Quarterly report pursuant to Section 13 or 15(d)

Business Combination

v3.19.2
Business Combination
6 Months Ended
Jun. 30, 2019
Business Combination  
Business Combination

(3) Business Combination

On March 12, 2019, AMGP and Antero Midstream Partners completed the Transactions. The Transactions have been accounted for using the acquisition method of accounting with Antero Midstream Corporation identified as the acquirer of Antero Midstream Partners.

The components of the fair value of consideration transferred are as follows (in thousands):

Fair value of shares of AMC common stock issued(1)

$

4,017,881

Cash

598,709

Total fair value of consideration transferred

$

4,616,590

(1) The fair value of each share of AMC common stock issued in connection with the Transactions was determined to be $12.54, the closing price of AMGP common shares on March 12, 2019.

The following table summarizes the preliminary purchase price allocation. Due to the proximity of the Transactions to June 30, 2019, the Company is still completing its analysis of the final purchase price allocation. The estimated fair value of assets acquired and liabilities assumed at March 12, 2019, are as follows (in thousands):

Cash and cash equivalents

$

619,532

Accounts receivable–Antero Resources

142,312

Accounts receivable–third party

117

Other current assets

1,150

Property and equipment, net

3,639,148

Investments in unconsolidated affiliates

1,090,109

Customer relationships

558,000

Other assets, net

42,887

Total assets acquired

6,093,255

Accounts payable–Antero Resources

3,316

Accounts payable–third party

30,674

Accrued liabilities

87,021

Other current liabilities

537

Long-term debt

2,364,935

Contingent acquisition consideration

116,924

Asset retirement obligations

5,715

Other liabilities

2,809

Total liabilities assumed

2,611,931

Net assets acquired, excluding goodwill

3,481,324

Goodwill

1,135,266

Net assets acquired

$

4,616,590

The Company’s financial statements include $6 million of acquisition-related costs associated with the Transactions. These costs were expensed as general and administrative costs.