Baird Investment Banking Pitch Book

FULLY-DILUTED EXCHANGE RATIO ANALYSIS Exchange Ratio derived from current trading levels and full Series B dilution ■ Assuming an efficient market is anticipating an AMGP acquisition of AM, AMGP's share price should already reflect some amount of dilution from the Series B issuance Baird has reviewed Wall Street research, which anticipates ~4.1 million AMGP shares issued to Series B holders in an AMGP acquisition of AM (1) Current Exchange Ratio ($ in millions, except per share / unit data) a) AMGP Market Cap b) AMGP Shares O/S c) Unanticipated AMGP Shares AMGP Price / Share [a/ (b+c)] AM Price / Unit Based on this market view and the proposed issuance of 18.5 million AMGP shares to Series B holders, 14.4 million AMGP shares are not priced into the current exchange ratio Including the dilutive impact of an additional 14.4 million new AMGP units implies an exchange ratio of 1.72x Current Exchange Ratio Note: Current market data as of August 21, 2018. Wells Fargo Equity Research. $3,605 186.2 Freliminary Grafi $19.36 $30.86 1.59x **** Fully-Diluted Exchange Ratio ($ in millions, except per share/unit data) a) AMGP Market Cap b) AMGP Shares O/S c) Unanticipated AMGP Shares Fully-Diluted AMGP Price / Share [a / (b+c)] AM Price / Unit Implied Exchange Ratio BAIRD Project Bronco $3,605 186.2 14.4 $17.97 $30.86 1.72x Page 5

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