← Back to AM filing summaryOriginal filing text · Part I
Item 2 — Management's Discussion and Analysis
Antero Midstream Corporation · 10-Q · Q2 FY2026 · Period ended Jun 30, 2026
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The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and related notes included elsewhere in this report. The information provided below supplements, but does not form part of, our unaudited condensed consolidated financial statements. This discussion contains forward-looking statements that are based on the views and beliefs of our management, as well as assumptions and estimates made by our management. Actual results could differ materially from such forward-looking statements as a result of various risk factors, including those that may not be in the control of management. For further information on items that could impact our future operating performance or financial condition, see “Item 1A. Risk Factors” and the section entitled “Cautionary Statement Regarding Forward-Looking Statements.” We do not undertake any obligation to publicly update any forward-looking statements except as otherwise required by applicable law. In this section, references to “Antero Midstream,” “AM,” the “Company,” “we,” “us,” and “our” refer to Antero Midstream Corporation and its consolidated subsidiaries, unless otherwise indicated or the context otherwise requires.
Overview
We are a growth-oriented midstream energy company formed to own, operate and develop midstream energy assets. We believe that our strategically located assets and our relationship with Antero Resources have allowed us to become a leading midstream energy company serving the Appalachian Basin and present opportunities to expand our midstream services to other operators in the Appalachian Basin. Our assets consist of gathering pipelines, centralized compressor stations and interests in processing and fractionation plants that collect and process production from the Appalachian Basin in West Virginia and Ohio. Our assets also include an independent water handling system that delivers water from the Ohio River and several regional waterways. These water handling systems consist of permanent buried pipelines, surface pipelines and water storage facilities, as well as pumping stations, blending facilities and impoundments. Portions of these water handling systems are also utilized to transport flowback and produced water. These services are provided by us directly or through third-parties with which we contract.
Acquisition and Divestiture
HG Acquisition
On December 5, 2025, we entered into a definitive agreement to acquire 100% of the issued and outstanding equity interests of HG Midstream for cash consideration of $1.1 billion, subject to the terms and conditions thereof. The HG Acquisition included gathering pipelines and integrated water handling assets in the core of the Marcellus Shale in West Virginia. This acquisition closed on the Closing Date. The Company’s condensed consolidated statement of operations for the six months ended June 30, 2026 included results of operations from the assets and operations acquired in the HG Acquisition from the Closing Date through June 30, 2026.
The HG Acquisition was funded with net proceeds of the 2034 Notes, borrowing under the Credit Facility and restricted cash. See Note 3—Transactions to our condensed consolidated financial statements for additional information. In light of the nature and location of the assets and operations acquired in the HG Acquisition, we and Antero Resources agreed in principle to certain updates to, and intend to modify, our existing commercial arrangements with Antero Resources to provide for well pad compression with respect to certain wells and to provide certain water services. See Note 6—Revenue to our condensed consolidated financial statements for additional information.
Utica Shale Divestiture
On December 5, 2025, we entered into a purchase and sale agreement with the Buyer Parties to sell substantially all of our Utica Shale Property and Equipment in Ohio, for aggregate cash consideration of $400 million, subject to the terms and conditions thereof. The Utica Shale Property and Equipment included 118 miles of gathering pipelines, 0.7 Bcfe/d of compression capacity, 85 miles of water pipelines and 12 water impoundments with storage capacity of approximately 2 million barrels. The Utica Shale Divestiture closed on February 23, 2026. The net proceeds from the Utica Shale Divestiture were used for the repayment of long-term debt. See Note 3—Transactions to our condensed consolidated financial statements for additional information.
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Financing Highlights
Share Repurchase Program
Through our share repurchase program, during the three and six months ended June 30, 2026, we repurchased and retired approximately 0.4 million shares of our common stock for a total cost of $8 million and approximately 1 million shares of our common stock for a total cost of $26 million, respectively. As of June 30, 2026, we have approximately $310 million of remaining capacity under our share repurchase program. The shares may be repurchased from time to time in open market transactions, through privately negotiated transactions or by other means in accordance with federal securities laws. The timing, as well as the number and value of shares repurchased under the program, will be determined by us at our discretion and will depend on a variety of factors, including the market price of our common stock, general market and economic conditions and applicable legal requirements. The exact number of shares to be repurchased by us is not guaranteed and the program may be suspended, modified or discontinued at any time without prior notice.
Redemption of 2028 Notes
On July 24, 2026, we called for redemption all $650 million aggregate principal amount of the 2028 Notes on August 8, 2026. The redemption price will be equal to 100% of the principal amount thereof plus accrued and unpaid interest to, but excluding, the Redemption Date, and will be funded by cash on hand and borrowings under our Credit Facility.
Market Conditions and Business Trends
Commodity Markets
Benchmark prices for oil and C3+ NGLs increased significantly, while benchmark prices for natural gas and ethane decreased during the three months ended June 30, 2026 as compared to the same period of 2025. Benchmark prices for oil and natural gas increased, while benchmark prices for C3+ NGLs remained relatively consistent and benchmark prices for ethane decreased during the six months ended June 30, 2026 as compared to the same period of 2025. While substantially all of our revenues are based on fixed-fee contracts that are not directly impacted by changes in commodity prices, commodity price changes do impact the revenues and cash flows of Antero Resources, and Antero Resources’ drilling and development plan does have a direct impact on our gathering, compression and water handling services, revenues and cash flows. In the current economic environment, we expect that commodity prices for some or all of the commodities produced by Antero Resources could remain volatile. However, due to Antero Resources’ increased scale, liquidity and leverage position as compared to historical levels together with Antero Resources’ increased commodity derivative portfolio, we do not expect to experience significant variability in our throughput volumes resulting from volatile commodity prices.
Economic Indicators
The economy experienced elevated inflation levels as a result of global supply and demand imbalances, where global demand outpaced supplies beginning in 2021 and continuing through 2026. During the second half of 2024, inflation rates began to approach the Federal Reserve’s stated goal of 2%, and the Federal Reserve decreased the federal funds rate by 1.75% in 2024 and 2025. Annual inflation rates have remained generally consistent at approximately 3% since 2023.
The economy also continues to be impacted by global events. These events have often caused global supply chain disruptions with additional pressure due to trade sanctions, tariffs, other global trade restrictions and conflicts, including those in the Middle East and Venezuela, among others. While neither our nor Antero Resources’ supply chain has experienced any significant interruptions due to such events, there can be no assurance that we will not experience interruptions in the future.
Inflationary pressures and supply chain disruptions could result in further increases to our operating and capital costs that are not fixed. However, our gathering and compression and water agreements provide for annual CPI-based adjustments that mitigate a portion of such inflationary pressures.
These economic variables are beyond our control and may adversely impact our business, financial condition, results of operations and future cash flows.
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Results of Operations
We have two reportable segments: (i) gathering and processing and (ii) water handling. The gathering and processing segment includes a network of gathering pipelines and centralized compressor stations and well pad compressors that collect and process production from Antero Resources’ wells in the Appalachian Basin, as well as equity in earnings from our investments in the Joint Venture and Stonewall. The Joint Venture and Stonewall provide processing and fractionation services and high-pressure gas gathering services, respectively, in the Appalachian Basin. The water handling segment includes (i) an independent system that delivers water from sources including the Ohio River, local reservoirs and several regional waterways, and (ii) other fluid handling services, which include high rate transfer, wastewater transportation, disposal and blending. See Note 17—Reportable Segments to our unaudited condensed consolidated financial statements for additional information.
Three Months Ended June 30, 2025 Compared to Three Months Ended June 30, 2026
The operating results of our reportable segments were as follows:
Three Months Ended June 30, 2025
Gathering and Water Consolidated
(in thousands) Processing Handling Unallocated (1) Total
Revenues:
Revenue–Antero Resources $ 248,901 73,773 — 322,674
Revenue–third-party — 466 — 466
Amortization of customer relationships (9,272) (8,396) — (17,668)
Total revenues 239,629 65,843 — 305,472
Operating expenses:
Direct operating 25,662 37,452 — 63,114
General and administrative (excluding equity-based compensation) 5,132 3,996 1,590 10,718
Equity-based compensation 7,229 3,893 285 11,407
Facility idling — 375 — 375
Depreciation 19,336 14,028 — 33,364
Other operating expense, net — 50 — 50
Total operating expenses 57,359 59,794 1,875 119,028
Operating income 182,270 6,049 (1,875) 186,444
Other income (expense):
Interest expense, net — — (47,962) (47,962)
Equity in earnings of unconsolidated affiliates 30,016 — — 30,016
Total other income (expense) 30,016 — (47,962) (17,946)
Income before income taxes 212,286 6,049 (49,837) 168,498
Income tax expense — — (43,985) (43,985)
Net income and comprehensive income $ 212,286 6,049 (93,822) 124,513
(1) Corporate expenses that are not directly attributable to either the gathering and processing or water handling segments.
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Three Months Ended June 30, 2026
Gathering and Water Consolidated
(in thousands) Processing Handling Unallocated (1) Total
Revenues:
Revenue–Antero Resources $ 271,507 78,539 — 350,046
Amortization of customer relationships (13,784) (9,018) — (22,802)
Total revenues 257,723 69,521 — 327,244
Operating expenses:
Direct operating 36,533 47,993 — 84,526
General and administrative (excluding equity-based compensation) 6,564 2,625 2,540 11,729
Equity-based compensation 7,988 2,526 314 10,828
Facility idling — 287 — 287
Depreciation 18,884 18,494 — 37,378
Impairment of property and equipment 133 — — 133
Other operating expense, net — 454 — 454
Total operating expenses 70,102 72,379 2,854 145,335
Operating income (loss) 187,621 (2,858) (2,854) 181,909
Other income (expense):
Interest expense, net — — (55,680) (55,680)
Equity in earnings of unconsolidated affiliates 28,525 — — 28,525
Transaction expense — — (273) (273)
Total other income (expense) 28,525 — (55,953) (27,428)
Income (loss) before income taxes 216,146 (2,858) (58,807) 154,481
Income tax expense — — (40,966) (40,966)
Net income (loss) and comprehensive income (loss) $ 216,146 (2,858) (99,773) 113,515
(1) Corporate expenses that are not directly attributable to either the gathering and processing or water handling segments.
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The operating data for Antero Midstream is as follows:
Amount of
Three Months Ended June 30, Increase Percentage
2025 2026 or Decrease Change
Operating Data:
Gathering (MMcf) 314,826 375,249 60,423 19 %
Compression (MMcf) 313,706 367,280 53,574 17 %
Centralized compression (MMcf) 313,706 299,283 (14,423) (5) %
Well pad compression (MMcf) — 67,997 67,997 100 %
High pressure gathering (MMcf) 293,146 271,748 (21,398) (7) %
Fresh water delivery (MBbl) (1) 8,941 7,479 (1,462) (16) %
Other water handling (MBbl) (2) 5,330 12,376 7,046 132 %
Wells serviced by fresh water delivery 11 21 10 91 %
Gathering (MMcf/d) 3,460 4,124 664 19 %
Compression (MMcf/d) 3,447 4,036 589 17 %
Centralized compression (MMcf/d) 3,447 3,289 (158) (5) %
Well pad compression (MMcf/d) — 747 747 100 %
High pressure gathering (MMcf/d) 3,221 2,986 (235) (7) %
Fresh water delivery (MBbl/d) (1) 98 82 (16) (16) %
Other water handling (MBbl/d) (2) 59 136 77 131 %
Average Realized Fees (3):
Gathering ($/Mcf) $ 0.36 0.37 0.01 3 %
Centralized compression ($/Mcf) $ 0.22 0.22 — *
High pressure gathering ($/Mcf) $ 0.23 0.23 — *
Fresh water delivery ($/Bbl) (1) $ 4.37 4.44 0.07 2 %
Joint Venture Operating Data:
Processing (MMcf) 153,560 151,217 (2,343) (2) %
Fractionation (MBbl) 3,640 3,640 — *
Processing (MMcf/d) 1,687 1,662 (25) (1) %
Fractionation (MBbl/d) 40 40 — *
* Not meaningful or applicable.
(1) Fresh water delivery includes fresh water charged at a fixed fee under our water services agreement with Antero Resources.
(2) Other water handling includes fresh water charged at cost plus 3% for services provided to Antero Resources on its acreage acquired from HG Production and our other fluid handling services charged at cost plus 3% or cost of service.
(3) The average realized fees for the three months ended June 30, 2026 include annual CPI-based adjustments of approximately 1.5%.
Revenues. Total revenues increased by 7%, from $305 million for the three months ended June 30, 2025 to $327 million for the three months ended June 30, 2026. Total revenues included amortization of customer relationships of $18 million and $23 million for the three months ended June 30, 2025 and 2026, respectively. Gathering and processing revenues increased by 8%, from $240 million for the three months ended June 30, 2025 to $258 million for the three months ended June 30, 2026. Water handing revenues increased by 6%, from $65 million for the three months ended June 30, 2025 to $69 million for the three months ended June 30, 2026. These fluctuations primarily resulted from the following:
Gathering and Processing
● Gathering revenue increased $24 million period over period primarily due to increased throughput volumes of 60 Bcf, or 664 MMcf/d, from the HG Acquisition and 80 wells that were connected to our system between periods and increased gathering rates as a result of annual CPI-based adjustments, partially offset by the Utica Shale Divestiture and natural production decline of the wells connected to our system between periods.
● Compression revenue increased $5 million period over period primarily due to increased compression volumes of 54 Bcf, or 589 MMcf/d, from the HG Acquisition and 80 wells that were connected to our system between periods and increased centralized compression rates as a result of annual CPI-based adjustments, partially offset by the Utica Shale Divestiture and natural production decline of the wells connected to our system between periods.
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● High pressure gathering revenue decreased $6 million period over period primarily due to decreased throughput volumes of 21 Bcf, or 235 MMcf/d, primarily due to the Utica Shale Divestiture and natural production decline of the wells connected to our system between periods, partially offset by increased high pressure gathering rates as a result of annual CPI-based adjustments.
● Amortization of customer relationships increased $5 million period over period due to a customer relationship intangible asset of $549 million acquired in the HG Acquisition completed during the first quarter of 2026.
Water Handling
● Fresh water delivery revenue decreased $6 million period over period primarily due to decreased fresh water delivery volumes of 1 MMBbl, or 16 MBbl/d, partially offset by an increase to the fresh water delivery rate as a result of the annual CPI-based adjustment. Water delivery volumes decreased between periods due to the timing and location of well completions by Antero Resources.
● Other water handling revenue increased $10 million period over period primarily due to higher other water handling volumes of 7 MMBbl, or 77 MBbl/d, as well as higher blending cost of service fees and increased costs for wastewater trucking and disposal volumes. Other water handling volumes increased between periods primarily due to 6 MMBbl of fresh water delivery volumes provided to Antero Resources on its acreage acquired from HG Production that are charged at cost plus 3% and increased blending activity during the three months ended June 30, 2026.
Direct operating expenses. Direct operating expenses increased by 34%, from $63 million for the three months ended June 30, 2025 to $85 million for the three months ended June 30, 2026. Gathering and processing direct operating expenses increased by 42% from $26 million for the three months ended June 30, 2025 to $37 million for the three months ended June 30, 2026 primarily due to increased gathering and well pad compression costs between periods related to assets acquired with the HG Acquisition, partially offset by the Utica Shale Divestiture. Water handling direct operating expenses increased by 28%, from $37 million for the three months ended June 30, 2025 to $48 million for the three months ended June 30, 2026 primarily due to fresh water delivery volumes provided by Antero Resources on acreage acquired from HG Production during the second quarter of 2026, increased wastewater trucking and disposal volumes between periods and increased blending costs between periods.
General and administrative (excluding equity-based compensation) expenses. General and administrative expenses (excluding equity-based compensation expense) remained relatively consistent at $11 million and $12 million for the three months ended June 30, 2025 and 2026, respectively.
Equity-based compensation expenses. Equity-based compensation expenses remained consistent at $11 million for the three months ended June 30, 2025 and 2026. See Note 11—Equity-Based Compensation to the unaudited condensed consolidated financial statements for additional information.
Depreciation expense. Depreciation expense increased by 12%, from $33 million for the three months ended June 30, 2025 to $37 million for the three months ended June 30, 2026 primarily due to incremental depreciation expense of $4 million related to gathering and water pipelines acquired in the HG Acquisition and $3 million for assets placed in service between periods, partially offset by lower depreciation as a result of the Utica Shale Divestiture of $3 million between periods.
Interest expense, net. Interest expense, net increased by 16%, from $48 million for the three months ended June 30, 2025 to $56 million for the three months ended June 30, 2026 primarily due to issuance of the 2033 Notes and 2034 Notes during the second half of 2025, partially offset by the redemption of the 2027 Notes and lower average daily Credit Facility borrowings and interest rates between periods. See Note 9—Long-Term Debt to our unaudited condensed consolidated financial statements for additional information.
Equity in earnings of unconsolidated affiliates. Equity in earnings of unconsolidated affiliates remained relatively consistent at $30 million and $29 million for the three months ended June 30, 2025 and 2026, respectively.
Income tax expense. Income tax expense remained relatively consistent at $44 million and $41 million for the three months ended June 30, 2025 and 2026, which reflects effective tax rates of approximately 26% for each respective period.
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Six Months Ended June 30, 2025 Compared to Six Months Ended June 30, 2026
The operating results of our reportable segments were as follows:
Six Months Ended June 30, 2025
Gathering and Water Consolidated
(in thousands) Processing Handling Unallocated (1) Total
Revenues:
Revenue–Antero Resources $ 486,918 144,048 — 630,966
Revenue–third-party — 971 — 971
Amortization of customer relationships (18,543) (16,793) — (35,336)
Total revenues 468,375 128,226 — 596,601
Operating expenses:
Direct operating 51,855 68,089 — 119,944
General and administrative (excluding equity-based compensation) 10,370 8,193 2,777 21,340
Equity-based compensation 15,112 8,138 559 23,809
Facility idling — 818 — 818
Depreciation 38,367 27,745 — 66,112
Impairment of property and equipment — 817 — 817
Other operating expense, net — 94 — 94
Total operating expenses 115,704 113,894 3,336 232,934
Operating income 352,671 14,332 (3,336) 363,667
Other income (expense):
Interest expense, net — — (96,372) (96,372)
Equity in earnings of unconsolidated affiliates 58,036 — — 58,036
Total other income (expense) 58,036 — (96,372) (38,336)
Income before income taxes 410,707 14,332 (99,708) 325,331
Income tax expense — — (80,081) (80,081)
Net income and comprehensive income $ 410,707 14,332 (179,789) 245,250
(1) Corporate expenses that are not directly attributable to either the gathering and processing or water handling segments.
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Six Months Ended June 30, 2026
Gathering and Water Consolidated
(in thousands) Processing Handling Unallocated (1) Total
Revenues:
Revenue–Antero Resources $ 533,506 151,355 — 684,861
Revenue–third-party 295 311 — 606
Amortization of customer relationships (26,168) (17,844) — (44,012)
Total revenues 507,633 133,822 — 641,455
Operating expenses:
Direct operating 66,563 88,660 — 155,223
General and administrative (excluding equity-based compensation) 13,790 5,906 3,801 23,497
Equity-based compensation 15,584 5,195 628 21,407
Facility idling — 832 — 832
Depreciation 36,728 35,285 — 72,013
Impairment of property and equipment 133 — — 133
Loss (gain) on long-lived assets (3,229) 571 — (2,658)
Other operating expense, net — 488 — 488
Total operating expenses 129,569 136,937 4,429 270,935
Operating income (loss) 378,064 (3,115) (4,429) 370,520
Other income (expense):
Interest expense, net — — (109,709) (109,709)
Equity in earnings of unconsolidated affiliates 58,537 — — 58,537
Transaction expense — — (8,962) (8,962)
Total other income (expense) 58,537 — (118,671) (60,134)
Income (loss) before income taxes 436,601 (3,115) (123,100) 310,386
Income tax expense — — (78,605) (78,605)
Net income (loss) and comprehensive income (loss) $ 436,601 (3,115) (201,705) 231,781
(1) Corporate expenses that are not directly attributable to either the gathering and processing or water handling segments.
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The operating data for Antero Midstream is as follows:
Amount of
Six Months Ended June 30, Increase Percentage
2025 2026 or Decrease Change
Operating Data:
Gathering (MMcf) 616,124 717,695 101,571 16 %
Compression (MMcf) 613,424 711,351 97,927 16 %
Centralized compression (MMcf) 613,424 602,611 (10,813) (2) %
Well pad compression (MMcf) — 108,740 108,740 100 %
High pressure gathering (MMcf) 572,725 553,698 (19,027) (3) %
Fresh water delivery (MBbl) (1) 18,356 14,985 (3,371) (18) %
Other water handling (MBbl) (2) 10,509 20,735 10,226 97 %
Wells serviced by fresh water delivery 39 47 8 21 %
Gathering (MMcf/d) 3,404 3,965 561 16 %
Compression (MMcf/d) 3,389 3,930 541 16 %
Centralized compression (MMcf/d) 3,389 3,329 (60) (2) %
Well pad compression (MMcf/d) — 601 601 100 %
High pressure gathering (MMcf/d) 3,164 3,059 (105) (3) %
Fresh water delivery (MBbl/d) (1) 101 83 (18) (18) %
Other water handling (MBbl/d) (2) 58 115 57 98 %
Average Realized Fees (3):
Gathering ($/Mcf) $ 0.36 0.37 0.01 3 %
Centralized compression ($/Mcf) $ 0.22 0.22 — *
High pressure gathering ($/Mcf) $ 0.23 0.23 — *
Fresh water delivery ($/Bbl) (1) $ 4.37 4.44 0.07 2 %
Joint Venture Operating Data:
Processing (MMcf) 302,083 304,939 2,856 1 %
Fractionation (MBbl) 7,240 7,240 — *
Processing (MMcf/d) 1,669 1,685 16 1 %
Fractionation (MBbl/d) 40 40 — *
* Not meaningful or applicable.
(1) Fresh water delivery includes fresh water charged at a fixed fee under our water services agreement with Antero Resources.
(2) Other water handling includes fresh water charged at cost plus 3% for services provided to Antero Resources on its acreage acquired from HG Production and our other fluid handling services charged at cost plus 3% or cost of service.
(3) The average realized fees for the six months ended June 30, 2026 include annual CPI-based adjustments of approximately 1.5%.
Revenues. Total revenues increased by 8%, from $597 million for the six months ended June 30, 2025 to $641 million for the six months ended June 30, 2026. Total revenues included amortization of customer relationships of $35 million and $44 million for the six months ended June 30, 2025 and 2026, respectively. Gathering and processing revenues increased by 8%, from $469 million for the six months ended June 30, 2025 to $507 million for the six months ended June 30, 2026. Water handling revenues increased by 4%, from $128 million for the six months ended June 30, 2025 to $134 million for the six months ended June 30, 2026. These fluctuations primarily resulted from the following:
Gathering and Processing
● Gathering revenue increased $40 million period over period primarily due to increased throughput volumes of 102 Bcf, or 561 MMcf/d, from the HG Acquisition and 80 wells that were connected to our system between periods and increased gathering rates as a result of annual CPI-based adjustments, partially offset by the Utica Shale Divestiture and natural production decline of the wells connected to our system between periods.
● Compression revenue increased $10 million period over period primarily due to increased throughput volumes of 98 Bcf, or 541 MMcf/d, from the HG Acquisition and 80 wells that were connected to our system between periods and increased centralized compression rates as a result of annual CPI-based adjustments, partially offset by the Utica Shale Divestiture and natural production decline of the wells connected to our system between periods.
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● High pressure gathering revenue decreased $4 million period over period primarily due to decreased throughput volumes of 19 Bcf, or 105 MMcf/d, due to the Utica Shale Divestiture and natural production decline of the wells connected to our system between periods, partially offset by increased high pressure gathering rates as a result of annual CPI-based adjustments.
● Amortization of customer relationships increased $8 million period over period due to a customer relationship intangible asset of $549 million acquired in the HG Acquisition during the six months ended June 30, 2026.
Water Handling
● Fresh water delivery revenue decreased $14 million period over period primarily due to decreased fresh water delivery volumes of 3 MMBbl, or 18 MBbl/d, partially offset by an increase to the fresh water delivery rate as a result of the annual CPI-based adjustment. Water delivery volumes decreased between periods due to the timing and location of well completions by Antero Resources.
● Other water handling revenue increased $20 million period over period primarily due to higher other water handling volumes of 10 MMBbl, or 57 MBbl/d, as well as higher blending cost of service fees and increased wastewater trucking and disposal volumes. Other water handling volumes increased between periods primarily due to 8 MMBbl of fresh water delivery volumes provided to Antero Resources on its acreage acquired from HG Production that are charged at cost plus 3% during the six months ended June 30, 2026.
Direct operating expenses. Direct operating expenses increased by 29%, from $120 million for the six months ended June 30, 2025 to $155 million for the six months ended June 30, 2026. Gathering and processing direct operating expenses increased by 28% from $52 million for the six months ended June 30, 2025 to $67 million for the six months ended June 30, 2026 primarily due to increased gathering and well pad compression costs between periods related to assets acquired with the HG Acquisition, partially offset by the Utica Shale Divestiture. Water handling direct operating expenses increased by 30%, from $68 million for the six months ended June 30, 2025 to $89 million for the six months ended June 30, 2026 primarily due to fresh water delivery volumes provided by Antero Resources on acreage it acquired from HG Production during the six months ended June 30, 2026, increased wastewater trucking and disposal volumes between periods and increased blending costs between periods.
General and administrative (excluding equity-based compensation) expenses. General and administrative expenses (excluding equity-based compensation expense) remained relatively consistent at $21 million and $23 million for the six months ended June 30, 2025 and 2026, respectively.
Equity-based compensation expenses. Equity-based compensation expenses remained relatively consistent at $24 million and $21 million for the six months ended June 30, 2025 and 2026, respectively. See Note 11—Equity-Based Compensation to the unaudited condensed consolidated financial statements for additional information.
Depreciation expense. Depreciation expense increased by 9%, from $66 million for the six months ended June 30, 2025 to $72 million for the six months ended June 30, 2026 primarily due to incremental depreciation expense of $7 million related to gathering and water pipelines acquired in the HG Acquisition and $6 million for assets placed in service between periods, partially offset by lower depreciation as a result of the Utica Shale Divestiture of $7 million between periods.
Gain on long-lived assets. There were no long-lived asset sales during the six months ended June 30, 2025. During the six months ended June 30, 2026, we recognized a gain on long-lived assets of $3 million related to the Utica Shale Divestiture. See Note 3—Transactions to our condensed consolidated financial statements for additional information.
Interest expense, net. Interest expense, net increased by 14%, from $96 million for the six months ended June 30, 2025 to $110 million for the six months ended June 30, 2026 primarily due to issuance of the 2033 Notes and 2034 Notes during the second half of 2025, partially offset by the redemption of the 2027 Notes, lower average daily Credit Facility borrowings and interest rates between periods and higher interest income on cash equivalents and restricted cash between periods. See Note 9—Long-Term Debt to our unaudited condensed consolidated financial statements for additional information.
Equity in earnings of unconsolidated affiliates. Equity in earnings of unconsolidated affiliates remained relatively consistent at $58 million and $59 million for the six months ended June 30, 2025 and 2026, respectively.
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Transaction expense. During the six months ended June 30, 2026, we incurred $9 million of transaction expense related to the HG Acquisition. There were no transaction expenses during the six months ended June 30, 2025. See Note 3—Transactions to our unaudited condensed consolidated financial statements for additional information.
Income tax expense. Income tax expense remained relatively consistent at $80 million and $79 million for the six months ended June 30, 2025 and 2026, respectively, which reflects an effective tax rate of approximately 25% for each respective period.
Capital Resources and Liquidity
Sources and Uses of Cash
Capital resources and liquidity are provided by operating cash flows, available borrowings under our Credit Facility and capital market transactions. See Note 9—Long-Term Debt to the unaudited condensed consolidated financial statements. We expect that the combination of these capital resources will be adequate to meet our working capital requirements, capital expenditures program and expected quarterly cash dividends for at least the next 12 months.
Our Board declared a cash dividend on the shares of our common stock of $0.225 per share for the quarter ended June 30, 2026. The dividend is payable on August 12, 2026 to stockholders of record as of July 29, 2026. Our Board also declared a cash dividend of $137,500 on the shares of Series A Preferred Stock that is payable on August 14, 2026 in accordance with their terms as discussed in Note 13—Equity and Net Income Per Common Share. As of June 30, 2026, there were dividends in the amount of $68,750 accumulated in arrears on our Series A Preferred Stock.
We expect our future cash requirements relating to working capital, capital expenditures, acquisitions and quarterly cash dividends to our stockholders will be funded from cash flows internally generated from our operations or borrowings under the Credit Facility.
As of June 30, 2026, we did not have any off-balance sheet arrangements.
Cash Flows
The following table summarizes our cash flows for the six months ended June 30, 2025 and 2026:
Six Months Ended June 30,
(in thousands) 2025 2026
Net cash provided by operating activities $ 464,125 492,873
Net cash used in investing activities (72,334) (815,782)
Net cash provided by (used in) financing activities (391,791) 59,974
Net decrease in cash, cash equivalents and restricted cash $ — (262,935)
Operating activities. Net cash provided by operating activities was $464 million and $493 million for the six months ended June 30, 2025 and 2026, respectively. This increase in cash flows provided by operating activities between periods was primarily the result of lower cash used for working capital and increased gathering and processing and water handling revenues during the six months ended June 30, 2026 attributable to the HG Acquisition and decreased direct operating expenses for the Utica Shale Divestiture, partially offset by increased gathering and processing and water handling direct operating expenses attributable to the HG Acquisition and lower gathering and processing revenues for the Utica Shale Divestiture between periods.
Investing activities. Net cash flows used in investing activities was $72 million and $816 million for the six months ended June 30, 2025 and 2026, respectively. The increase in cash flows used in investing activities between periods was primarily due to cash paid for the HG Acquisition of $1.1 billion during the six months ended June 30, 2026, as well as increased capital spending for gathering systems and facilities of $12 million and water handling systems of $12 million, partially offset by proceeds from the Utica Shale Divestiture of $379 million during the six months ended June 30, 2026.
Financing activities. Net cash used in financing activities was $392 million for the six months ended June 30, 2025 and net cash provided by financing activities was $60 million for the six months ended June 30, 2026, respectively. The increase in cash flows provided by financing activities between periods was primarily due to the increase in net borrowings on our Credit Facility of $437 million and lower share repurchases of $19 million between periods, partially offset by higher payments for employee tax withholding for settlement of equity-based compensation awards of $6 million and higher payments of deferred financing costs of $2 million.
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2026 Capital Investment
On February 11, 2026, we announced our 2026 capital budget with a range of $190 million to $220 million. This capital budget supports Antero Resources’ capital program for 2026. Our capital budget may be adjusted as business conditions warrant. Additionally, we monitor our existing assets and look for opportunities to reuse or otherwise repurpose assets in an effort to optimize our capital efficiency.
Our capital expenditures were as follows:
Three Months Ended June 30, Six Months Ended June 30,
(in thousands) 2025 2026 2025 2026
Gathering systems and facilities $ 22,160 32,628 45,913 58,730
Water handling systems 19,357 14,050 31,144 29,000
Investments in unconsolidated affiliates 3,330 — 5,078 900
Total capital expenditures $ 44,847 46,678 82,135 88,630
Debt Agreements
See Note 9—Long-Term Debt to the unaudited condensed consolidated financial statements and “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our 2025 Form 10-K for additional information.
Critical Accounting Estimates
The discussion and analysis of our financial condition and results of operations are based upon our unaudited condensed consolidated financial statements, which have been prepared in accordance with GAAP. Any new accounting policies or updates to existing accounting policies as a result of recently adopted accounting standards have been included in Note 2—Summary of Significant Accounting Policies to our unaudited condensed consolidated financial statements. The preparation of our unaudited condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent liabilities. Accounting estimates and assumptions are considered to be critical if there is reasonable likelihood that materially different amounts could have been reported under different conditions, or if different assumptions had been used. We evaluate our estimates and assumptions on a regular basis. We base our estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the reported amounts in our unaudited condensed consolidated financial statements that are not readily apparent from other sources. Actual results may differ from these estimates and assumptions used in preparation of our unaudited condensed consolidated financial statements. See “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in the 2025 Form 10-K for additional information.
Business Combinations
We recognize and measure the assets acquired and liabilities assumed in a business combination based on their estimated fair values at the acquisition date, with any remaining difference recorded as goodwill. For acquisitions, management engages an independent valuation specialist to assist with the determination of fair value of the assets acquired, liabilities assumed, and goodwill, based on recognized valuation methodologies, including but not limited to cost and income approaches as circumstances warrant. If the initial accounting for the business combination is incomplete by the end of the reporting period in which the acquisition occurs, an estimate will be recorded. Subsequent to the acquisition, and not later than one year from the acquisition date, we will record any material adjustments to the initial estimate based on new information obtained that would have existed as of the acquisition date. An adjustment that arises from information obtained that did not exist as of the date of the acquisition will be recorded in the period of the adjustment.
The valuation of the assets acquired and liabilities assumed in a business combination requires significant judgment about future events, economic and functional obsolescence, capacity and useful lives, among others, and such fair value approaches may rely on significant inputs that are not observable in the market. These assumptions affect the fair value of assets acquired and liabilities assumed and, if changed, could have a material effect on the Company’s financial position or results of operations. See Note 3—Transactions and Note 14—Fair Value Measurement to our condensed consolidated financial statements for additional information.
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