Form 4: Blackstone Entities Report Class A Common Stock Transactions in Kinetik Holdings Inc.

Sentiment:

SEC Form 4


Blackstone Holdings and related entities report acquiring Class A Common Stock of Kinetik Holdings Inc. through settlement of Consideration Allocation Rights and dividend reinvestments.

Summary

  • On April 25, 2024, certain Blackstone-related reporting persons received shares of Kinetik Holdings Inc. Class A Common Stock in settlement of Consideration Allocation Rights.
  • The reporting persons include Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., Blackstone Inc., Blackstone Group Management L.L.C., and Stephen A. Schwarzman.
  • BCP Raptor Aggregator, LP acquired an additional 2,475,508 shares since the last Form 4 through the Company's Dividend and Distribution Reinvestment Plan.
  • BX Permian Pipeline Aggregator LP acquired an additional 400,204 shares since the last Form 4 through the Company's Dividend and Distribution Reinvestment Plan.
  • These acquisitions are exempt from Section 16 pursuant to Rule 16a-11 under the Securities Exchange Act of 1934, as amended.
  • As of April 25, 2024, BCP Raptor Aggregator, LP directly owns 10,255,727 shares of Class A Common Stock.
  • As of April 25, 2024, BX Permian Pipeline Aggregator LP directly owns 1,657,988 shares of Class A Common Stock.

Sentiment

Score: 6

Explanation: Neutral sentiment as the document primarily reports transactions related to existing agreements and dividend reinvestments, with no indication of significant positive or negative developments.

Positives

  • Blackstone's continued investment through dividend reinvestment indicates confidence in Kinetik Holdings Inc.

Future Outlook

The document mentions future potential settlement dates for Consideration Allocation Rights on February 25, 2025, and February 25, 2026, depending on forfeiture of shares by original holders.

Management Comments

  • Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
  • Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Industry Context

This filing reflects ongoing ownership adjustments within Kinetik Holdings, potentially related to prior mergers or acquisitions involving Blackstone-affiliated entities in the energy infrastructure sector.

Comparison to Industry Standards

  • Blackstone's investment strategy often involves acquiring significant stakes in energy infrastructure companies, similar to investments in peers like Cheniere Energy or Energy Transfer Partners.
  • Dividend Reinvestment Plans are a common mechanism for institutional investors to increase their holdings in companies they believe will generate long-term value, aligning with strategies seen at other major energy firms.

Stakeholder Impact

  • The transactions may have a minor positive impact on shareholder confidence due to Blackstone's continued investment.

Key Dates

DateDescription
2021-10-21Date of the Contribution Agreement by and among the Issuer, Kinetik Holdings LP, BCP Raptor Holdco, LP and New BCP Raptor Holdco, LLC
2022-02-22Date of the Consideration Allocation Agreement by and among the Issuer and certain stockholders
2024-04-25Date of transaction: Reporting Persons received shares of Class A Common Stock in settlement of Consideration Allocation Rights
2024-04-29Date of Form 4 filing
2025-02-25Date of potential settlement of Consideration Allocation Rights
2026-02-25Date of potential settlement of Consideration Allocation Rights

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