Baird Investment Banking Pitch Book

RELATIVE TRADING ANALYSIS Antero Midstream Partners LP (AM) Antero Midstream GP LP (AMGP) AMC Pro Forma @ Current Proposal @ Illustrative Counter (2) Price $29.73 18.61 $18.61 18.61 Value of AR's Midstream Holdings Current Yield 5.2% 2.3% ΝΑ NA 2019E Yield 7.4% 4.8% 6.9% 7.0% (3) Status Quo $2,939 2019-22 Est. Distribution Growth CAGR 22.9% 35.8% 27.0% 25.5% Equity Value / Cash Flow (1) 2018E (3) Current holdings * AM unit price. (4) Proforma ownership, assuming no change to AMGP pro forma share price plus cash received in transaction ($750 mm * 53%) 14.4x 23.6x Current Proposal @1.6x Exchange Ratio $2,944 NA Treliminary Draft NA 2019E 10.8x 14.6x 11.0x 11.4x Source: Antero management projections. (1) Cash flow represents distributable cash flow attributable to LP unitholders / shareholders at full payout. Cash flow to AMGP is net of Series B profit interest and taxes. (2) Represents 1.7x equity exchange ratio, $750 mm in cash, 10 mm shares issued to Series B holders and no distribution cut to AM unitholders in 2019. Illustrative Counter Pro Forma + Cash Rovd. Net Debt / 2019E EBITDA BAIRD $3,524 1.3x NM 1.3x 1.3x Project Bronco | Page 23

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