Business Context and Reporting Period
This Form 8-K was filed by Kayne Anderson Acquisition Corp. (the "Company") on October 4, 2018, reporting events occurring on October 1, 2018. The Company is a Delaware corporation and an emerging growth company. The filing details a financing commitment entered into by Altus Midstream LP, a wholly owned subsidiary of the Company, in connection with a proposed business combination with assets from Apache Corporation.
Key Financial Metrics
The filing does not provide historical revenue, profit, cash flow, or margin data for the Company or its subsidiary. The primary financial metric disclosed relates to a new debt facility:
- Debt Commitment: A senior unsecured revolving credit facility with an aggregate principal amount of up to $800 million.
- Letter of Credit Subfacility: Included within the facility, up to $100 million.
- Initial Availability: Expected to be $450 million upon closing.
- Maximum Availability: $800 million, contingent upon achieving certain performance thresholds.
Material Changes
The material change reported is the execution of a Debt Commitment Letter by Altus Midstream LP with various lenders. This commitment is conditioned upon:
- Execution of definitive documentation for the facility.
- Closing of the previously announced business combination involving Apache Midstream LLC and Alpine High entities.
Guidance, Outlook, and Risks
Management Commentary and Use of Proceeds: Following the closing of the business combination, Altus Midstream anticipates using the borrowing capacity to fund capital requirements and general corporate purposes.
Risks and Contingencies: The filing includes extensive forward-looking statements and identifies several risks that could cause actual results to differ from projections:
- Failure to obtain stockholder approval or other closing conditions for the business combination.
- Legal proceedings instituted against the Company or Apache.
- Disruption of current plans and operations due to the proposed combination.
- Inability to realize anticipated benefits of the combination.
- Changes in applicable laws, regulations, or economic factors.
Investor Information: The Company has filed a preliminary proxy statement with the SEC. Stockholders are advised to read the definitive proxy statement for important information regarding the business combination.
Key Facts for Investor Verification
- Verify the status of the definitive documentation for the $800 million credit facility.
- Confirm the progress of the business combination with Apache Midstream LLC and Alpine High entities.
- Review the definitive proxy statement for details on the proposed transaction and voting requirements.
- Monitor the achievement of performance thresholds required to increase facility availability from $450 million to $800 million.