Subsequent Events	6 Months Ended
Jun. 30, 2025
Subsequent Events [Abstract]
Subsequent Events	Note 12. Subsequent Events On July 4, 2025, the One Big Beautiful Bill Act (“Act”) was enacted into law in the U.S., providing for significant changes to U.S. Federal tax law. Under GAAP, the impact of tax law changes is recognized in the period of enactment. We are currently evaluating the impact of the new Act on our consolidated financial statements. On July 18, 2025, Hess and Chevron completed the previously announced Merger contemplated by the Agreement and Plan of Merger, dated as of October 22, 2023. As a result of the Merger, Chevron is the direct parent of Hess and, therefore, indirectly owns each of the following: • 100% of the limited liability company interests in Hess Infrastructure Partners GP LLC, the sole member of the general partner of our general partner; • 100% of the limited liability company interests in Hess Midstream GP LLC, the general partner of our general partner; • 100% of the partnership interests in Hess Midstream GP LP, our general partner; • 100% of the limited liability company interests in Hess Investments North Dakota LLC, the holder of 449,000 Class A Shares of the Company and all of the issued and outstanding Class B Shares of the Company and Class B Units of the Partnership, which together are exchangeable into Class A Shares and collectively represent an approximate 37.8% interest in the Company on a consolidated basis. On July 24, 2025 (the “Investment Grade Rating Date”), the Partnership received an investment grade rating from S&P. S&P assigned a rating of ‘BBB-’ to the Partnership’s unsecured debt and raised the Partnership’s issuer level credit rating to ‘BBB-’, with a stable outlook. As a result of this investment grade rating and subject to the satisfaction of certain customary conditions, the Partnership is not expected to be required to comply with certain restrictive covenants set forth in the unsecured notes indentures, including those related to (i) declaring or paying any dividend or make any other restricted payments; (ii) transfer or sale of assets or subsidiary stock; (iii) incurrence of additional debt; (iv) restricted investments; and (v) affiliate transactions. Additionally, as a result of the investment grade rating, on and after the Investment Grade Rating Date, borrowings under the Partnership’s five-year Term Loan A facility are expected to bear interest at SOFR plus the applicable margin ranging from 1.00% to 1.75%, while the applicable margin for the five-year syndicated revolving credit facility is expected to range from 0.90% to 1.50%. On and after the Investment Grade Rating Date, pricing levels for the facility fee and interest rate margins are based on the Partnership’s Designated Rating (as defined in the Credit Facilities). Further, on and after the Investment Grade Rating Date, subject to certain customary conditions, each of the guarantors shall be automatically released from its obligations under the guarantee agreement, each of the loan parties shall be automatically released from its obligations under the security documents to which it is a party and all liens granted to the administrative agent by the loan parties on any collateral shall automatically be released. Finally, on and after the Investment Grade Rating Date, the Secured Debt Financial Covenant shall fall away. On July 28, 2025, the board of directors of our general partner declared a quarterly cash distribution of $0.7370 per Class A Share for the quarter ended June 30, 2025. The distribution represents an increase of $0.0272 per Class A Share for the second quarter of 2025 as compared with the first quarter of 2025. The distribution will be payable on August 14, 2025, to shareholders of record as of the close of business on August 7, 2025. Simultaneously, the Partnership will make a distribution of $0.7370 per Class B Unit of the Partnership to our Sponsor. On August 4, 2025, the Company, the Partnership and our Sponsor entered into a unit repurchase agreement pursuant to which the Partnership agreed to purchase from the Sponsor 695,894 Class B Units for an aggregate purchase price of approximately $30.0 million. The repurchase transaction is expected to be completed on August 8, 2025. The purchase price per Class B Unit is $43.11, the closing price of the Class A Shares on August 4, 2025. The unit repurchase transaction is expected to be funded using borrowings under the Partnership’s existing revolving credit facility (see Note 6, Debt and Interest Expense). On August 4, 2025, we entered into an ASR agreement with a financial institution to repurchase $70.0 million of our publicly traded Class A Shares. Under the terms of the ASR, we agreed to make an upfront payment of $70.0 million in cash to the financial institution and expect an initial share delivery of 1,136,627 of Class A Shares on August 8, 2025, representing approximately 70% of the expected Class A Share repurchases under the ASR agreement, based on the closing price of the Class A Shares on August 4, 2025. Final share delivery is expected in the third quarter of 2025. The total number of Class A Shares to ultimately be purchased by the Company under the ASR agreement will be based generally on the average of the daily volume-weighted average prices of Class A Shares during the term of the transaction, subject to adjustments pursuant to the terms and conditions of the ASR agreement. The repurchase of Class A Shares in the ASR is expected to be funded using borrowings under the Partnership’s existing revolving credit facility (see Note 6, Debt and Interest Expense).

Subsequent Events

6 Months Ended

Jun. 30, 2025

Note 12. Subsequent Events

On July 4, 2025, the One Big Beautiful Bill Act (“Act”) was enacted into law in the U.S., providing for significant changes to U.S. Federal tax law. Under GAAP, the impact of tax law changes is recognized in the period of enactment. We are currently evaluating the impact of the new Act on our consolidated financial statements.

On July 18, 2025, Hess and Chevron completed the previously announced Merger contemplated by the Agreement and Plan of Merger, dated as of October 22, 2023. As a result of the Merger, Chevron is the direct parent of Hess and, therefore, indirectly owns each of the following:

•

100% of the limited liability company interests in Hess Infrastructure Partners GP LLC, the sole member of the general partner of our general partner;

•

100% of the limited liability company interests in Hess Midstream GP LLC, the general partner of our general partner;

•

100% of the partnership interests in Hess Midstream GP LP, our general partner;

•

100% of the limited liability company interests in Hess Investments North Dakota LLC, the holder of 449,000 Class A Shares of the Company and all of the issued and outstanding Class B Shares of the Company and Class B Units of the Partnership, which together are exchangeable into Class A Shares and collectively represent an approximate 37.8% interest in the Company on a consolidated basis.

On July 24, 2025 (the “Investment Grade Rating Date”), the Partnership received an investment grade rating from S&P. S&P assigned a rating of ‘BBB-’ to the Partnership’s unsecured debt and raised the Partnership’s issuer level credit rating to ‘BBB-’, with a stable outlook. As a result of this investment grade rating and subject to the satisfaction of certain customary conditions, the Partnership is not expected to be required to comply with certain restrictive covenants set forth in the unsecured notes indentures, including those related to (i) declaring or paying any dividend or make any other restricted payments; (ii) transfer or sale of assets or subsidiary stock; (iii) incurrence of additional debt; (iv) restricted investments; and (v) affiliate transactions.

Additionally, as a result of the investment grade rating, on and after the Investment Grade Rating Date, borrowings under the Partnership’s five-year Term Loan A facility are expected to bear interest at SOFR plus the applicable margin ranging from 1.00% to 1.75%, while the applicable margin for the five-year syndicated revolving credit facility is expected to range from 0.90% to 1.50%. On and after the Investment Grade Rating Date, pricing levels for the facility fee and interest rate margins are based on the Partnership’s Designated Rating (as defined in the Credit Facilities). Further, on and after the Investment Grade Rating Date, subject to certain customary conditions, each of the guarantors shall be automatically released from its obligations under the guarantee agreement, each of the loan parties shall be automatically released from its obligations under the security documents to which it is a party and all liens granted to the administrative agent by the loan parties on any collateral shall automatically be released. Finally, on and after the Investment Grade Rating Date, the Secured Debt Financial Covenant shall fall away.

On July 28, 2025, the board of directors of our general partner declared a quarterly cash distribution of $0.7370 per Class A Share for the quarter ended June 30, 2025. The distribution represents an increase of $0.0272 per Class A Share for the second quarter of 2025 as compared with the first quarter of 2025. The distribution will be payable on August 14, 2025, to shareholders of record as of the close of business on August 7, 2025. Simultaneously, the Partnership will make a distribution of $0.7370 per Class B Unit of the Partnership to our Sponsor.

On August 4, 2025, the Company, the Partnership and our Sponsor entered into a unit repurchase agreement pursuant to which the Partnership agreed to purchase from the Sponsor 695,894 Class B Units for an aggregate purchase price of approximately $30.0 million. The repurchase transaction is expected to be completed on August 8, 2025. The purchase price per Class B Unit is $43.11, the closing price of the Class A Shares on August 4, 2025. The unit repurchase transaction is expected to be funded using borrowings under the Partnership’s existing revolving credit facility (see Note 6, Debt and Interest Expense).

On August 4, 2025, we entered into an ASR agreement with a financial institution to repurchase $70.0 million of our publicly traded Class A Shares. Under the terms of the ASR, we agreed to make an upfront payment of $70.0 million in cash to the financial institution and expect an initial share delivery of 1,136,627 of Class A Shares on August 8, 2025, representing approximately 70% of the expected Class A Share repurchases under the ASR agreement, based on the closing price of the Class A Shares on August 4, 2025. Final share delivery is expected in the third quarter of 2025. The total number of Class A Shares to ultimately be purchased by the Company under the ASR agreement will be based generally on the average of the daily volume-weighted average prices of Class A Shares during the term of the transaction, subject to adjustments pursuant to the terms and conditions of the ASR agreement. The repurchase of Class A Shares in the ASR is expected to be funded using borrowings under the Partnership’s existing revolving credit facility (see Note 6, Debt and Interest Expense).