SERIES A CUMULATIVE REDEEMABLE PREFERRED UNITS (Tables)

3 Months Ended

Mar. 31, 2020

The net transaction price as shown below was based on the negotiated transaction price, less issue discounts and transaction costs.



	June 12, 2019
	(In thousands)
Transaction price, gross	$	625,000
Issue discount	(3,675		)
Transaction costs to other third parties	(10,076		)
Transaction price, net	$	611,249

Certain redemption features embedded within the terms of the Preferred Units require bifurcation and measurement at fair value. As such, the net transaction price shown in the table above was allocated to the preferred redeemable noncontrolling interest and the embedded features according to the associated initial fair value measurements as follows:



	June 12, 2019
	(In thousands)
Redeemable noncontrolling interest - Preferred Units	$	516,790
Long-term liability: Embedded derivative⁽¹⁾	94,459
	$	611,249

(1)

See Note 13—Fair Value Measurements for further discussion on the nature and recognition of the embedded derivative.

Activity related to the Preferred Units during the three months ended March 31, 2020 is as follows:



	Three Months Ended March 31, 2020
	Units Outstanding	Financial Position⁽³⁾
	(In thousands, except for unit data)
Redeemable noncontrolling interest — Preferred Units: at December 31, 2019	638,163	$	555,599
Distribution of in-kind additional Preferred Units⁽¹⁾	11,168	—
Allocation of Altus Midstream net income	N/A	18,262
Redeemable noncontrolling interest — Preferred Units: at March 31, 2020	649,331	$	573,861
Embedded derivative liability⁽²⁾		164,913
		$	738,774

(1)

Subsequent to the balance sheet date, Altus Midstream provided notice to the Preferred Unit holders of record at March 31, 2020 of the amount of the distribution on the Preferred Units for the quarter ended March 31, 2020. The holders also were notified that Altus Midstream elected to pay the entire amount of the approximate $11.4 million distribution in-kind in additional Preferred Units (PIK Units) on May 15, 2020. In total, 11,363 PIK Units will be issued in satisfaction of the required distribution.


(2)	See Note 13—Fair Value Measurements for discussion of the fair value changes in the embedded derivative liability during the period.


(3)	As of March 31, 2020, the aggregate Redemption Price was $682.1 million, based on an internal rate of return of 11.5 percent.

N/A - not applicable.