Business Context and Reporting Period
This Form 8-K, dated May 17, 2019, reports on Western Midstream Partners, LP (formerly Western Gas Equity Partners, LP). The filing addresses the consummation of a Merger Agreement dated November 7, 2018, which closed on February 28, 2019. The transaction involved the acquisition of substantially all of Anadarko Petroleum Corporation's remaining midstream assets (AMA), primarily located in the Delaware and DJ Basins. Due to common control between the entities, the Partnership is recasting its financial statements to include AMA activities retroactively.
Key Financial Metrics
This filing serves as a notification of financial statement recasting rather than a report of new operational results. Consequently, specific revenue, profit, cash flow, margin, debt, or liquidity figures for the current period are not provided in this text. The filing states that the recast financial data, including Selected Financial and Operating Data and the Management's Discussion and Analysis, is contained in Exhibit 99.1, which supersedes the corresponding sections of the 2018 Form 10-K.
Material Changes Versus Prior Period
- Corporate Name Change: The Partnership changed its name from Western Gas Equity Partners, LP to Western Midstream Partners, LP. Its operating subsidiary changed from Western Gas Partners, LP to Western Midstream Operating, LP.
- Asset Acquisition: The Partnership acquired Anadarko's midstream assets (AMA) via a merger with Western Midstream Operating, LP.
- Financial Recasting: The 2018 Form 10-K is being recast to reflect the acquisition of AMA as if the Partnership owned these assets for all periods presented. This affects the Business and Properties, Selected Financial Data, MD&A, Market Risk, and Financial Statements sections of the prior annual report.
Guidance, Outlook, and Risks
The filing does not contain new forward-looking guidance, management commentary on future outlook, or specific risk factors beyond the context of the merger. It notes that the recast information in Exhibit 99.1 does not reflect events occurring after the filing of the 2018 Form 10-K, except for disclosures related to the Merger. Investors are directed to read this report in conjunction with the 2018 Form 10-K and future periodic reports.
Investor Verification Checklist
- Review Exhibit 99.1 attached to this filing for the specific recast financial statements and operating data.
- Verify the impact of the AMA acquisition on historical revenue and EBITDA by comparing the recast 2018 data against the original 2018 Form 10-K.
- Confirm the updated corporate structure and the status of the Delaware and DJ Basin assets now held by the Partnership.
- Check subsequent filings (10-Q, 10-K) for updated liquidity and debt metrics post-merger integration.