VOTING AGREEMENTVoting Agreement • November 1st, 2021 • Blackstone Holdings III L.P. • Natural gas transmission • Delaware
This Voting Agreement (this “Agreement”), dated as of October 21, 2021, is entered into by and among Altus Midstream Company, a Delaware corporation (the “Corporation”), BCP Raptor Aggregator, LP, a Delaware limited partnership (“BCP Raptor Aggregator”), and BX Permian Pipeline Aggregator LP, a Delaware limited partnership (“BX Permian” and together with BCP Raptor Aggregator, the “Stockholders”). The Corporation and the Stockholders are each sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • November 1st, 2021 • Blackstone Holdings III L.P. • Natural gas transmission • Delaware
This AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (this “Agreement”), dated as of October 21, 2021, is entered into by and among Altus Midstream Company, a Delaware corporation (the “Corporation”), APA Corporation, a Delaware corporation (“APA Corporation”), Apache Midstream LLC, a Delaware limited liability company (“Apache Midstream”), Buzzard Midstream LLC, a Delaware limited liability company and controlled Affiliate of ISQ Global Infrastructure Fund II L.P. (“ISQ”), BCP Raptor Aggregator, LP, a Delaware limited partnership and controlled Affiliate of Blackstone Capital Partners VII L.P. and Blackstone Energy Partners II L.P. (“BX Aggregator”), BX Permian Pipeline Aggregator LP, a Delaware limited partnership and controlled Affiliate of Blackstone Capital Partners VII L.P. and Blackstone Energy Partners II L.P. (“BX Permian”), New BCP Raptor Holdco, LLC, a Delaware limited liability company (“New Raptor”), and solely for purposes of Section 2(a)(iv) and Section 2(a)(v), BCP Raptor H
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • November 1st, 2021 • Blackstone Holdings III L.P. • Natural gas transmission • Delaware
This VOTING AND SUPPORT AGREEMENT, dated as of October 21, 2021 (this “Agreement”), is entered into by and among BCP Raptor Holdco, LP, a Delaware limited partnership (“Raptor”), New BCP Raptor Holdco, LLC, a Delaware limited liability company (“New Raptor” and, together with Raptor, the “Raptor Parties”), Apache Midstream LLC, a Delaware limited liability company (“Holder”), and solely for purposes of Section 6.1, APA Corporation, a Delaware corporation (“Altus Sponsor”).
CONTRIBUTION AGREEMENT by and among ALTUS MIDSTREAM COMPANY, ALTUS MIDSTREAM LP, NEW BCP RAPTOR HOLDCO, LLC and, solely for purposes of Section 5.27 and Article III, BCP RAPTOR HOLDCO, LP Dated as of October 21, 2021Contribution Agreement • November 1st, 2021 • Blackstone Holdings III L.P. • Natural gas transmission • Delaware
This Contribution Agreement (this “Agreement”) dated as of October 21, 2021 (the “Execution Date”) is made and entered into by and among (a) Altus Midstream Company, a Delaware corporation (the “Company”), (b) Altus Midstream LP, a Delaware limited partnership (the “Partnership”), (c) New BCP Raptor Holdco, LLC, a Delaware limited liability company (“Contributor”), and solely for purposes of Section 5.27 and Article III, BCP Raptor Holdco, LP, a Delaware limited partnership (“Raptor”). Each of the parties to this Agreement is sometimes referred to individually in this Agreement as a “Party,” and all of the parties to this Agreement are sometimes collectively referred to in this Agreement as the “Parties.”
JOINT FILING AGREEMENTJoint Filing Agreement • November 1st, 2021 • Blackstone Holdings III L.P. • Natural gas transmission
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Altus Midstream Company, a Delaware corporation, and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. Each of them is responsible for the timely filing of such filings and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such informati
