Groowe Groowe BETA / Newsroom
⏱ News is delayed by 15 minutes. Sign in for real-time access. Sign in

Kinetik Reports Third Quarter 2025 Financial and Operating Results and Revises 2025 Financial Guidance

businesswire.com

HOUSTON & MIDLAND, Texas--( BUSINESS WIRE)--Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik” or the “Company”) today reported financial results for the quarter ended September 30, 2025.

Kinetik reported net income including noncontrolling interest of $15.5 million and $109.2 million for the three and nine months ended September 30, 2025, respectively. Kinetik generated Adjusted EBITDA 1 of $242.6 million and $735.6 million, Distributable Cash Flow 1 of $158.5 million and $468.8 million, and Free Cash Flow 1 of $50.9 million and $179.2 million for the three and nine months ended September 30, 2025, respectively.

Highlights

CEO Commentary

“Kinetik achieved a significant milestone in the third quarter of 2025 with the full commercial in-service of Kings Landing, adding critical processing capacity in New Mexico,” said Jamie Welch, Kinetik’s President & Chief Executive Officer. “The additional processing capacity is a significant step for our Delaware North customers, returning new volumes behind our system that had been curtailed for up to two years while also enabling resumption of development plans and new activity across the system. And today, we announced FID on the AGI project at Kings Landing, further positioning Kinetik to capture the significant sour gas opportunity in the Northern Delaware.”

“The Permian continues to stand out - it remains one of the lowest cost sources of incremental hydrocarbons globally, and its producers continue to extract efficiency gains as they do more with less. That said, the Permian is not fully insulated from the current commodity headwinds. Delaware Basin rig count is down nearly 20% since the start of the year, and the Permian experienced substantial production shut-ins as Waha natural gas prices were negative. Industry consultants’ updated forecasts are corroborating what we are seeing from our customers, which is slowing producer activity that likely results in slightly slower Permian natural gas production growth. In the face of these volume-related headwinds, the Company’s positioning within the Delaware Basin, upcoming natural gas liquids contract expirations, and backlog of low multiple, high return organic investments reinforce management’s conviction in Kinetik’s long-term value proposition.”

Financial Highlights

Three Months Ended September 30,

Nine Months Ended September 30,

2025

2025

(In thousands, except ratios)

Net income including noncontrolling interest

$

15,549

$

109,227

Adjusted EBITDA 1

$

242,634

$

735,584

Midstream Logistics Adjusted EBITDA 1

$

151,358

$

462,763

Pipeline Transportation Adjusted EBITDA 1

$

95,454

$

286,104

Corporate and Other Adjusted EBITDA 1

$

(4,178

)

$

(13,283

)

Distributable Cash Flow 1

$

158,488

$

468,772

Dividend Coverage Ratio 1,2

1.3x

1.3x

Capital Expenditures 3

$

153,888

$

358,229

Free Cash Flow 1

$

50,882

$

179,158

Net Debt 1,4

$

4,153,863

Leverage Ratio 1,5

3.9x

Net Debt to Adjusted EBITDA Ratio 1,6

4.3x

Common stock issued and outstanding 7

161,664

Other Financial Updates

The Midstream Logistics segment generated Adjusted EBITDA 1 of $151 million, a 13% decrease year-over-year. For the three months ended September 30, 2025, Kinetik processed natural gas volumes of 1.84 Bcf/d, an 8% increase year-over-year. Third quarter 2025 results were negatively affected by the delayed start-up of Kings Landing with lower than expected volumes at the complex in August and September, Waha price-related production shut-ins due to capacity constraints on Permian-to-Gulf Coast residual natural gas pipelines, and higher cost of goods sold on the Delaware South system.

The Pipeline Transportation segment generated Adjusted EBITDA 1 of $95 million, a nearly 1% decrease year-over-year with mostly in-line performance at the Company’s operated and non-operated assets.

The Company has repurchased $176 million 8 of Class A common stock year to date under the existing Repurchase Program, of which $100 million was repurchased during the third quarter of 2025.

In October, Kinetik closed the sale of its 27.5% equity interest in EPIC Crude. Proceeds of over $500 million in net upfront cash paid down the Company’s Revolving Credit Facility balance and ultimately will be utilized to fund attractive, mid-single digit organic growth and cost reduction projects over the next two years.

Outlook & Guidance

Kinetik now estimates full year 2025 Adjusted EBITDA 1 to be between $965 million and $1.005 billion as a result of the following:

The Company is tightening the 2025 Capital Guidance range to be between $485 million and $515 million, including the contingent consideration paid to Morgan Stanley Energy Partners in October 2025.

Kinetik plans to provide 2026 Adjusted EBITDA 1 and Capital Guidance with full year 2025 results in February 2026.

Strategic Projects & Commercial Update

Kinetik achieved full commercial in-service at Kings Landing in late September 2025. The new processing complex in Eddy County, New Mexico adds over 200 Mmcf/d of gas processing capacity. Construction progressed in the third quarter at the ECCC Pipeline which will connect the western portion of Kinetik’s system between Eddy and Culberson counties. In-service is expected during the second quarter of 2026.

Adding to the projects currently in backlog, Kinetik reached FID on its AGI project at Kings Landing, enabling the Company to take high levels of H 2S and CO 2 at all three of the Delaware North processing complexes. The project in-service date is expected by year end 2026. In addition, commercial negotiations continue as the Company works toward finalizing the next stage of a processing capacity expansion at Kings Landing.

Kinetik is also pursuing scalable power solutions in the Permian Basin:

Additionally, Kinetik executed new commercial arrangements to support Permian residue gas takeaway:

Conference Call & Webcast

Kinetik will host its third quarter 2025 results conference call on Thursday, November 6, 2025 at 8:00 am Central Time (9:00 am Eastern Time). To access a live webcast of the conference call, please visit the Investors section of Kinetik’s website at www.ir.kinetik.com. A replay of the conference call will be available on the website following the call.

Investor Presentation

An updated investor presentation will be available under Events and Presentations in the Investors section of the Company’s website at www.ir.kinetik.com.

About Kinetik Holdings Inc.

Kinetik is a fully integrated, pure-play, Permian-to-Gulf Coast midstream C-corporation operating in the Delaware Basin. Kinetik is headquartered in Houston and Midland, Texas. Kinetik provides comprehensive gathering, transportation, compression, processing and treating services for companies that produce natural gas, natural gas liquids, crude oil and water. Kinetik posts announcements, operational updates, investor information and press releases on its website, www.kinetik.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, outlooks, guidance 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 the Company’s future business strategy and plans, expectations, and objectives for the Company’s operations, including statements about strategy, synergies, sustainability goals and initiatives, technology adoption, portfolio monetization opportunities, growth, expansion, cost reduction and other capital projects and the timing and cost thereof, future operations, and financial guidance, growth opportunities, the amount and timing of future shareholder returns, the Company’s projected dividend amounts and the timing thereof, and the Company’s leverage and financial profile. 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 Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2024. 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.

Additional information

Additional information follows, including a reconciliation of Adjusted EBITDA, Distributable Cash Flow, Free Cash Flow, and Net Debt (non-GAAP financial measures) to the GAAP measures.

Non-GAAP financial measures

Kinetik’s financial information includes information prepared in conformity with generally accepted accounting principles (GAAP) as well as non-GAAP financial information. It is management’s intent to provide non-GAAP financial information to enhance understanding of our consolidated financial information as prepared in accordance with GAAP. Adjusted EBITDA, Distributable Cash Flow, Free Cash Flow, Dividend Coverage Ratio, Net Debt and Leverage Ratio are non-GAAP measures. This non-GAAP information should be considered by the reader in addition to, but not instead of, the financial statements prepared in accordance with GAAP and reconciliations from these results should be carefully evaluated. See “Reconciliation of GAAP to Non-GAAP Measures” elsewhere in this news release. This news release also includes certain forward-looking non-GAAP financial information. Reconciliations of these forward-looking non-GAAP measures to their most directly comparable GAAP measure are not available without unreasonable efforts. This is due to the inherent difficulty of forecasting the timing or amount of various reconciling items that would impact the most directly comparable forward-looking GAAP financial measure, that have not yet occurred, are out of Kinetik’s control and/or cannot be reasonably predicted. Accordingly, such reconciliation is excluded from this new release. Forward-looking non-GAAP financial measures provided without the most directly comparable GAAP financial measures may vary materially from the corresponding GAAP financial measures.

KINETIK HOLDINGS INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

Three Months Ended

September 30,

Nine Months Ended

September 30,

2025

2024

2025

2024

(In thousands, except per share data)

Operating revenues:

Service revenue

$

103,338

$

103,100

$

343,918

$

301,710

Product revenue

357,608

290,423

981,703

787,092

Other revenue

3,023

2,839

8,349

8,411

Total operating revenues

463,969

396,362

1,333,970

1,097,213

Operating costs and expenses:

Costs of sales (exclusive of depreciation and amortization shown separately below) (1)

235,391

144,586

615,452

444,786

Operating expenses

76,137

55,804

207,785

143,278

Ad valorem taxes

7,099

5,896

20,449

18,400

General and administrative expenses

30,096

29,619

91,932

94,846

Depreciation and amortization expenses

95,409

87,583

281,845

236,250

Loss (gain) on disposal of assets, net

50

(15

)

4,090

Total operating costs and expenses

444,182

323,488

1,217,448

941,650

Operating income

19,787

72,874

116,522

155,563

Other income (expense):

Interest and other income

303

1,872

3,820

2,272

Loss on debt extinguishment

(635

)

(525

)

Gain on sale of equity method investment

29,953

89,837

Interest expense

(61,721

)

(66,029

)

(173,949

)

(167,545

)

Equity in earnings of unconsolidated affiliates

58,289

53,244

174,472

169,668

Total other (expense) income, net

(3,129

)

19,040

3,708

93,707

Income before income taxes

16,658

91,914

120,230

249,270

Income tax expense

1,109

8,260

11,003

21,261

Net income including noncontrolling interest

15,549

83,654

109,227

228,009

Net income attributable to Common Unit limited partners

10,284

57,891

74,187

153,504

Net income attributable to holders of Class A Common Stock

$

5,265

$

25,763

$

35,040

$

74,505

Net income attributable to holders of Class A Common Stock, per share

Basic

$

0.03

$

0.35

$

0.41

$

1.03

Diluted

$

0.03

$

0.35

$

0.41

$

1.02

Weighted-average shares

Basic

61,866

59,811

61,256

59,116

Diluted

62,428

60,424

62,120

59,852

(1)

Cost of sales (exclusive of depreciation and amortization) is net of gas service revenues totaling $88.3 million and $60.2 million for the three months ended September 30, 2025 and 2024, respectively, and $224.1 million and $159.4 million for the nine months ended September 30, 2025 and 2024, respectively, for certain volumes, where we act as principal.

KINETIK HOLDINGS INC.

RECONCILIATION OF GAAP TO NON-GAAP MEASURES

Three Months Ended

September 30,

Nine Months Ended

September 30,

2025

2024

2025

2024

(In thousands)

Net Income Including Noncontrolling Interests to Adjusted EBITDA

Net income including noncontrolling interest (GAAP)

$

15,549

$

83,654

$

109,227

$

228,009

Add back:

Interest expense

61,721

66,029

173,949

167,545

Income tax expense

1,109

8,260

11,003

21,261

Depreciation and amortization expenses

95,409

87,583

281,845

236,250

Amortization of contract costs

1,744

1,655

5,054

4,965

Proportionate EBITDA from unconsolidated affiliates

87,715

88,229

263,345

262,553

Share-based compensation

14,229

15,171

44,577

52,868

Loss (gain) on disposal of assets, net

50

(15

)

4,090

Loss on debt extinguishment

635

525

Commodity hedging unrealized loss

6,485

Contingent liability fair value adjustment

5,700

1,400

5,700

1,400

Integration costs

6,650

2,540

12,621

5,091

Transaction costs

812

31

812

3,538

Other one-time costs or amortization

3,916

3,717

15,708

8,448

Deduct:

Interest income

166

572

1,274

1,459

Gain on sale of equity method investment

29,953

89,837

Commodity hedging unrealized gain

8,817

13,131

1,935

Equity income from unconsolidated affiliates

58,289

53,244

174,472

169,668

Adjusted EBITDA (1) (non-GAAP)

$

242,634

$

265,683

$

735,584

$

733,644

Distributable Cash Flow (2)

Adjusted EBITDA (non-GAAP)

$

242,634

$

265,683

$

735,584

$

733,644

Proportionate EBITDA from unconsolidated affiliates

(87,715

)

(88,229

)

(263,345

)

(262,553

)

Returns on invested capital from unconsolidated affiliates

78,263

71,028

205,204

223,670

Interest expense

(61,721

)

(66,029

)

(173,949

)

(167,545

)

Unrealized loss (gain) on interest rate swaps

779

12,336

(632

)

2,770

Maintenance capital expenditures

(13,752

)

(10,631

)

(34,090

)

(28,411

)

Distributable cash flow (non-GAAP)

$

158,488

$

184,158

$

468,772

$

501,575

Free Cash Flow (3)

Distributable cash flow (non-GAAP)

$

158,488

$

184,158

$

468,772

$

501,575

Cash interest adjustment

36,229

27,401

46,427

(1,994

)

Realized gain on interest rate swaps

750

3,994

406

11,899

Growth capital expenditures

(153,625

)

(49,840

)

(342,835

)

(130,253

)

Capitalized interest

(4,449

)

(2,955

)

(12,308

)

(4,885

)

Investments in unconsolidated affiliates

(221

)

(1,206

)

(3,273

)

Returns of invested capital from unconsolidated affiliates

1,549

2,853

2,789

Contributions in aid of construction

13,710

390

17,049

1,798

Free cash flow (non-GAAP)

$

50,882

$

164,697

$

179,158

$

377,656

KINETIK HOLDINGS INC.

RECONCILIATION OF GAAP TO NON-GAAP MEASURES (CONTINUED)

Nine Months Ended September 30,

2025

2024

(In thousands)

Reconciliation of net cash provided by operating activities to Adjusted EBITDA

Net cash provided by operating activities

$

494,030

$

493,356

Net changes in operating assets and liabilities

(13,652

)

24,981

Interest expense

173,949

167,545

Amortization of deferred financing costs

(5,892

)

(5,497

)

Current income tax expense

509

1,528

Returns on invested capital from unconsolidated affiliates

(205,204

)

(223,670

)

Proportionate EBITDA from unconsolidated affiliates

263,345

262,553

Derivative fair value adjustment and settlement

13,763

(835

)

Commodity hedging unrealized gain

(13,131

)

(1,935

)

Interest income

(1,274

)

(1,459

)

Integration costs

12,621

5,091

Transaction costs

812

3,538

Other one-time cost or amortization

15,708

8,448

Adjusted EBITDA (1) (non-GAAP)

$

735,584

$

733,644

September 30,

June 30,

March 31,

2025

2025

2025

(In thousands)

Net Debt (4)

Short-term debt

$

178,600

$

189,300

$

148,800

Long-term debt, net

3,956,330

3,736,972

3,568,457

Plus: Debt issuance costs, net

26,670

28,028

26,543

Total debt

4,161,600

3,954,300

3,743,800

Less: Cash and cash equivalents

7,737

10,733

8,845

Net debt (non-GAAP)

$

4,153,863

$

3,943,567

$

3,734,955

(1) Adjusted EBITDA is defined as net income including noncontrolling interest adjusted for interest, taxes, depreciation and amortization, gain or loss on disposal of assets and debt extinguishment, the proportionate EBITDA from our EMI pipelines, share-based compensation expense, noncash increases and decreases related to commodity hedging activities, integration and transaction costs and extraordinary losses and unusual or non-recurring charges. Adjusted EBITDA provides a basis for comparison of our business operations between current, past and future periods by excluding items that we do not believe are indicative of our core operating performance. Adjusted EBITDA should not be considered as an alternative to the GAAP measure of net income including non-controlling interest or any other measure of financial performance presented in accordance with GAAP.

(2) Distributable Cash Flow is defined as Adjusted EBITDA, adjusted for the proportionate EBITDA from unconsolidated affiliates, returns on invested capital from unconsolidated affiliates, interest expense, net of amounts capitalized, unrealized gains or losses on interest rate swaps and maintenance capital expenditures. Distributable Cash Flow should not be considered as an alternative to the GAAP measure of net income including non-controlling interest or any other measure of financial performance presented in accordance with GAAP. We believe that Distributable Cash Flow is a useful measure to compare cash generation performance from period to period and to compare the cash generation performance for specific periods to the amount of cash dividends we make.

(3) Free Cash Flow is defined as Distributable Cash Flow adjusted for growth capital expenditures, investments in unconsolidated affiliates, returns of invested capital from unconsolidated affiliates, cash interest, capitalized interest, realized gains or losses on interest rate swaps and contributions in aid of construction. Free Cash flow should not be considered as an alternative to the GAAP measure of net income including non-controlling interest or any other measure of financial performance presented in accordance with GAAP. We believe that Free Cash Flow is a useful performance measure to compare cash generation performance from period to period and to compare the cash generation performance for specific periods to the amount of cash dividends that we make.

(4) Net Debt is defined as total short-term and long-term debt, excluding deferred financing costs, premiums and discounts, less cash and cash equivalents. Net Debt illustrates our total debt position less cash on hand that could be utilized to pay down debt at the balance sheet date. Net Debt should not be considered as an alternative to the GAAP measure of total long-term debt, or any other measure of financial performance presented in accordance with GAAP.

KINETIK HOLDINGS INC.

RESULTS OF OPERATIONS BY SEGMENT

The following tables present the Segment Adjusted EBITDA of the Company’s reportable segments and reconciliations of the segment profits to consolidated income before income tax expenses for the three and nine months ended September 30, 2025 and 2024:

Midstream Logistics

Pipeline Transportation

Corporate and Other (1)

Elimination

Consolidated

For the three months ended September 30, 2025

(In thousands)

Revenue

$

458,621

$

2,325

$

$

$

460,946

Other revenue

3,021

2

3,023

Intersegment revenue (2)

5,793

(5,793

)

Total segment operating revenue

461,642

8,120

(5,793

)

463,969

Costs of sales (excluding depreciation and amortization expense)

(236,001

)

610

(235,391

)

Intersegment costs of sales

(5,793

)

5,793

Operating expenses (3)

(82,486

)

(750

)

(83,236

)

General and administrative expenses

(6,610

)

(241

)

(23,245

)

(30,096

)

Proportionate EMI EBITDA

87,715

87,715

Other segment items (4)

20,606

19,067

39,673

Segment Adjusted EBITDA (5)

$

151,358

$

95,454

$

(4,178

)

$

$

242,634

Reconciliation of Segment Adjusted EBITDA to income before income taxes

Segment Adjusted EBITDA (5)

$

151,358

$

95,454

$

(4,178

)

$

$

242,634

Add back:

Other interest income

166

166

Equity in earnings of unconsolidated affiliates

58,289

58,289

Deduct:

Interest expense

37

61,684

61,721

Depreciation and amortization expenses

93,095

2,308

6

95,409

Contract assets amortization

1,744

1,744

Proportionate EMI EBITDA

87,715

87,715

Share-based compensation

14,229

14,229

Loss on disposal of assets, net

50

50

Commodity hedging unrealized loss

6,485

6,485

Contingent liabilities fair value adjustment

5,700

5,700

Integration costs

6,552

98

6,650

Acquisition / divestiture transaction costs

812

812

Other one-time costs or amortization

(12

)

3,928

3,916

Income (loss) before income taxes

$

37,707

$

63,720

$

(84,769

)

$

$

16,658

Midstream Logistics

Pipeline Transportation

Corporate and Other (1)

Elimination

Consolidated

For the three months ended September 30, 2024

(In thousands)

Revenue

$

391,331

$

2,192

$

$

$

393,523

Other Revenue

2,837

2

2,839

Intersegment revenue (2)

6,748

(6,748

)

Total segment operating revenue

394,168

8,942

(6,748

)

396,362

Costs of sales (excluding depreciation and amortization expense)

(144,648

)

62

(144,586

)

Intersegment costs of sales

(6,748

)

6,748

Operating expenses (3)

(61,010

)

(690

)

(61,700

)

General and administrative expenses

(6,542

)

(409

)

(22,668

)

(29,619

)

Proportionate EMI EBITDA

88,229

88,229

Other segment items (4)

(1,597

)

18,594

16,997

Segment Adjusted EBITDA (5)

$

173,623

$

96,134

$

(4,074

)

$

$

265,683

Reconciliation of Segment Adjusted EBITDA to income before income taxes

Segment adjusted EBITDA (5)

$

173,623

$

96,134

$

(4,074

)

$

$

265,683

Add back:

Other interest income

572

572

Gain on sale of equity method investment

29,953

29,953

Commodity hedging unrealized gain

8,817

8,817

Equity in earnings of unconsolidated affiliates

53,244

53,244

Deduct:

Interest expense

2,666

63,363

66,029

Depreciation and amortization expenses

85,273

2,305

5

87,583

Contract assets amortization

1,655

1,655

Proportionate EMI EBITDA

88,229

88,229

Share-based compensation

15,171

15,171

Contingent liabilities fair value adjustment

1,400

1,400

Integration costs

1,208

1,332

2,540

Acquisition transaction costs

31

31

Other one-time costs or amortization

1,657

2,060

3,717

Income (loss) before income taxes

$

88,581

$

88,797

$

(85,464

)

$

$

91,914

Midstream Logistics

Pipeline Transportation

Corporate and Other (1)

Elimination

Consolidated

For the nine months ended September 30, 2025

(In thousands)

Revenue

$

1,318,459

$

7,162

$

$

$

1,325,621

Other revenue

8,343

6

8,349

Intersegment revenue (2)

18,271

(18,271

)

Total segment operating revenue

1,326,802

25,439

(18,271

)

1,333,970

Costs of sales (excluding depreciation and amortization expense)

(615,624

)

172

(615,452

)

Intersegment costs of sales

(18,271

)

18,271

Operating expenses (3)

(226,283

)

(1,951

)

(228,234

)

General and administrative expenses

(18,731

)

(901

)

(72,300

)

(91,932

)

Proportionate EMI EBITDA

263,345

263,345

Other segment items (4)

14,870

59,017

73,887

Segment Adjusted EBITDA (5)

$

462,763

$

286,104

$

(13,283

)

$

$

735,584

Reconciliation of Segment Adjusted EBITDA to income before income taxes

Segment adjusted EBITDA (5)

$

462,763

$

286,104

$

(13,283

)

$

$

735,584

Add back:

Other interest income

1,274

1,274

Gain on disposal of assets

15

15

Commodity hedging unrealized gain

13,131

13,131

Equity income from unconsolidated affiliates

174,472

174,472

Deduct:

Interest expense

97

173,852

173,949

Depreciation and amortization expenses

274,903

6,924

18

281,845

Contract assets amortization

5,054

5,054

Proportionate EMI EBITDA

263,345

263,345

Share-based compensation

44,577

44,577

Loss on debt extinguishment

635

635

Contingent liabilities fair value adjustment

5,700

5,700

Integration costs

10,999

1,622

12,621

Acquisition / divestiture transaction costs

812

812

Other one-time costs or amortization

3,702

12,006

15,708

Income (loss) before income taxes

$

175,454

$

190,307

$

(245,531

)

$

$

120,230

Midstream Logistics

Pipeline Transportation

Corporate and Other (1)

Elimination

Consolidated

For the nine months ended September 30, 2024

(In thousands)

Revenue

$

1,082,236

$

6,566

$

$

$

1,088,802

Other revenue

8,122

289

8,411

Intersegment revenue (2)

19,288

(19,288

)

Total segment operating revenue

1,090,358

26,143

(19,288

)

1,097,213

Costs of sales (excluding depreciation and amortization expense)

(444,767

)

(19

)

(444,786

)

Intersegment costs of sales

(19,288

)

19,288

Operating expenses (3)

(159,455

)

(2,223

)

(161,678

)

General and administrative expenses

(13,766

)

(1,263

)

(79,817

)

(94,846

)

Proportionate EMI EBITDA

262,553

262,553

Other segment items (4)

11,083

64,105

75,188

Segment Adjusted EBITDA (5)

$

464,165

$

285,191

$

(15,712

)

$

$

733,644

Reconciliation of Segment Adjusted EBITDA to income before income taxes

Segment adjusted EBITDA (5)

$

464,165

$

285,191

$

(15,712

)

$

$

733,644

Add back:

Other interest income

1,459

1,459

Gain on sale of equity method investment

89,837

89,837

Equity income from unconsolidated affiliates

169,668

169,668

Commodity hedging unrealized gain

1,935

1,935

Deduct:

Interest expense

5,273

162,272

167,545

Depreciation and amortization expenses

229,336

6,897

17

236,250

Contract assets amortization

4,965

4,965

Proportionate EMI EBITDA

262,553

262,553

Share-based compensation

52,868

52,868

Loss on disposal of assets

4,090

4,090

Loss on debt extinguishment

525

525

Contingent liabilities fair value adjustment

1,400

1,400

Integration costs

1,792

3,299

5,091

Acquisition transaction costs

3,538

3,538

Other one-time costs or amortization

4,048

4,400

8,448

Income (loss) before income taxes

$

215,196

$

275,246

$

(241,172

)

$

$

249,270

(1)

Corporate and Other represents those results that: (i) are not specifically attributable to an operating segment; (ii) are not individually reportable or (iii) have not been allocated to a reportable segment for the purpose of evaluating their performance, including certain general and administrative expense items. Items included here to reconcile operating segments’ profit and loss with the Company’s consolidated profit and loss.

(2)

The Company accounts for intersegment sales at market prices, while it accounts for asset transfers at book value. Intersegment revenue is eliminated at consolidation.

(3)

Operating expenses includes ad valorem taxes.

(4)

Other segment items include certain other income items, share-based compensation, adjustments related to amortization of contract costs, fair value adjustments to contingent liabilities, commodity hedging unrealized gain or loss, integration costs, acquisition costs and other one-time costs or amortization.

(5)

Adjusted EBITDA is defined as net income including noncontrolling interest adjusted for interest, taxes, depreciation and amortization, gain or loss on disposal of assets and debt extinguishment, the proportionate EBITDA from our EMI pipelines, share-based compensation expense, noncash increases and decreases related to commodity hedging activities, integration and transaction costs and extraordinary losses and unusual or non-recurring charges. Adjusted EBITDA provides a basis for comparison of our business operations between current, past and future periods by excluding items that we do not believe are indicative of our core operating performance. Adjusted EBITDA should not be considered as an alternative to the GAAP measure of net income including non-controlling interest or any other measure of financial performance presented in accordance with GAAP.