8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 10, 2020

Altus Midstream Company

(Exact name of registrant as specified in its charter)

Delaware	001-38048	81-4675947
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

One Post Oak Central, 2000 Post Oak Boulevard, Suite 100

Houston, Texas 77056-4400

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (713) 296-6000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A common stock, $0.0001 par value	ALTM	Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company   ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐

Item 8.01 Other Events.

On December 10, 2020, Altus Midstream Company issued a press release announcing the declaration of a cash dividend of $1.50 per share of Class A common stock payable on March 31, 2021, to stockholders of record as of the close of business on February 26, 2021. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release of Altus Midstream Company dated December 10, 2020.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ALTUS MIDSTREAM COMPANY
Date: December 10, 2020	/s/ Ben C. Rodgers
	Ben C. Rodgers
	Chief Financial Officer and Treasurer

EX-99.1

Exhibit 99.1

NEWS RELEASE

Altus Midstream Initiates Cash Dividend on Common Shares

Declares $1.50 per share quarterly dividend for annualized rate of $6 per share

HOUSTON, Dec. 10, 2020 – Altus Midstream Company (Nasdaq: ALTM) today announced that its board of directors has declared a cash dividend on the company’s Class A common shares.

The dividend on Class A common shares is payable March 31, 2021, to stockholders of record on Feb. 26, 2021, at a rate of $1.50 per share, which represents the first dividend on common shares since Altus Midstream was formed in 2018.

“Given our healthy balance sheet and plan to generate free cash flow in 2021 and beyond, we believe the best path to deliver shareholder value is to return cash through a dividend,” said Clay Bretches, Altus Midstream CEO and president. “We expect earnings from our ownership in joint venture pipelines and our gathering and processing business, along with our relentless focus on cost reduction, will position us well for the foreseeable future. Our 2021 outlook is now trending above the midpoint of our gathered volumes, adjusted EBITDA and DCF guidance ranges provided on November 4, further solidifying our decision to pay a dividend.”

The dividend on the Class A common shares is being funded by a distribution of approximately $24.4 million by Altus Midstream LP on its common units. Apache Corporation (Nasdaq: APA) has an economic interest in the partnership of approximately 79% through ownership of its common units and ALTM Class A common shares.

About Altus Midstream Company

Altus Midstream Company is a pure-play, Permian-to-Gulf Coast midstream C-corporation. Through its consolidated subsidiaries, Altus owns substantially all the gas gathering, processing and transmission assets servicing production from Apache Corporation in the Alpine High play in the Delaware Basin and owns equity interests in four Permian-to-Gulf Coast pipelines. Altus posts announcements, operational updates, investor information and press releases on its website, www.altusmidstream.com.

ALTUS MIDSTREAM INITIATES CASH DIVIDEND ON COMMON SHARES

— PAGE 2 of 3

Non-GAAP financial measures

Certain information may be provided in this release that includes financial measurements that are not required by, or presented in accordance with, generally accepted accounting principles (GAAP). These non-GAAP measures, including adjusted EBITDA and distributable cash flow (DCF), should not be considered as alternatives to GAAP measures and may be calculated differently from, and therefore may not be comparable to, similarly titled measures used at other companies. For definitions and a reconciliation to the most directly comparable GAAP financial measures, please refer to Altus Midstream’s November 2020 investor presentation at www.altusmidstream.com.

Forward-looking statements

This news release includes certain statements that may constitute “forward-looking statements” for purposes of the federal securities laws. Forward-looking statements include, but are not limited to, statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “seeks,” “possible,” “potential,” “predict,” “project,” “prospects,” “guidance,” “outlook,” “should,” “would,” “will,” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These statements include, but are not limited to, statements about future plans, expectations, and objectives for Altus Midstream’s and Apache’s operations, including statements about our strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans, and objectives of management. While forward-looking statements are based on assumptions and analyses made by us that we believe to be reasonable under the circumstances, whether actual results and developments will meet our expectations and predictions depend on a number of risks and uncertainties which could cause our actual results, performance, and financial condition to differ materially from our expectations. See “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019, and in our Quarterly Reports on Form 10-Q, filed with the Securities and Exchange Commission for a discussion of risk factors that affect our

ALTUS MIDSTREAM INITIATES CASH DIVIDEND ON COMMON SHARES

— PAGE 3 of 3

business. Any forward-looking statement made by us in this news release speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future development or otherwise, except as may be required by law.

Contacts

Media:	(713) 296-7276 Phil West
Investors:	(281) 302-2286 Patrick Cassidy

-end-

XML

Document and Entity Information	Dec. 10, 2020
Cover [Abstract]
Entity Registrant Name	Altus Midstream Co
Amendment Flag	false
Entity Central Index Key	0001692787
Document Type	8-K
Document Period End Date	Dec. 10, 2020
Entity Incorporation State Country Code	DE
Entity File Number	001-38048
Entity Tax Identification Number	81-4675947
Entity Address, Address Line One	One Post Oak Central
Entity Address, Address Line Two	2000 Post Oak Boulevard
Entity Address, Address Line Three	Suite 100
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77056-4400
City Area Code	(713)
Local Phone Number	296-6000
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Class A common stock, $0.0001 par value
Trading Symbol	ALTM
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Entity Ex Transition Period	false