Tall Oak Acquisition and the Moonrise Acquisition.
Current wording
Acquisition integration costs. Acquisition and integration costs during the three months ended March 31, 2025 primarily relate to fees paid to third-party service providers to integrate the Tall Oak Acquisition and the Moonrise Acquisition into the Company’s operational platform.
Previous wording
•fluctuations in our effective tax rate; and
Current wording
Income Tax. For the three months ended March 31, 2026, the Company recorded a tax benefit of $1.0 million. Our effective tax rate was different from the U.S. federal statutory income tax rate primarily due to the net income allocated to the noncontrolling interest, tax benefits related to stock-based compensation, and nondeductible executive compensation.
Previous wording
Volume throughput for our Rockies reportable segment follows.
Current wording
Volume throughput for our Rockies reportable segment follow:
Previous wording
Natural gas. Natural gas volume throughput increased for the three and nine months ended September 30, 2025, compared to the three and nine months ended September 30, 2024, primarily reflecting 68 new well connections that came online subsequent to September 30, 2024, additional throughput in connection with the Moonrise Acquisition, partially offset by natural production declines.
Current wording
Natural gas. Natural gas volume throughput increased 29% for the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily reflecting 100 new well connections that came online subsequent to March 31, 2025 and additional throughput in connection with the Moonrise Acquisition, partially offset by natural production declines.
Previous wording
Liquids. Liquids volume throughput increased for the three and nine months ended September 30, 2025, compared to the three and nine months ended September 30, 2024, primarily due to 28 new well connections that came online subsequent to September 30, 2024 and additional throughput in connection with the Moonrise Acquisition, partially offset by natural production declines.
Current wording
Liquids. Liquids volume throughput decreased 14% for the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily due to natural production declines, partially offset by 11 new well connections that came online subsequent to March 31, 2025.
Previous wording
The Company is providing below additional financial and operational details for its natural gas and other related activities within its Rockies segment (in thousands):
Current wording
The Company is providing the below additional financial and operational details for its natural gas and other related activities within its Rockies segment (in thousands):
Previous wording
Volume throughput for our Permian reportable segment follows.
Current wording
Volume throughput for our Permian reportable segment follow:
Previous wording
Volume throughput for Double E increasedfor the three and nine months ended September 30, 2025, compared to the three and nine months ended September 30, 2024.
Current wording
Volume throughput for Double E increased 21% for the three months ended March 31, 2026, compared to the three months ended March 31, 2025, as a result of increased throughput volumes from its customers.
Previous wording
Financial data for our Permian reportable segment follows.
Current wording
Financial data for our Permian reportable segment follow:
Previous wording
Three and nine months ended September 30, 2025. Segment adjusted EBITDA increased $0.2 million and $1.8 million, respectively, compared to the three and nine months ended September 30, 2024, primarily as a result of an increase in proportional adjusted EBITDA from our equity method investment in Double E.
Current wording
Three months ended March 31, 2026. Segment adjusted EBITDA increased $0.5 million, compared to the three months ended March 31, 2025, primarily as a result of an increase in proportional adjusted EBITDA from our equity method investment in Double E.
Previous wording
Volume throughput for our Mid-Con reportable segment follows.
Current wording
Volume throughput for our Mid-Con reportable segment follow:
Previous wording
Financial data for our Mid-Con reportable segment follows.
Current wording
Financial data for our Mid-Con reportable segment follow:
Previous wording
Volume throughput for our Piceance reportable segment follows.
Current wording
Volume throughput for our Piceance reportable segment follow:
Previous wording
Volume throughput decreased for the three and nine months ended September 30, 2025, compared to the three and nine months ended September 30, 2024, primarily as a result of natural production declines.
Current wording
Volume throughput decreased 15% for the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily as a result of natural production declines and an 8MMcf/d decrease from shut-in impacts during the quarter ended March 31, 2026.
Previous wording
Financial data for our Piceance reportable segment follows.
Current wording
Financial data for our Piceance reportable segment follow:
Previous wording
Three and nine months ended September 30, 2025. Segment adjusted EBITDA increased $16.3 million and $53.1 million, compared to the three and nine months ended September 30, 2024, respectively, primarily as a result of the Tall Oak Acquisition and increased volume throughput discussed above.
Current wording
Three months ended March 31, 2026. Segment adjusted EBITDA decreased $2.2 million, compared to the three months ended March 31, 2025 primarily as a result of lower volume throughput discussed above as well as contractual step-downs of existing commercial agreements.
Previous wording
Corporate and Other Overview for the Three and Nine Months Ended September 30, 2025 and 2024
Current wording
Corporate and Other Overview for the Three Months Ended March 31, 2026 and 2025
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Rearranged current paragraphs (5)
Current report — wording carried from elsewhere
Segment Overview for the Three Months Ended March 31, 2026 and 2025
Current report — wording carried from elsewhere
Volume throughput decreased for the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily as a result of natural production declines, partially offset by 33 new well connections that came online subsequent to March 31, 2025.
Current report — wording carried from elsewhere
Transaction costs. Transaction costs during the three months ended March 31, 2025 primarily relate to the Moonrise Acquisition and Tall Oak Acquisition.
Current report — wording carried from elsewhere
Acquisition integration costs. Acquisition and integration costs during the three months ended March 31, 2025, primarily relate to fees paid to third-party service providers to integrate the Tall Oak Acquisition and the Moonrise Acquisition into the Company’s operational platform.
Current report — wording carried from elsewhere
•$20.6 million of cash outflows for capital expenditures.
Rearranged previous paragraphs (7)
Previous report — wording carried elsewhere
•a volume throughput decrease of 32 MMcf/d for the Piceance segment.
Previous report — wording carried elsewhere
•a $9.3 million decrease in the Piceance, primarily due to decreased volume throughput.
Previous report — wording carried elsewhere
Natural Gas, NGLs and Condensate Sales. Natural gas, NGLs and condensate revenues increased $51.5 million compared to the nine months ended September 30, 2024, primarily reflecting:
Previous report — wording carried elsewhere
Interest Expense. Interest expense decreased $1.5 million for the three months ended September 30, 2025, compared to three months ended September 30, 2024.
Previous report — wording carried elsewhere
•$37.9 million of cash outflows for capital expenditures.
Previous report — wording carried elsewhere
•$565.8 million of cash inflows from the issuance of the 2029 Secured Notes;
Previous report — wording carried elsewhere
•$150.0 million of cash inflows from borrowings on the Amended and Restated ABL Facility.