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RECAPITALIZATION TRANSACTION (Tables)
12 Months Ended
Dec. 31, 2018
Noncontrolling Interest [Abstract]  
Summary of Net Cash Received by Altus Midstream LP
As illustrated in the table below, the cash contribution to Altus Midstream was funded primarily from (i) the private placement of shares of Class A Common Stock to certain qualified institutional buyers and accredited investors, which closed immediately prior to the Business Combination, and (ii) the funds remaining from the Company’s public offering, net of cash paid to shareholders who redeemed shares.
For further discussion of the significant transactions impacting the Company’s ownership structure throughout the historical period, including the private placement, as well as the initial public offering and subsequent share redemptions, please see Note 11 — Equity.
 
 
Net proceeds
 
 
(In thousands)
Cash from private placement
 
$
572,340

Cash remaining from public offering (net of redemptions) (1)
 
84,339

Issuance of newly-created Class C Common Stock to Apache
 
25

Less: deferred underwriter fees
 
(13,206
)
Less: closing fees and other (2)
 
(15,344
)
Net cash received by Altus Midstream LP at the Closing Date
 
$
628,154

(1)
Pursuant to the terms of KAAC’s amended and restated certificate of incorporation, public stockholders had the opportunity, in connection with the Business Combination, to redeem shares of Class A Common Stock. A total of 29,469,858 shares were redeemed for an aggregate amount of approximately $298.8 million. Refer to Note 11 — Equity for further information.
(2)
Includes the repayment of a loan with a related party. Refer to Note 3 — Transactions with Affiliates for further information.
Summary of Shares Issued and Outstanding by Class of Common Stock
The number of shares issued and outstanding immediately following the closing of the Business Combination is summarized in the table below.
number of shares
Class A Common Stock
 
Class B Common Stock(1)
 
Class C Common Stock
Shares outstanding prior to the Business Combination
37,732,112

 
9,433,028

 

Less: redemption of public shares (2)
(29,469,858
)
 

 

Add: shares issued in private placement
57,234,023

 

 

Total shares outstanding prior to the Business Combination
65,496,277

 
9,433,028

 

Shares, in connection with the Business Combination:
 
 
 
 
 
Forfeited (3)

 
(7,313,028
)
 

Converted (1)
2,120,000

 
(2,120,000
)
 
 
Total shares outstanding immediately prior to the Closing Date
67,616,277

 

 

Issued as consideration to Apache (4)
7,313,028

 

 
250,000,000

Total shares outstanding at the Closing Date
74,929,305

 

 
250,000,000

(1)
Shares of Class B Common Stock, $0.0001 par value (“Class B Common Stock”), were purchased by the Sponsor (as defined in Note 3 - Transactions with Affiliates) , upon the Company’s incorporation in December 2016. Class B Common Stock is identical to Class A Common Stock except that they automatically converted to Class A Common Stock at the time of the Business Combination.
(2)
Pursuant to the terms of KAAC’s amended and restated certificate of incorporation, public stockholders had the opportunity, in connection with the Business Combination, to redeem shares of Class A Common Stock. A total of 29,469,858 shares were redeemed for an aggregate amount of approximately $298.8 million. Refer to Note 11 — Equity for further information.
(3)
In connection with the Business Combination, the Sponsor agreed to forfeit shares of Class B Common Stock. As part of the consideration transferred in the Business Combination, 7,313,028 newly-issued shares of Class A Common Stock were issued to Apache, equivalent to the number of shares of Class B Common Stock forfeited by the Sponsor. Additionally, the Sponsor forfeited a number of warrants originally issued simultaneously with the public offering.
(4)
The equity structure of the Alpine High Entities (the accounting acquirer) has been restated to reflect the number of shares of Altus Midstream Company (the accounting acquiree) issued in the recapitalization transaction. Please refer to the section below entitled “Basis of presentation of equity structure” for further discussion.