Archrock (AROC) Prices 11M Share Offering at $21/sh

Archrock, Inc. (NYSE: AROC) (“Archrock”) announced today the pricing of its underwritten public offering (the “offering”) of 11,000,000 shares of its common stock (the “common stock”) at a public offering price of $21.00 per share. The total estimated net proceeds of the offering, after deducting the underwriting discount and estimated offering expenses, are approximately $223 million. The offering is expected to close on July 24, 2024, subject to customary closing conditions. The underwriters have a 30-day option to purchase up to an additional 1,650,000 shares of common stock from Archrock.

Archrock intends to use the net proceeds from the offering to fund a portion of the cash purchase price for the previously announced acquisition of 100% of the issued and outstanding membership interests of Total Operations and Production Services, LLC (“TOPS” and such transaction the “Transaction”), along with cash on hand, borrowings under Archrock’s revolving credit facility and, opportunistically to the extent market conditions warrant, other debt financings. The Transaction is not conditioned on the consummation of the offering and the offering is not conditioned on the consummation of the Transaction. In the event that the Transaction is not completed, the proceeds from the offering will be used for general corporate purposes.

J.P. Morgan, Evercore ISI, Wells Fargo Securities and Citigroup are acting as joint book-running managers and as underwriters for the offering. Raymond James, RBC Capital Markets, Regions Securities LLC, Scotiabank, First Citizens Capital Securities and Stifel are acting as passive bookrunners.

When available, copies of the final prospectus supplement and accompanying base prospectus relating to the offering may be obtained free of charge on the Securities and Exchange Commission (the “SEC”) website at www.sec.gov or by sending a request to: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, via telephone at 1-866-803-9204 or via email at [email protected]; Evercore Group L.L.C., Attention: Equity Capital Markets, 55 East 52nd Street, 35th Floor, New York, New York 10055, by telephone at 1-888-474-0200 or by email at [email protected]; Wells Fargo Securities, LLC, 90 South 7th Street, 5th Floor, Minneapolis, MN 55402, at 800-645-3751 (option #5) or email a request to [email protected] or Citigroup Global Markets, Inc., Attention: Prospectus Department, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, telephone: (800) 831-9146.

The shares of common stock will be offered and sold pursuant to an effective shelf registration statement on Form S-3 previously filed with the SEC.

Important Information

This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The offering is being made only by means of a prospectus and related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended (the “Securities Act”).

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