Exhibit 99.1

INFORMATION STATEMENT

DT Midstream, Inc.

One Energy Plaza

Detroit, Michigan 48226-1279

Common Stock

(par value $0.01)

We are sending you this Information Statement in connection with DTE Energy Company’s spin-off of its wholly owned subsidiary, DT Midstream, Inc., or “DT Midstream.” To effect the spin-off, DTE Energy Company, or “DTE Energy,” will distribute all shares of DT Midstream common stock on a pro rata basis to the holders of DTE Energy common stock. We expect that the distribution of DT Midstream common stock will be tax-free to DTE Energy shareholders for U.S. federal income tax purposes, except for cash that shareholders receive in lieu of fractional shares and subject to the discussion below under “The Spin-Off—Material U.S. Federal Income Tax Consequences of the Spin-Off—Consequences to Holders of DTE Energy Common Stock—Non-U.S. Holders—Distribution of Our Common Stock.” You should consult your own tax advisor as to the tax consequences of the distribution to you, including potential tax consequences under state, local and non-U.S. tax laws.

If you are a record holder of DTE Energy common stock as of the close of business on June 18, 2021, which is the record date for the distribution, for every two shares of DTE Energy common stock you hold on that date, you will be entitled to receive one share of DT Midstream common stock. DTE Energy will distribute the shares of DT Midstream common stock in book-entry form, which means that we will not issue physical stock certificates. The distribution agent will not distribute any fractional shares of DT Midstream common stock. Instead, the distribution agent will aggregate fractional shares into whole shares, sell the whole shares in the open market at prevailing market prices and distribute the aggregate cash proceeds of the sales, net of brokerage fees and other costs, pro rata to each holder (net of any required withholding for taxes applicable to each holder) who would otherwise have been entitled to receive a fractional share in the distribution. As discussed in the section entitled “The Spin-Off—Trading Prior to the Distribution Date” beginning on page 78 of this Information Statement, if you sell your shares of DTE Energy common stock in the “regular-way” market after the record date and on or before the distribution date, you also will be selling your right to receive shares of DT Midstream common stock in connection with the distribution.

We expect that the distribution will be effective as of 12:01 a.m., New York City time, on July 1, 2021. Immediately after the distribution becomes effective, DT Midstream will be an independent, publicly traded company.

DTE Energy’s shareholders are not required to vote on or take any other action in connection with the spin-off. We are not asking you for a proxy, and request that you do not send us a proxy. DTE Energy shareholders will not be required to pay any consideration for the shares of DT Midstream common stock they receive in the spin-off, and they will not be required to surrender or exchange their shares of DTE Energy common stock or take any other action in connection with the spin-off.

DTE Energy currently owns all outstanding shares of DT Midstream common stock. Accordingly, no trading market for DT Midstream common stock currently exists. We expect, however, that a limited trading market for DT Midstream common stock, commonly known as a “when-issued” trading market, will develop on or shortly before the record date for the distribution, and we expect “regular-way” trading of DT Midstream common stock will begin on the first trading day after the distribution date. We intend to list DT Midstream common stock on the New York Stock Exchange under the ticker symbol “DTM.” Following the distribution, DTE Energy will continue to trade on the New York Stock Exchange under the ticker symbol “DTE.”

We are an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012.

In reviewing this Information Statement, you should carefully consider the matters described in the section entitled “Risk Factors” beginning on page 29 of this Information Statement.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved these securities or determined if this Information Statement is truthful or complete. Any representation to the contrary is a criminal offense.

This Information Statement is not an offer to sell, or a solicitation of an offer to buy, any securities.

The date of this Information Statement is June 4, 2021.

TABLE OF CONTENTS

INDUSTRY AND MARKET DATA

This Information Statement includes information concerning our industry and the markets in which we operate that is based on information from public filings, internal company sources, various third-party sources and management estimates. Management estimates regarding DT Midstream’s position, share and industry size are derived from publicly available information and our internal research, and are based on assumptions we made upon reviewing such data and our knowledge of such industry and markets, which we believe to be reasonable. While we are not aware of any misstatements regarding any industry data presented in this Information Statement and believe such data to be accurate, we have not independently verified any data obtained from third-party sources and cannot assure you of the accuracy or completeness of such data. Such data involve uncertainties and are subject to change based on various factors, including those discussed in the section entitled “Risk Factors” beginning on page 29 of this Information Statement.

TRADEMARKS AND COPYRIGHTS

We own or have rights to various trademarks, logos, service marks and trade names that we use in connection with the operation of our business. We also own or have the rights to copyrights that protect the content of our products. Solely for convenience, the trademarks, service marks, trade names and copyrights referred to in this Information Statement are listed without the ^™, ^® or ^© symbols, but such references do not constitute a waiver of any rights that might be associated with the respective trademarks, service marks, trade names and copyrights included or referred to in this Information Statement.

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RISK FACTORS

You should carefully consider the following risks and other information in this Information Statement in evaluating DT Midstream and DT Midstream common stock. Any of the following risks and uncertainties could materially adversely affect our business, financial condition and results of operations. The following risks have generally been separated into three groups: risks relating to our business, risks relating to the Spin-Off and risks relating to our common stock. References to “we,” “our,” “us” and words of similar import in this section refer to DT Midstream and, unless otherwise specified, its unconsolidated joint ventures. We own both wholly owned pipeline and gathering assets which we operate as well as interests in joint venture pipeline assets. For more information, see the sections entitled, “Business—Our Operations and Business Segments” and “Business—Joint Ventures” beginning on pages 100 and 106, respectively, of this Information Statement.

Risks Relating to Our Business

Demand for Our Services and Customer Risks

Any significant decrease in demand or in production of natural gas in our asset footprint could materially adversely affect our business, financial condition and results of operations.

Our business is dependent on the continued availability of and demand for natural gas in our areas of operation, which include the Midwestern U.S., Eastern Canada, Northeastern U.S. and Gulf Coast regions. A reduction in the natural gas volumes supplied by producers could result in reduced throughput on our systems and materially adversely affect our business, financial condition and results of operations. The primary factors affecting our ability to obtain sources of natural gas include (i) the level of successful drilling activity near our systems, (ii) our ability to compete for volumes from successful new wells and (iii) our ability to compete successfully for volumes from sources connected to other pipelines.

To maintain or increase the contracted capacity or the volume of natural gas transported, stored and gathered on our systems and cash flows associated therewith, our customers must continually obtain adequate supplies of natural gas. If new supplies of natural gas are not obtained to replace the natural decline in volumes from existing supply basins in our areas of operation, or if natural gas supplies are diverted to serve other markets, the overall volume of natural gas gathered, transported and stored on our systems would decline, which could materially adversely affect our business, financial condition and results of operations.

Our operations depend, in part, on drilling, capital allocation and production decisions of others.

Our operations are dependent on the continued availability of natural gas. We have no control over the level of drilling activity in our areas of operation, the amount of reserves associated with wells connected to our gathering systems, or the rate at which production from wells decline. In addition, as the rate at which production from existing wells and natural gas supply basins with access to our systems naturally declines over time, our revenue associated with those wells will also decline. The amount of natural gas reserves underlying these wells may also be less than anticipated, and the rate at which production from these reserves declines may be greater than anticipated.

Additionally, we have no control over producers or their drilling or production decisions, which are affected by, among other things:

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We depend on three key customers, Indigo Natural Resources, LLC and/or its affiliates, which we refer to as “Indigo,” Southwestern Energy Company and/or its affiliates, which we refer to as “Southwestern,” and Antero Resources Corporation and/or its affiliates, which we refer to as “Antero,” for 37%, 31% and 11% of our revenues, respectively, for the fiscal year ended December 31, 2020. The loss of, or reduction in volumes from, any of these customers could result in a decline in demand for our services and materially adversely affect our business, financial condition and results of operations.

Indigo, Southwestern and Antero accounted for approximately 37%, 31% and 11% of our revenues, respectively, for the fiscal year ended December 31, 2020. We account for our unconsolidated joint ventures as equity method investments in accordance with GAAP. Accordingly, we do not include our proportionate share of the revenues generated by our unconsolidated joint ventures in our operating revenues. The loss of all or even a portion of the contracted volumes of these or other customers, the failure to extend or replace these contracts or the extension or replacement of these contracts on less favorable terms, as a result of competition, creditworthiness, reduced production or otherwise, could materially adversely affect our business, financial condition and results of operations. If we lose all or even a portion of the contracted volumes of these or other customers and we are not able to contract for comparable volumes from other customers at favorable rates, such failure to extend or replace these contracts or the extension or replacement of these contracts on less favorable terms as a result of competition, creditworthiness, reduced production or otherwise could materially adversely affect our business, financial condition and results of operations.

We may be unable to renew or replace expiring contracts at favorable rates or on a long-term basis.

One of our exposures to market risk occurs at the time our existing contracts, including both our contracts with existing customers and our contracts with our suppliers and other counterparties, expire and are subject to renegotiation and renewal. For example, for the fiscal year ended December 31, 2020, approximately 70% of our revenue was generated under firm revenue contracts with an average tenor of 9 years. We account for our unconsolidated joint ventures as equity method investments in accordance with GAAP. Accordingly, we do not include our proportionate share of the revenues generated by our unconsolidated joint ventures in our operating revenues. Firm revenue contracts are typically long-term and can include minimum volume commitments, which we refer to as “MVCs,” and demand charges, which provide for fixed revenue commitments regardless of the market value or volumes of natural gas that flow on the system. We may not be able to renew or replace these contracts at expiration and our efforts to negotiate for similar fixed revenue commitments may not be successful, which could cause our exposure to commodity price risk to change or adversely affect the stability of our cash flows. The extension or replacement of existing contracts depends on a number of factors beyond our control, including:

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Any failure to extend or replace a significant portion of our existing contracts or extending or replacing them at unfavorable or lower rates or with lower or no associated fixed revenue commitments, could materially adversely affect our business, financial condition and results of operations.

Our contract counterparties may suspend, reduce or terminate their obligations in certain circumstances, including events of force majeure, which could materially adversely affect our business, financial condition and results of operations.

Our commercial agreements with our key customers, including Indigo, Southwestern and Antero, generally provide that the counterparty may, depending on the commercial agreement, suspend, reduce or terminate its obligations to us under the applicable agreement, including the requirement to pay the fees associated with applicable MVCs in the event of a material breach of the agreement by us or the occurrence of certain force majeure events, including events affecting pipelines and facilities downstream from our or our key customer’s assets, that would prevent us or the counterparty from performing our or its obligations under the applicable agreement.

Other examples of force majeure events that may materially impact or completely prevent a counterparty from performing its obligations under our commercial agreements include extreme weather events from possible future climate change, outbreaks of an infectious disease, pandemic or any other serious public health concern, war, terrorism and labor strikes. More specifically, some of our customers’ liquefied natural gas, which we refer to as “LNG,” export counterparties may terminate contracts if certain LNG terminals experience delays for longer than a predetermined period of time, fail to redeliver a specified amount of natural gas in accordance with required redelivery nominations or fail to accept and unload a specified number of proposed LNG cargoes.

Accordingly, there exists a broad range of events that could result in our being unable to utilize our assets, and our key customers no longer having an obligation to meet their MVCs or pay the amounts otherwise owing under the applicable agreement. Furthermore, a single event relating to Indigo, Southwestern or Antero could have a material impact on multiple of our commercial agreements with Indigo, Southwestern or Antero, as the case may be. Any reduction, suspension or termination of any of our commercial agreements could materially adversely affect our business, financial condition and results of operations.

If third-party pipelines and other facilities interconnected to our assets become unavailable to transport natural gas, our business, financial condition and results of operations could be materially adversely affected.

We depend upon third-party pipelines and other facilities that provide receipt and delivery options to and from our assets. For example, our pipelines interconnect with multiple interstate pipelines in the Midwestern U.S., Eastern Canada, Northeastern U.S. and Gulf Coast regions and a significant number of intrastate pipelines. Because we do not own these third-party pipelines or facilities, their continuing operation is not within our control. If these pipeline connections were to become unavailable for current or future volumes of natural gas due to testing, turnarounds, repairs, maintenance, damage, reduced operating pressure, lack of capacity, regulatory requirements or any other reason, our ability to operate efficiently and continue shipping natural gas to end markets could be restricted, thereby reducing our revenues. Any temporary or permanent interruption at any key pipeline interconnect or other downstream facility utilized to move our customers’ product to their end destination that causes a material reduction in volumes transported on our pipelines could materially adversely affect our business, financial condition and results of operations.

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In addition, the rates charged by treating plants, pipelines and other facilities interconnected to our assets affect the utilization and value of our services. Significant changes in the rates charged by these third parties, or the rates charged by the third parties that own “downstream” assets required to move commodities to their final destinations, could materially adversely affect our business, financial condition and results of operations.

Other Strategic and Operational Risks

Our operations are subject to operational hazards, unforeseen interruptions and damage caused by third parties and natural events. If a significant accident or event occurs that results in a business interruption or damage to our pipelines, storage and gathering systems, the facilities of our customers or other interconnected pipelines and facilities, our business, financial condition and results of operations could be materially adversely affected.

Our operations, our customers’ operations and other interconnected pipelines and facilities are subject to many hazards, including:

These risks could result in loss of human life, personal injuries, significant damage to property, environmental pollution, impairment of our operations, regulatory investigations and penalties and substantial losses to us. The location of certain segments of our systems in or near populated areas, including residential areas, commercial business centers and industrial sites, could increase the damages resulting from these risks. Accidents or other operating risks could further result in loss of service available to our customers. Such circumstances, including those arising from maintenance and repair activities, could result in service interruptions on segments of our systems. Potential customer impacts arising from service interruptions on segments of our systems could include limitations on our ability to satisfy customer requirements; obligations to provide reservation charge credits to customers in times of constrained capacity; and solicitation of our existing customers by others for potential new projects that would compete directly with our existing services. Such circumstances could adversely impact our ability to meet contractual obligations and retain customers. In spite of any precautions taken, the occurrence of an event such as those described above that is not fully covered by insurance could materially adversely affect our business, financial condition and results of operations.

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In addition, these risks could materially impact or completely prevent our customers’ from performing their respective obligations under our commercial agreements, which, in turn, could materially adversely affect our business, financial condition and results of operations. See also “—Our contract counterparties may suspend, reduce or terminate their obligations in certain circumstances, including events of force majeure, which could materially adversely affect our business, financial condition and results of operations” beginning on page 31 of this Information Statement.

Expansion projects or acquisitions that are expected to be accretive may nevertheless reduce our cash from operations and could materially adversely affect our business, financial condition and results of operations.

Even if we complete expansion projects or acquisitions that we believe will be accretive, these expansion projects or acquisitions may nevertheless reduce our cash from operations and could materially adversely affect our business, financial condition and results of operations. Any expansion project or acquisition involves potential risks, including, among other things:

We have entered into joint ventures, and may in the future enter into additional or modify existing joint ventures, that might restrict our operational and corporate flexibility. In addition, these joint ventures are subject to most of the same operational risks to which we are subject.

We conduct a meaningful portion of our operations through joint ventures with third parties, including through our interests in the Stonewall Gas Gathering Lateral Pipeline, Vector Pipeline, Millennium Pipeline, NEXUS Gas Transmission Pipeline, Generation Pipeline and South Romeo Gas Storage Corporation, and we may enter into additional joint venture arrangements in the future. Generally, we do not operate the assets owned by these joint ventures and our control over their operations is limited by the applicable governing provisions of such joint venture agreements. In certain cases, we:

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In addition, our joint venture arrangements may involve risks not otherwise present when operating assets directly, including, for example:

The risks described above or the failure to continue our joint ventures or to resolve disagreements with our joint venture partners could adversely affect our ability to conduct business that is the subject of a joint venture, which could in turn materially adversely affect our business, financial condition and results of operations. In addition, these joint ventures are subject to most of the same operational risks to which we are subject and the impact of any these operational risks on our joint ventures’ respective business, financial condition or results of operations could in turn materially adversely affect our business, financial condition and results of operations.

We do not own the majority of the land on which assets are located, which could disrupt our current and future operations.

We do not own the majority of the land on which our assets are located, and we are therefore subject to the possibility of more onerous terms and increased costs or delays to retain necessary land use rights required to conduct our operations if we do not have valid rights-of-way, if such rights-of-way lapse or terminate or if our facilities are not properly located within the boundaries of such rights-of-way. Although many of these rights are perpetual in nature, we occasionally obtain the rights to construct and operate our assets on land owned by third parties and governmental agencies for a specific period of time. In certain instances, our rights-of-way may be subordinate to that of government agencies, which could result in costs or interruptions to our service. If we were to be unsuccessful in negotiating or renegotiating rights-of-way, we might have to institute condemnation proceedings on our Federal Energy Regulatory Commission, which we refer to as “FERC,” regulated assets or relocate our facilities for non-regulated assets. Restrictions on our ability to use our rights-of-way, through our inability to renew right-of-way contracts or otherwise, or a relocation could materially adversely affect our business, financial condition and results of operations. Additionally, even when we own an interest in the land on which our assets are located, agreements with correlative rights owners may require us to relocate pipelines and facilities, shut in storage facilities to facilitate the development of the correlative rights owners’ estate or pay the correlative rights owners the lost value of their estate if they are not willing to accommodate development.

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We face and will continue to face opposition to the development or operation of our assets from various groups.

We face and will continue to face opposition to the development or operation of our assets from environmental groups, landowners, local and national groups, activists and other advocates. Such opposition could take many forms, including organized protests, attempts to block, vandalize or sabotage our development or operations, intervention in regulatory or administrative proceedings involving our assets directly or indirectly, lawsuits, legislation or other actions designed to prevent, disrupt or delay the development or operation of our assets and business. For example, repairing our pipelines often involves securing consent from individual landowners to access their property and one or more landowners may resist our efforts to make needed repairs, which could lead to an interruption in the operation of the affected pipeline or other facility for a period of time that is significantly longer than would have otherwise been the case. In addition, acts of sabotage or eco-terrorism could cause significant damage or injury to people, property or the environment or lead to extended interruptions of our operations. Any such event that delays or interrupts the revenues generated, or expected to be generated, by our operations, or which causes us to make significant expenditures not covered by insurance, could materially adversely affect our business, financial condition and results of operations.

The expansion of our existing assets and construction of new assets is subject to regulatory, environmental, political, legal and economic risks, which could materially adversely affect our business, financial condition and results of operations. If we are unable to complete expansion projects, our future growth may be limited.

We may be unable to complete successful, accretive expansion projects for many reasons, including an inability to identify attractive expansion projects; an inability to successfully integrate the infrastructure we build; an inability to raise financing for expansion projects on economically acceptable terms; and because some of our competitors may be better positioned to compete for certain expansion projects that we believe would be accretive. In addition, the construction of additions or modifications to our existing energy infrastructure assets, and the construction of other new energy infrastructure assets, involve numerous regulatory, environmental, political and legal uncertainties beyond our control. The development and construction of pipeline and gathering infrastructure and storage facilities expose us to construction risks such as:

If we undertake these projects they may not be completed on schedule, at the budgeted cost or at all. Moreover, our revenues may not increase immediately upon the expenditure of funds on a particular project. For instance, if we expand a new pipeline, the construction may occur over an extended period of time, and we will not receive any material increases in revenues from such project until the project is completed. As a result, new facilities may not be able to attract enough throughput to achieve our expected investment return, which could materially adversely affect our business, financial condition and results of operations.

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Certain of our internal growth projects may require regulatory approval from U.S. federal and state authorities and Canadian authorities prior to construction. The approval process for storage and transportation projects located in the Northeast has become increasingly challenging, due in part to state and local concerns related to unregulated exploration and production and gathering activities in new production areas, including the Marcellus/Utica shale formations. Such authorization may not be granted or, if granted, such authorization may include burdensome or expensive conditions.

Failure to retain and attract key executives and other skilled professional and technical employees could materially adversely affect our business, financial condition and results of operations.

Our business is dependent on our ability to attract, retain and motivate employees. We rely on our management team, which has significant experience in the midstream industry, to manage our day-to-day affairs and establish and execute our strategic and operational plans. The loss of any of our key executives or the failure to fill new positions created by expansion, turnover or retirement could adversely affect our ability to implement our business strategy. In addition, our operations require engineers, operational and field technicians and other highly skilled employees. Competition for experienced executives and skilled employees in some areas is high and we may experience difficulty in recruiting and retaining employees, particularly given the Spin-Off. In addition, certain circumstances, such as an aging workforce without appropriate replacements, a mismatch of existing skill sets to future needs or the unavailability of contract resources may lead to operating challenges such as a lack of resources, loss of knowledge or a lengthy time period associated with skill development. Our costs, including costs for contractors to replace employees, productivity costs and safety costs, may rise. Failure to hire and adequately train replacement employees, including the transfer of significant internal historical knowledge and expertise to new employees, or the future availability and cost of contract labor may adversely affect our ability to manage and operate our business. Failure to successfully attract and retain an appropriately qualified workforce could materially adversely affect our business, financial condition and results of operations.

If our intangible assets or goodwill become impaired, we may be required to record a charge to earnings.

We annually review the carrying value of goodwill associated with acquisitions we have made for impairment. Our intangible assets and goodwill are also reviewed whenever events or circumstances indicate that the carrying value of these assets may not be recoverable. Factors that may be considered for purposes of this analysis include a decline in stock price and market capitalization, slower industry growth rates, changes in cost of capital or material changes with customers or contracts that could negatively impact future cash flows. We cannot predict the timing, strength or duration of such changes or any subsequent recovery. If the carrying value of any of our intangible assets or goodwill is determined to be not recoverable, we may take a non-cash impairment charge, which could materially adversely affect our business, financial condition and results of operations.

The lack of diversification of our assets and geographic locations could materially adversely affect our business, financial condition and results of operations.

We rely primarily on revenues generated from our pipeline, storage and gathering systems, substantially all of which are located in the Midwestern U.S., Eastern Canada, Northeastern U.S. and Gulf Coast regions. Due to our lack of diversification in assets and geographic location, an adverse development in these businesses or our areas of operations, including adverse developments due to catastrophic events, weather, regulatory action, state and local political activities, availability of equipment and personnel, local prices, producer liquidity and decreases in demand for natural gas could have a more significant impact on our business, financial condition and results of operations than if we maintained more diverse assets and locations.

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Liquidity, Credit and Financial Risks

Our business is expected to have a higher cost of capital than DTE Energy and we may not have access to financing sources on favorable terms, or at all, which could materially adversely affect our business, financial condition and results of operations.

Following the Spin-Off, the cost of capital for our business is expected to be higher than DTE Energy’s cost of capital prior to the Spin-Off and will depend, in part, on:

Credit rating agencies perform an independent analysis when assigning credit ratings. This analysis includes a number of criteria such as business composition, market and operational risks, as well as various financial tests. Credit rating agencies continue to review the criteria for industry sectors and various debt ratings and may make changes to those criteria from time to time. Credit ratings are subject to revision or withdrawal at any time by the ratings agencies.

In part based on our current credit ratings, potential lenders may be unwilling or unable to provide us with financing that is attractive to us, may increase collateral requirements or may charge us prohibitively high fees in order to obtain financing. Consequently, our ability to access the credit market in order to attract financing on reasonable terms may be adversely affected. Depending on market conditions at the relevant time, we may have to rely more heavily on additional equity financings or on less efficient forms of debt financing that require a larger portion of our cash flow from operations, thereby reducing funds available for our operations, future business opportunities and other purposes. We may not have access to such equity or debt capital on favorable terms, at the desired times, or at all. In addition, declines in our credit ratings may influence our suppliers’ and customers’ willingness to transact with us and we may be required to make prepayments or provide security to satisfy credit concerns.

Fluctuations in energy prices could materially adversely affect our business, financial condition and results of operations.

Fluctuations in energy prices can greatly affect the development of new natural gas reserves. Drilling and production activity generally change as commodity prices decrease. In general terms, the prices of natural gas, oil and other hydrocarbon products fluctuate in response to changes in supply and demand, market uncertainty and a variety of additional factors that are beyond our control. These factors include:

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Sustained declines in natural gas prices could have a negative impact on exploration, development and production activity and could lead to a material decrease in such activity, which could result in reduced throughput on our systems and materially adversely affect our business, financial condition and results of operations. See also “—Any significant decrease in demand or in production of natural gas in our asset footprint could materially adversely affect our business, financial condition and results of operations” beginning on page 29 of this Information Statement.

We are exposed to our customers’ credit risk and our credit risk management and contractual terms may be inadequate to protect against such risk.

We are subject to the risk of loss resulting from nonpayment or nonperformance by our customers in the ordinary course of our business. While some of our customers are rated investment grade, others have sub-investment grade ratings (including three of our key customers, Indigo, Southwestern and Antero). These customers are otherwise considered creditworthy or are required to make prepayments or provide security to satisfy credit concerns. However, our credit procedures and policies may not be adequate to fully eliminate customer credit risk. If we fail to adequately assess the creditworthiness of existing or future customers, the unanticipated deterioration in their creditworthiness and any resulting increase in nonpayment or nonperformance by them could materially adversely affect our business, financial condition and results of operations.

We may not have sufficient cash from operations following the establishment of cash reserves and payment of costs and expenses to enable us to pay dividends to our shareholders.

The amount of cash we generate from our operations will fluctuate based on, among other things:

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In addition, the actual amount of cash we have available for the payment of dividends will depend on other factors, including:

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Our existing and future level of debt may limit our flexibility to obtain additional financing and to pursue other business opportunities.

At the time of the Spin-Off, we expect to have approximately $3.10 billion of senior notes and a term loan outstanding in addition to a $750 million revolving credit facility. Our existing and future level of debt could have important consequences to us, including the following:

Our ability to service our debt will depend upon, among other things, our future financial and operating performance, which will be affected by prevailing economic conditions and financial, business, regulatory and other factors, some of which are beyond our control. In addition, our ability to service debt under our revolving credit facility, our term loan facility and other debt facilities with floating rate terms will depend on market interest rates, since we anticipate that the interest rates applicable to our borrowings will fluctuate with movements in interest rate markets. If our operating results are not sufficient to service our current or future indebtedness, we will be forced to take actions such as reducing dividends, reducing or delaying our business activities, acquisitions, investments or capital expenditures, selling assets, restructuring or refinancing our debt, or seeking additional equity capital. We may not be able to effect any of these actions on satisfactory terms, or at all.

Increases in interest rates could increase our interest expense and may adversely affect our cash flows, our ability to service our indebtedness and our ability to pay dividends to our shareholders.

At the time of the Spin-Off, we expect to have approximately $3.10 billion of senior notes and a term loan outstanding in addition to a $750 million revolving credit facility. Our term loan and borrowings under our revolving credit facility have, and we may in the future enter into debt instruments with, variable interest rates. Increases in interest rates on variable rate debt will increase our interest expense, unless we make arrangements to hedge the risk of rising interest rates. These increased costs could reduce our profitability, impair our ability to meet our debt obligations, increase the cost of financing and materially adversely affect our business, financial condition and results of operations. An increase in interest rates also could limit our ability to refinance existing debt upon maturity or cause us to pay higher rates upon refinancing.

Restrictions under our new or any future credit facilities and senior notes could adversely affect our business, financial condition, results of operations and ability to pay dividends to our shareholders.

We expect to enter into new term loan and revolving credit facilities and senior notes that will become effective as of the Distribution Date. We expect that our new credit facilities, any future credit facility we may enter into and the indenture governing our senior notes will be likely to limit our ability to, among other things:

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Furthermore, our new credit facilities or any future credit facility we may enter into may also contain covenants requiring us to maintain certain financial ratios and tests. Our ability to comply with the covenants and restrictions contained in our credit facilities and in the indenture governing our senior notes may be affected by events beyond our control. If market or other economic conditions deteriorate, our ability to comply with these covenants may be impaired. If we violate any of the restrictions, covenants, ratios or tests in the applicable credit facility, the lenders will be able to accelerate the maturity of all borrowings under the credit facility and demand repayment of amounts outstanding, and our lenders’ commitment to make further loans to us may terminate and we will be prohibited from making any dividends to our shareholders. We might not have, or be able to obtain, sufficient funds to make these accelerated payments. Any subsequent replacement of our credit facilities or any new indebtedness could have similar or greater restrictions. For more information, see the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Capital Resources and Liquidity” beginning on page 130 of this Information Statement.

Regulatory Risks

The adoption of legislation and introduction of regulations relating to hydraulic fracturing and the enactment of new or increased severance taxes and impact fees on natural gas production could cause our current and potential customers to reduce the number of wells or curtail production of existing wells. If reductions are significant for those or other reasons, the reductions could materially adversely affect our business, financial condition and results of operations.

The U.S. Congress has from time to time considered the adoption of legislation to provide for U.S. federal regulation of hydraulic fracturing, while a growing number of states, including some of those in which we operate, have adopted, and other states are considering adopting, regulations that could impose more stringent disclosure and well construction requirements on hydraulic fracturing operations. Some states, such as Pennsylvania, have imposed fees on the drilling of new unconventional oil and gas wells. States could elect to prohibit hydraulic fracturing altogether, as was announced in December 2014 with regard to hydraulic fracturing activities in New York. Also, certain local governments have adopted, and additional local governments may further adopt, ordinances within their jurisdictions regulating the time, place and manner of drilling activities in general or hydraulic fracturing activities in particular. Further, several U.S. federal governmental agencies have conducted or are conducting reviews and studies on the environmental aspects of hydraulic fracturing, including the Environmental Protection Agency, which we refer to as the “EPA.” For example, in December 2016, the EPA issued its final report on a study it had conducted over several years regarding the effects of hydraulic fracturing on drinking water sources. The final report, contrary to several previously published draft reports issued by the EPA, found instances in which impacts to drinking water may occur. However, the report also noted significant data gaps that prevented the EPA from determining the extent or severity of these impacts. The results of such reviews or studies could spur initiatives to further regulate hydraulic fracturing.

State and U.S. federal regulatory agencies recently have focused on a possible connection between hydraulic fracturing-related activities and the increased occurrence of seismic activity. In a few instances, operators of injection disposal wells in the vicinity of seismic events have been ordered to reduce injection volumes or suspend operations. These developments could result in additional regulation and restrictions on the use of injection disposal wells and hydraulic fracturing. Such regulations and restrictions could cause delays and impose additional costs and restrictions on us and our customers.

The adoption of new laws, regulations or ordinances at the U.S. federal, state or local levels imposing more stringent restrictions on hydraulic fracturing could make it more difficult for our customers to complete natural gas wells, increase customers’ costs of compliance and doing business, and otherwise adversely affect the hydraulic fracturing services they perform, which could negatively impact demand for our services.

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Furthermore, the tax laws, rules and regulations that affect our customers are subject to change. For example, Pennsylvania’s governor has in recent legislative sessions proposed legislation to impose a state severance tax on the extraction of natural resources, including natural gas produced from the Marcellus/Utica shale formations, either in replacement of or in addition to the existing state impact fee. In late January 2021, Pennsylvania’s governor announced he was re-proposing legislation to enact a severance tax to fund COVID-19 relief measures. Pennsylvania’s legislature has not thus far advanced any of the governor’s severance tax proposals; however, severance tax legislation may continue to be proposed in future legislative sessions. Any such tax increase or change could adversely impact the earnings, cash flows and financial position of our customers and cause them to reduce their drilling in the areas in which we operate.

Other governmental agencies, including the U.S. Department of Energy, have evaluated or are evaluating various other aspects of hydraulic fracturing. These completed, ongoing or proposed studies, depending on their degree of pursuit and any meaningful results obtained, could spur initiatives to further regulate hydraulic fracturing or other regulatory mechanisms.

Our operations are subject to environmental laws and regulations that may expose us to significant costs and liabilities and changes in these laws could materially adversely affect our business, financial condition and results of operations.

Our natural gas pipeline, storage and gathering activities are subject to stringent and complex U.S. federal, state and local environmental laws and regulations relating to air quality, water quality, waste management, wildlife conservation, natural resources and worker health and safety. As with the industry generally, compliance with current and anticipated environmental laws and regulations increases our overall cost of business, including our capital costs to construct, maintain and upgrade pipelines and other facilities, or even cause us not to pursue a project. For instance, we may be required to obtain and maintain permits and other approvals issued by various U.S. federal, state and local governmental authorities; monitor for, limit or prevent releases of materials from our operations in accordance with these permits and approvals; install pollution control equipment or replace aging pipelines and other facilities; limit or prohibit construction activities in sensitive areas such as wetlands, wilderness or urban areas or areas inhabited by endangered or threatened species; incur potentially substantial new obligations or liabilities for any pollution or contamination that may result from our operations and apply health and safety criteria addressing worker protections. In addition, compliance with laws, regulations or other legal requirements could subject us to claims for personal injuries, property damage and other damages.

Moreover, new, modified or stricter environmental laws, regulations or enforcement policies, including climate change laws and regulations restricting emissions of greenhouse gas, which we refer to as “GHG,” could be implemented that significantly increase our compliance costs, pollution mitigation costs, or the cost of any remediation of environmental contamination that may become necessary, and these costs could be material. For example, in response to findings that emissions of carbon dioxide, methane and other GHGs present an endangerment to public health and the environment, in May 2016, the EPA issued final New Source Performance Standards, known as Subpart OOOOa, governing methane emissions imposing more stringent controls on methane and volatile organic compounds emissions at new and modified oil and natural gas production, treating, storage and transmission facilities. These rules have required changes to our operations, including the installation of new equipment to control emissions. In September 2020, the EPA finalized amendments to the 2016 standards that removed the transmission and storage segment from the oil and natural gas source category and rescinded the methane-specific requirements for production and processing facilities. However, several lawsuits have been filed challenging these amendments and, on January 20, 2021, President Biden signed an executive order calling for the suspension, revision or recission of the September 2020 rule and the reinstatement or issuance of standards for new, modified and existing oil and gas operations. As a result of the foregoing, we cannot predict the scope of any final methane regulatory requirements or the cost to comply with such requirements. However, several states are pursuing similar measures to regulate emissions of methane from new and existing sources. In another example, in April 2020, the U.S. federal district court for the district of Montana issued a broad order vacating the U.S. Army Corps of Engineers Clean Water Act Section 404 Nationwide Permit 12, which we refer

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to as “NWP 12,” for alleged failure to comply with consultation requirements under the U.S. federal Endangered Species Act. Pipeline companies and other developers of linear infrastructure frequently rely upon NWP 12 for construction and maintenance projects in jurisdictional wetland areas. The U.S. federal district court subsequently limited the order to vacate NWP 12 only with respect to pipeline construction. In May 2020, the U.S. Army Corps of Engineers, which we refer to as “the U.S. Army Corps,” appealed the U.S. federal district court’s order to the U.S. Court of Appeals for the Ninth Circuit. In July 2020, the U.S. Supreme Court granted a stay of the district court’s order vacating NWP 12, pending the disposition of the appeal in the Ninth Circuit and any subsequent appeal to the Supreme Court. On January 5, 2021, the U.S. Army Corps announced that it reissued NWP 12. While the rule is effective March 15, 2021, the NWP 12 reissuance is among the agency actions listed for review in accordance with the January 20, 2021 Executive Order: “Protecting Public Health and the Environment and Restoring Science to Tackle the Climate Crisis.” While the full extent and impact of the court’s action, as well as the NWP 12 reissuance, is unclear at this time, any disruption in our ability to obtain coverage under NWP 12 or other general permits may result in increased costs and project delays if we are forced to seek individual permits from the U.S. Army Corps. In another example, in April 2020, the EPA and the U.S. Army Corps issued the Navigable Waters Protection Rule under the U.S. federal Clean Water Act, which we refer to as “New WOTUS Rule,” narrowing the definition of “waters of the United States” relative to the definition under a prior 2015 rule. On June 22, 2020, the New WOTUS Rule went into effect nationwide (with the exception of Colorado) but a number of states, other local jurisdictions and environmental groups have already filed suit seeking to challenge the rule, and multiple challenges to the EPA’s prior rulemakings remain pending. To the extent that any future rules expand the scope of the Clean Water Act’s jurisdiction, we could face increased costs and delays with respect to obtaining permits for activities in jurisdictional waters, including wetland areas. Additionally, on January 27, 2021, President Biden issued an executive order that commits to substantial action on climate change, calling for, among other things, the increased use of zero-emissions vehicles by the federal government, the elimination of subsidies provided to the fossil fuel industry and increased emphasis on climate-related risk across governmental agencies and economic sectors. Separately, on January 20, 2021, the Acting Secretary of the U.S. Department of the Interior issued an order that, among other things, imposed a temporary suspension on the issuance of fossil fuel authorizations, including leases and permits, on federal lands. Although the order says it does not limit existing operations under valid leases, on January 27, 2021, President Biden signed an executive order suspending new oil and gas leasing on federal lands, pending completion of a review of the federal government’s oil and gas permitting and leasing practices. Our compliance with such new or amended legal requirements could result in our incurring significant additional expense and operating restrictions with respect to our operations, which may not be fully recoverable from customers and, thus, could materially adversely affect our business, financial condition and results of operations.

Our customers may similarly incur increased costs or restrictions that may limit or decrease those customers’ operations and have an indirect material adverse effect on our business, financial condition and results of operations. For example, a number of state and regional legal initiatives, including climate change laws, have emerged in recent years that seek to reduce GHGs emissions and the EPA, based on its findings that emissions of greenhouse gases present a danger to public health and the environment, has adopted regulations under existing provisions of the U.S. federal Clean Air Act that, among other things, restrict emissions of GHGs and require the monitoring and reporting of GHG emissions from specified onshore and offshore production sources and onshore treating sources in the U.S. on an annual basis. In addition, some communities and cities, like Berkeley, California, have banned new natural gas hook-ups or are expected to enact similar electrification measures in response to climate change concerns. Such regulations or any new U.S. federal laws restricting emissions of GHGs, such as a carbon tax, from customer operations could delay or curtail their activities and, in turn, adversely affect our business, financial condition and results of operations.

There is inherent risk of the incurrence of environmental costs and liabilities in our business due to our handling of natural gas, air emissions related to our operations and historical industry operations and waste management and disposal practices. For example, an accidental release from one of our facilities could subject us to substantial liabilities arising from environmental cleanup and restoration costs, claims made by neighboring landowners and other third parties for personal injury and property damage, governmental claims for natural

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resource damages or imposing fines or penalties for related violations of environmental laws, permits or regulations. Failure to comply with environmental laws and regulations, or the permits issued under them, may result in the assessment of administrative, civil and criminal penalties, the imposition of investigatory, remedial or corrective action obligations or the incurrence of capital expenditures, the occurrence of delays in the permitting or performance or expansion of projects and the issuance of injunctions limiting or preventing some or all of our operations in a particular area. In addition, strict joint and several liabilities may be imposed under certain environmental laws, which could cause us to become liable for the conduct of others or for consequences of our own actions that were in compliance with all applicable laws at the time those actions were taken. Private parties, including the owners of the properties through which our assets pass and facilities where our wastes are taken for reclamation or disposal, may also have the right to pursue legal actions against us to enforce compliance, as well as to seek damages for non-compliance, with environmental laws and regulations or for personal injury or property damage that may result from environmental and other impacts of our operations. We may not be able to recover some or any of these costs through insurance or increased revenues, which could materially adversely affect our business, financial condition and results of operations. For more information, see the section entitled “Business—Regulatory Environment—Environmental and Occupational Health and Safety Regulations” beginning on page 112 of this Information Statement.

Our natural gas transportation and storage operations are subject to extensive regulation by the FERC and state regulatory authorities and changes in FERC or state regulation could materially adversely affect our business, financial condition and results of operations.

Our business operations are subject to extensive regulation by the FERC, and state regulatory authorities. Generally, the FERC’s authority extends to:

The FERC’s jurisdiction extends to the certification and construction of interstate pipelines and storage services and facilities, including, but not limited to:

While the FERC may exercise jurisdiction over the rates and terms of service for certain of the services provided by our assets if our assets are intrastate pipelines providing service in interstate commerce, such assets may not be subject to the FERC’s certification and construction authority. Prior to commencing construction of new or expansion of existing interstate pipelines and storage facilities, an interstate pipeline must obtain a certificate authorizing the construction, or file to amend its existing certificate, from the FERC.

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FERC regulations also extend to the terms and conditions set forth in agreements for our pipelines and storage services executed between interstate pipelines and their customers. These service agreements are required to conform, in all material respects, with the forms of service agreements set forth in the pipeline’s FERC-approved tariff. Non-conforming agreements must be filed with, and accepted by, the FERC. In the event that the FERC finds that an agreement is materially non-conforming, in whole or in part, it could reject or require us to seek modification of the agreement, or alternatively require us to modify our tariff so that the non-conforming provisions are generally available to all customers or classes of customers. The Vector Pipeline, the Millennium Pipeline, the Birdsboro Pipeline and the NEXUS Gas Transmission Pipeline provide interstate transportation services in accordance with their FERC-approved tariffs.

Compliance with these requirements can be costly and burdensome and FERC action in any of these areas could adversely affect our ability to compete for business, construct new facilities, offer new services or recover the full cost of operating our pipelines. This regulatory oversight can result in longer lead times to develop and complete any future project than competitors that are not subject to the FERC’s regulations. Furthermore, should the FERC or state regulatory authorities find that we have failed to comply with all applicable FERC or state-administered statutes, rules, regulations and orders, or the terms of our tariffs on file with the FERC, we could be subject to administrative and criminal remedies and substantial civil penalties and fines. We cannot give any assurance regarding the likely future regulations under which we will operate our assets or the effect such regulation could have on our business, financial condition and results of operations.

Any changes to the policies of the FERC or state regulatory authorities regarding the natural gas industry may have an impact on us, including the FERC’s approach to pro-competitive policies as it considers matters such as interstate pipeline rates and rules and policies that may affect rights of access to natural gas transmission capacity and pipelines and storage facilities. In addition, future U.S. federal, state or local legislation or regulations under which we will operate our assets could materially adversely affect our business, financial condition and results of operations.

We are exposed to costs associated with lost and unaccounted-for volumes.

A certain amount of natural gas is naturally lost in connection with its transportation across a pipeline system, and under our contractual arrangements with our customers we are entitled to retain a specified volume of natural gas in order to compensate us for such lost and unaccounted-for volumes as well as the natural gas used to run our compressor stations, which we refer to as “fuel usage.” The level of fuel usage and lost and unaccounted-for volumes on our pipeline, storage and gathering systems may exceed the natural gas volumes retained from our customers as compensation for our fuel usage and lost and unaccounted-for volumes pursuant to our contractual agreements. In addition, our gathering systems have contracts that provide for specified levels of fuel retainage. As such, we may find it necessary to purchase natural gas in the market to make up for any of these differences, which exposes us to commodity price risk. Future exposure to the volatility of natural gas prices as a result of gas imbalances on our pipelines, storage and gathering systems could materially adversely affect our business, financial condition and results of operations.

A change in the jurisdictional characterization of our gathering assets may result in increased regulation, which could cause our revenues to decline and operating expenses to increase and could materially adversely affect our business, financial condition and results of operations.

We believe that our non-jurisdictional natural gas lateral pipelines, which we refer to as “lateral pipelines,” meet the traditional tests the FERC has used to establish a pipeline’s status as an exempt gatherer not subject to regulation as a jurisdictional natural gas company, although the FERC has not made a formal determination with respect to the jurisdictional status of those facilities. FERC regulation nonetheless affects our businesses and the markets for products derived from our gathering businesses. The FERC’s policies and practices across the range of its oil and gas regulatory activities, including, for example, its policies on open access transportation, rate making, capacity release and market center promotion, indirectly affect intrastate markets. In recent years, the FERC has pursued pro-competitive policies

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in its regulation of interstate oil and lateral pipelines. However, we have no assurance that the FERC will continue this approach as it considers matters such as pipeline rates and rules and policies that may affect rights of access to oil and natural gas transportation capacity. In addition, the distinction between FERC-regulated transmission services and federally unregulated gathering services has regularly been the subject of substantial litigation in the industry. Consequently, the classification and regulation of some of our gathering operations could change based on future determinations by the FERC, the courts or the U.S. Congress. If our gathering operations become subject to FERC jurisdiction, the result may adversely affect the rates we are able to charge and the services we currently provide, and may include the potential for a termination of certain gathering agreements, which could, in turn, materially adversely affect our business, financial condition and results of operations.

State and municipal regulations also impact our business. Common purchaser statutes generally require gatherers to gather or provide services without undue discrimination as to source of supply or producer; as a result, these statutes restrict our right to decide whose production we gather or transport. U.S. federal law leaves any economic regulation of natural gas gathering to the states. Some of the states in which we currently operate have adopted complaint-based regulation of gathering activities, which allows oil and gas producers and shippers to file complaints with state regulators in an effort to resolve access and rate grievances. Other state and municipal regulations may not directly regulate our gathering business but may nonetheless affect the availability of natural gas for purchase, treating and sale, including state regulation of production rates and maximum daily production allowable from gas wells. While our gathering lines currently are subject to limited state regulation, there is a risk that state laws will be changed, which may give producers a stronger basis to challenge the rates, terms and conditions of their gathering lines.

State and local legislative and regulatory initiatives relating to oil and gas operations could adversely affect our customers’ production and, therefore, materially adversely affect our business, financial condition and results of operations.

Certain states in which we operate have adopted or are considering adopting measures that could impose new or more stringent requirements on oil and gas exploration and production activities. For example, the potential for adverse impacts to our business is present where state or local governments have enacted ordinances directly regulating production rates and maximum daily production allowable from gas wells, and private individuals have sponsored and may in the future sponsor citizen initiatives to limit hydraulic fracturing, increase mandatory setbacks of oil and gas operations from occupied structures and achieve more restrictive state or local control over such activities.

In the event state or local restrictions or prohibitions are adopted in our areas of operations, our customers may incur significant compliance costs or may experience delays or curtailment in the pursuit of their exploration, development or production activities, and possibly be limited or precluded in the drilling of certain wells altogether. Any adverse impact on our customers’ activities would have a corresponding negative impact on our throughput volumes. In addition, while the general focus of debate is on upstream development activities, certain proposals may, if adopted, directly impact our ability to competitively locate, construct, maintain and operate our own assets. Accordingly, such restrictions or prohibitions could materially adversely affect our business, financial condition and results of operations.

Some of our operations cross the U.S./Canada border and are subject to cross-border regulation.

Our cross-border activities subject us to regulatory matters, including import and export licenses, tariffs, Canadian and U.S. customs and tax issues, and toxic substance certifications. Such regulations include the “Short Supply Controls” of the Export Administration Act, the United States-Mexico-Canada Agreement and the Toxic Substances Control Act. Violations of these licensing, tariff and tax-reporting requirements could result in the imposition of significant administrative, civil and criminal penalties, which could, in turn, materially adversely affect our business, financial condition and results of operations.

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Pipeline Safety and Maintenance Risks

We may incur significant costs and liabilities as a result of pipeline integrity management program testing and any necessary pipeline repair, or preventative or remedial measures.

The U.S. Department of Transportation, through the Pipeline and Hazardous Materials Safety Administration, which we refer to as “PHMSA,” has adopted regulations requiring pipeline operators to develop integrity management programs for transportation pipelines located where a leak or rupture could do the most harm in a high consequence area, which we refer to as an “HCA.” The regulations require operators to:

Additionally, while states are largely preempted by U.S. federal law from regulating pipeline safety for interstate lines, most are certified by PHMSA to assume responsibility for enforcing U.S. federal intrastate pipeline regulations and inspection of intrastate pipelines. In practice, because states can adopt stricter standards for intrastate pipelines than those imposed by the U.S. federal government for interstate lines, states vary considerably in their authority and capacity to address pipeline safety. To the extent that PHMSA and state regulatory agencies are successful in asserting their jurisdiction in this manner, midstream operators of pipeline and associated storage facilities may be required to make operational changes or modifications at their facilities to meet standards beyond current EPA and Occupational Safety and Health Administration requirements, where such changes or modifications may result in additional capital costs, possible operational delays and increased costs of operation that, in some instances, may be significant.

Failure to comply with PHMSA or comparable state pipeline safety regulations could result in a number of consequences which may have an adverse effect on our operations. We incur significant costs associated with our compliance with existing PHMSA and comparable state pipeline regulations but we do not believe such costs of compliance will materially adversely affect our business, financial condition and results of operations. We may incur significant costs associated with repair, remediation, preventive and mitigation measures associated with our integrity management programs for pipelines that are not currently subject to regulation by PHMSA and may be required to comply with new safety regulations and make additional maintenance capital expenditures in the future for similar regulatory compliance initiatives that are not reflected in our forecasted maintenance capital expenditures.

PHMSA regularly revises its pipeline safety regulations and changes to existing pipeline safety regulations may result in increased operating and compliance costs.

PHMSA is working on two additional rules related to gas pipeline safety that could impact our pipeline assets and operations. The first rule, entitled “Pipeline Safety: Safety of Gas Transmission Pipelines, Repair Criteria, Integrity Management Improvements, Cathodic Protection, Management of Change, and Other Related Amendments,” is expected to adjust the repair criteria for gas transmission lines in HCAs, create new repair criteria for gas pipelines outside of HCAs, and strengthen PHMSA’s integrity management assessment requirements. The second rule, entitled “Safety of Gas Gathering Pipelines,” is expected to extend PHMSA’s incident and annual reporting requirements to all onshore gas gathering lines and apply minimum U.S. federal safety standards to certain historically-unregulated gas gathering lines in sparsely-populated, Class 1 locations. PHMSA may publish either or both of these rules in 2021. The U.S. Congress also recently passed, and the President of the U.S. signed, the Protecting Our Infrastructure of Pipelines and Enhancing Safety Act of 2020, which we refer to as the “2020 PIPES Act.” In addition to reauthorizing the U.S. federal pipeline safety program

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through fiscal year 2023, the 2020 PIPES Act contains new rulemaking mandates, including a provision that requires PHMSA to adopt more stringent leak detection and repair program requirements for gas transmission and regulated gas gathering line operators by December 2021. The adoption of these new PHMSA rules, and the enactment of the 2020 PIPES Act, could impact our pipeline assets and operations by requiring the installation of new or modified safety controls and the implementation of new capital projects or accelerated maintenance programs, all of which could require us to incur increased operational costs that could be significant. We may also be affected by lost cash flows resulting from shutting down our pipelines during the pendency of any repairs and any testing, maintenance, and repair of pipeline facilities downstream from our own facilities. While we cannot predict the outcome of legislative or regulatory initiatives, such legislative and regulatory changes could materially adversely affect our business, financial condition and results of operations. For more information, see the section entitled, “Business—Regulatory Environment—Pipeline Safety and Maintenance” for more information beginning on page 110 of this Information Statement.

Certain portions of our pipelines, storage and gathering infrastructure are aging, which could materially adversely affect our business, financial condition and results of operations.

Certain portions of our systems, particularly our gathering assets in Northern Michigan and our storage assets, have been in operation for many years, with some portions being more than 40 years old. In some cases, certain portions may have been in service for many years prior to our purchase of the relevant systems or have been operated by third parties not under our control and consequently, there may be historical occurrences or latent issues regarding our pipeline systems that management may be unaware of and that could materially adversely affect our business, financial condition and results of operations. Certain portions of our pipeline systems are located in or near areas determined to be HCAs, which are areas where a release could have the most significant adverse consequences, including high-population areas, certain drinking water sources and unusually sensitive ecological areas. The age and condition of these systems could result in increased maintenance or repair expenditures and any downtime associated with increased maintenance and repair activities could materially reduce our revenue. If, due to their age, certain pipeline sections were to become unexpectedly unavailable for current or future volumes of natural gas because of repairs, maintenance, damage, spills or leaks, or any other reason, it could materially adversely affect our business, financial condition and results of operation.

Our insurance policies do not cover all losses, costs or liabilities that we may experience, and there is no assurance that we will be able to purchase cost effective insurance in the future.

We are not fully insured against all risks inherent in our business, including environmental accidents that might occur as well as cyber events. In addition, we do not maintain business interruption insurance of the types and in amounts necessary to cover all possible risks of loss, like project delays caused by governmental action or inaction. The occurrence of any operating risks not fully covered by insurance could materially adversely affect our business, financial condition and results of operations.

Most of our insurance is expected to be subject to deductibles or self-insured retentions. If a significant accident or event occurs for which we are not fully insured, it could materially adversely affect our business, financial condition and results of operations. We may not be able to maintain or obtain insurance for ourselves and our affiliates of the types and in the amounts we desire at reasonable rates, and we may elect to self-insure a portion of our asset portfolio. The insurance coverage we may obtain may contain large deductibles or fail to cover certain hazards or cover all potential losses. In addition, for pre-Spin-Off losses, we share insurance coverage with DTE Energy, and we will remain responsible for payment of any deductible or self-insured amounts under those insurance policies. To the extent we experience a pre-Spin-Off loss that would be covered under DTE Energy’s insurance policies, our ability to collect under those policies may be reduced to the extent DTE Energy erodes the limits under those policies.

We may not be able to maintain or obtain insurance of the type and amount we desire at reasonable rates. As a result of market conditions, premiums and deductibles for certain of our insurance policies may substantially

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increase. In some instances, certain insurance could become unavailable or available only for reduced amounts of coverage. We may elect not to obtain insurance for any or all of these risks if we believe that the cost of available insurance is excessive relative to the risks presented. Although we maintain insurance policies with insurers in such amounts and with such coverages and deductibles as we believe are reasonable and prudent, our insurance may not be adequate to protect us from all material expenses related to potential future claims for personal injury and property damage. The occurrence of an event that is not fully covered by insurance could materially adversely affect our business, financial condition and results of operations.

The energy industry is highly capital intensive, and the entire or partial loss of individual facilities or multiple facilities can result in significant costs to both energy industry companies, such as us, and their insurance carriers. Large energy industry claims could result in significant increases in the level of premium costs and deductibles for participants in the energy industry. Insurance companies that have historically participated in underwriting energy-related facilities may discontinue that practice, may reduce the insurance coverage they are willing to offer or demand significantly higher premiums or deductibles. If significant changes in the number or financial solvency of insurance underwriters for the energy industry occur, we may be unable to obtain and maintain adequate insurance at a reasonable cost. The unavailability of full insurance coverage or our inability to maintain or obtain insurance of the type and amount we desire at reasonable rates to cover events in which we suffer significant losses could materially adversely affect our business, financial condition and results of operations.

We are subject to cyber security and data privacy laws, regulations, litigation and directives relating to our processing of personal data.

Several jurisdictions in which we operate throughout the U.S. have laws governing how we must respond to a cyber incident that results in the unauthorized access, disclosure or loss of personal data. Our business involves collection, uses and other processing of personal data of our employees, contractors, suppliers and service providers. As legislation continues to develop and cyber incidents continue to evolve, we will likely be required to expend significant resources to continue to modify or enhance our protective measures to comply with such legislation and to detect, investigate and remediate vulnerabilities to cyber incidents. Any failure by us, or a company we acquire, to comply with such laws and regulations could result in reputational harm, loss of goodwill, penalties, liabilities and mandated changes in our business practices. Additionally, if we acquire a company that has violated or is not in compliance with applicable data protection laws, we may incur significant liabilities and penalties as a result.

A terrorist attack, armed conflict or cyber security event, or the threat of them, could harm our business.

In 2012, the U.S. Department of Homeland Security issued public warnings that indicated that pipelines and other assets might be specific targets of terrorist organizations or “cyber security” events. During 2016, PHMSA posted warnings to all pipeline owners and operators of the importance of safeguarding and securing their pipeline facilities and monitoring their supervisory control and data acquisition (SCADA) systems for abnormal operations or indications of unauthorized access or interference with safe pipeline operations based on recent incidents involving environmental activists. Potential targets might include our pipelines, storage and gathering systems or operating systems and may affect our ability to operate or control our assets or utilize our customer service systems. Also, destructive forms of protests and opposition by extremists and other disruptions, including acts of sabotage or eco-terrorism, against oil and natural gas development and production or midstream treating or transportation activities could potentially result in damage or injury to persons, property or the environment or lead to extended interruptions of our or our customers’ operations. Additionally, the oil and natural gas industry has become increasingly dependent on digital technologies to conduct certain operational activities. At the same time, companies in our industry have been the targets of cyber attacks, and it is possible that the attacks in our industry will continue and grow in number. In addition, to assist in conducting our business, we rely on information technology systems and data hosting facilities, including systems and facilities that are hosted by

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third parties and with respect to which we have limited visibility and control. These systems and facilities may be vulnerable to a variety of evolving cyber security risks or information security breaches, including:

These cyber security risks could result in:

In addition, certain cyber incidents, such as advanced persistent threats or supply chain cyber risks, may remain undetected for an extended period. The occurrence of any of these events, including an attack or threat targeted at our pipelines and other assets could cause:

These developments may subject our operations to increased risks, as well as increased costs, and, depending on their ultimate magnitude, could materially adversely affect our business, financial condition and results of operations. Although we have adopted controls and systems that are designed to protect information and mitigate the risk of data loss and other cyber security events, such measures cannot entirely eliminate cyber security threats, particularly as these threats continue to evolve and grow. Furthermore, the controls and systems we have installed may be breached or be inadequate to address a risk that arises.

In addition, terrorist activities, anti-terrorist efforts and other armed conflicts involving the U.S., whether or not targeted at our assets or the assets of our customers, could adversely affect the U.S. and global economies and

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could prevent us from meeting financial and other obligations. We could experience loss of business, delays or defaults in payments from customers or disruptions of fuel supplies and markets if domestic and global utilities are direct targets or indirect casualties of an act of terror or war. Terrorist activities and the threat of potential terrorist activities and any resulting economic downturn could materially adversely affect our business, financial condition and results of operations.

Certain chemical constituents in the natural gas pipeline systems could cause damage to or affect the ability of our pipeline systems or third-party equipment to function properly, which may result in increased preventative and corrective action costs.

Some naturally occurring chemical constituents in the natural gas mixture we gather in certain areas of our pipeline systems, such as carbon dioxide or hydrogen sulfide, may cause corrosion and could cause damage to or affect the ability of our pipeline systems or third-party equipment to function properly, which may result in increased preventative and corrective action costs. These chemicals have the potential to interfere with equipment functionality if a sufficient quantity of the material accumulates in certain appurtenances. If our pipelines are sufficiently damaged, such damage may affect the ability of our pipeline systems or third-party equipment to function properly, which could materially adversely affect our business, financial condition and results of operations.

Other Business Risks

Customers’, legislators’ and regulators’ perceptions of us are affected by many factors, including safety concerns, pipeline reliability, protection of customer information, media coverage and public sentiment. Customers’, legislators’ or regulators’ negative opinion of us could materially adversely affect our business, financial condition and results of operations.

A number of factors can affect customers’, legislators’ or regulators’ perception of us, including: safety concerns due to potential natural disasters, the rupture of pipelines or other causes, and our ability to promptly respond to such issues; and our ability to safeguard sensitive customer information. Customers’, legislators’ and regulators’ opinions of us can also be affected by media coverage, including the proliferation of social media, which may include information, whether factual or not, that could damage the perception of our company and the midstream industry.

Other concerns about the use of natural gas include the potential for natural gas explosions and the effect of natural gas on indoor air quality and the environment generally. These shifts in public sentiment may not only impact further legislative initiatives, but behaviors and perceptions of customers, investors and regulators.

If customers, legislators or regulators have or develop a negative opinion of us and our services, or of natural gas as an energy source generally, this could make it more difficult for us to achieve favorable legislative or regulatory outcomes. In addition, in recent years, increasing attention has been given to corporate activities related to environmental, social and governance, which we call “ESG,” matters in public discourse and the investment community. A number of advocacy groups have campaigned for governmental and private action to promote change at public companies related to ESG matters, including increasing attention and demands for action related to climate change, promoting the use of substitutes to fossil fuel products and encouraging the divestment of companies in the fossil fuel industry, and organizations that provide information to investors on corporate governance and related matters have developed ratings systems for evaluating companies on their approach to ESG matters. Unfavorable ESG ratings may lead to increased negative investor sentiment toward us and our industry and to the diversion of investment to other industries, which could adversely affect our stock price and our access to and costs of capital and could adversely impact the demand for our services and, in turn, materially adversely affect our business, financial condition and results of operations.

Negative opinions could also result in sales volumes reductions or increased use of other sources of energy, or additional difficulties in accessing capital markets or greater challenges in developing or operating our assets. Any of these consequences could materially adversely affect our business, financial condition and results of operations.

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A pandemic, epidemic or outbreak of an infectious disease, such as the COVID-19 pandemic, could materially adversely affect our business, financial condition and results of operations and we face numerous risks related to COVID-19 pandemic.

A global or national public health crisis, such as COVID-19, may cause disruptions to our business and operational plans. Since the beginning of 2020, the COVID-19 pandemic has spread across the globe and disrupted economies around the world, including the natural gas industry in which we operate. The rapid spread of the virus has led to the implementation of various responses, including U.S. federal, state and local government-imposed quarantines, shelter-in-place mandates, sweeping restrictions on travel and other public health and safety measures.

While we believe our business, financial conditions and results of operations have not been materially adversely affected by the COVID-19 pandemic to date, we believe that COVID-19 continues to present the potential for materially adverse risks. Some factors from the COVID-19 pandemic that could materially adversely affect our business, financial condition and results of operations include:

Additionally, many of our facilities require our field personnel to be on location to ensure safe and efficient operations. If a significant percentage of our workforce is unable to work, due to illness or travel or other COVID-19-related restrictions, we may experience significant operational disruptions or inefficiencies and a heightened risk of safety and environmental incidents. Furthermore, many of our employees have been and may in the future be subject to pandemic-related work-from-home requirements, which stress the capabilities of our information technology systems, including those relating to system security; disrupt normal channels of intracompany communications and key business processes; and heighten the risk of cyber security threats and operational, health or safety-related incidents at our facilities. As of December 31, 2020, there have not been meaningful impacts or disruptions to our business, financial condition and results of operations as a result of the COVID-19 pandemic. We continue to assess the impact of the COVID-19 pandemic on an ongoing basis.

Risks Relating to the Spin-Off

If the Distribution does not qualify as a transaction that is tax-free for U.S. federal income tax purposes, DTE Energy or holders of DTE Energy common stock who receive shares of DT Midstream common stock in connection with the Spin-Off could be subject to significant tax liability.

Completion of the Spin-Off is conditioned on DTE Energy’s receipt of a written opinion of Cravath, Swaine & Moore LLP to the effect that, subject to the limitations specified therein and the accuracy of and compliance with certain representations, warranties and covenants, the Distribution will qualify as a distribution to which Section 355(a), Section 355(c) and Section 361 of the Code apply.

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The opinion of counsel will not address any U.S. state or local or foreign tax consequences of the Spin-Off. The opinion will assume that the Spin-Off will be completed according to the terms of the Separation and Distribution Agreement and will rely on the facts as stated in the Separation and Distribution Agreement, the Tax Matters Agreement, the other ancillary agreements, this Information Statement and certain other documents. In addition, the opinion will be based on certain representations as to factual matters from, and certain covenants by, DTE Energy and us. The opinion cannot be relied on if any of the assumptions, representations or covenants is incorrect, incomplete or inaccurate or is violated in any material respect.

The opinion of counsel is not binding on the Internal Revenue Service, which we refer to as the “IRS,” or the courts, and there can be no assurance that the IRS or a court will not take a contrary position. DTE Energy has not requested, and does not intend to request, a ruling from the IRS regarding the U.S. federal income tax consequences of the Spin-Off.

If the Distribution were determined not to qualify as a distribution to which Section 355(a), Section 355(c) and Section 361 of the Code apply, DTE shareholders could be subject to tax. In this case, each U.S. Holder who receives our common stock in the Distribution would generally, for U.S. federal income tax purposes, be treated as receiving a distribution in an amount equal to the fair market value of our common stock received, which would generally result in (i) a taxable dividend to the U.S. Holder to the extent of that U.S. Holder’s pro rata share of DTE Energy’s current and accumulated earnings and profits; (ii) a reduction in the U.S. Holder’s basis (but not below zero) in DTE Energy common stock to the extent the amount received exceeds the shareholder’s share of DTE Energy’s earnings and profits; and (iii) a taxable gain from the exchange of DTE Energy common stock to the extent the amount received exceeds the sum of the U.S. Holder’s share of DTE Energy’s earnings and profits and the U.S. Holder’s basis in its DTE Energy common stock. Additionally, each Non-U.S. Holder who receives our common stock in the Distribution would generally be treated as receiving a distribution in an amount equal to the fair market value of our common stock received, which would be subject to U.S. federal income tax at a rate of 30% of the gross amount of any such distribution that is treated as a dividend, unless (i) such dividend was effectively connected with the conduct of a U.S. trade or business, and, if required by an applicable income tax treaty, is attributable to a permanent establishment or fixed base maintained by the Non-U.S. Holder within the U.S.; or (ii) the Non-U.S. Holder is entitled to a reduced tax rate with respect to dividends pursuant to an applicable income tax treaty. Under the first exception, regular graduated U.S. federal income tax rates applicable to U.S. persons would apply to the dividend, and, in the case of a corporate Non-U.S. Holder, a branch profits tax may also apply. Unless one of these exceptions listed above applies and the Non-U.S. Holder provides an appropriate IRS Form W-8 (or applicable successor form) to claim an exemption from or reduction in the rate of withholding under such exception, we may be required to withhold 30% of any distribution of our common stock treated as a dividend to satisfy the Non-U.S. Holder’s U.S. federal income tax liability. For more information, see below and the section entitled “The Spin-Off—Material U.S. Federal Income Tax Consequences of the Spin-Off” beginning on page 71 of this Information Statement.

We could have an indemnification obligation to DTE Energy if the Distribution were determined not to qualify for non-recognition treatment for U.S. federal tax purposes, which could materially adversely affect our business, financial condition and results of operations.

If it were determined that the Distribution did not qualify as a distribution to which Section 355(a), Section 355(c) and Section 361 of the Code apply, we could, under certain circumstances, be required to indemnify DTE Energy for the resulting taxes and related expenses. Any such indemnification obligation could materially adversely affect our business, financial condition and results of operations.

In addition, Section 355(e) of the Code generally creates a presumption that the Distribution would be taxable to DTE Energy, but not to shareholders, if we or our shareholders were to engage in transactions that result in a 50% or greater change by vote or value in the ownership of our stock during the four-year period beginning on the date that begins two years before the date of the Distribution, unless it were established that such transactions and the Distribution were not part of a plan or series of related transactions giving effect to

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such a change in ownership. If the Distribution were taxable to DTE Energy due to such a 50% or greater change in ownership of our stock, DTE Energy would recognize gain equal to the excess of the fair market value of our common stock distributed to DTE Energy shareholders over DTE Energy’s tax basis in our common stock and we generally would be required to indemnify DTE Energy for the tax on such gain and related expenses. Any such indemnification obligation could materially adversely affect our business, financial condition and results of operations. For more information, see the section entitled “Certain Relationships and Related Party Transactions—Agreements with DTE Energy—Tax Matters Agreement” beginning on page 169 of this Information Statement.

We intend to agree to numerous restrictions to preserve the non-recognition treatment of the Distribution, which may reduce our strategic and operating flexibility.

We intend to agree in the Tax Matters Agreement to covenants and indemnification obligations that address compliance with Section 355(e) of the Code. These covenants and indemnification obligations may limit our ability to pursue strategic transactions or engage in new businesses or other transactions that may otherwise maximize the value of our business, and might discourage or delay a strategic transaction that our shareholders may consider favorable. For more information, see the section entitled “Certain Relationships and Related Party Transactions—Agreements with DTE Energy—Tax Matters Agreement” beginning on page 169 of this Information Statement.

We may be unable to achieve some or all of the benefits that we expect to achieve from the Spin-Off, which could materially adversely affect our business, financial condition and results of operations.

We believe that, as an independent, publicly traded company, we will be able to, among other things:

However, we may not achieve these and other anticipated benefits for a variety of reasons, including, among other things:

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If we fail to achieve some or all of the benefits that we expect to achieve as an independent company, or do not achieve them in the time we expect, our business, financial condition and results of operations could be materially adversely affected.

We may be unable to make, on a timely or cost-effective basis, the changes necessary to operate as an independent, publicly traded company, and we may experience increased costs after the Spin-Off.

We have historically operated as part of DTE Energy’s corporate organization, and DTE Energy has provided us with various corporate and operational functions. Following the Spin-Off, DTE Energy will have no obligation to provide us with assistance other than the transition services described under the section entitled “Certain Relationships and Related Party Transactions—Agreements with DTE Energy—Transition Services Agreement” beginning on page 168 of this Information Statement. These services do not include every service that we have received from DTE Energy in the past, and DTE Energy is only obligated to provide these services for limited periods following completion of the Spin-Off. The agreements related to such transition services and to the Spin-Off more generally will be negotiated prior to the Spin-Off at a time when our business will still be operated by DTE Energy. The agreements are generally intended to be entered into on arm’s-length terms similar to those that would be agreed with an unaffiliated third party such as a buyer in a sale transaction, but we will not have an independent board of directors or a management team independent of DTE Energy representing our interests while the agreements are being negotiated. It is possible that we might have been able to achieve more favorable terms if the circumstances differed. We will rely on DTE Energy to satisfy its performance and payment obligations under the Transition Services Agreement and other agreements related to the Spin-Off, and if DTE Energy does not satisfy such obligations, we could incur operational difficulties or losses which could materially adversely affect our business, financial condition and results of operations.

Accordingly, following the Spin-Off, we will need to provide internally or obtain from unaffiliated third parties the services we currently receive from DTE Energy. These services include accounting, auditing, communications, tax, legal and ethics and compliance program administration, human resources, information technology, insurance, investor relations, risk management, treasury, other shared facilities and other general, administrative and limited operational functions, the effective and appropriate performance of which is critical to our operations. We may be unable to replace these services in a timely manner or on terms and conditions as favorable as those we receive from DTE Energy. Because our business has historically operated as part of the larger DTE Energy organization, we may be unable to successfully establish the infrastructure or implement the changes necessary to operate independently, or may incur additional costs. If we fail to obtain the quality of services necessary to operate effectively or incur greater costs in obtaining these services, our business, financial condition and results of operations could be materially adversely affected.

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We have no operating history as an independent, publicly traded company, and our historical financial data is not necessarily representative of the results we would have achieved if we had been an independent, publicly traded company and may not be a reliable indicator of our future results.

We derived the historical financial data included in this Information Statement from DTE Energy’s consolidated financial statements, and this data does not necessarily reflect the results of operations and financial position we would have achieved as an independent, publicly traded company during the periods presented, or those that we will achieve in the future. This is primarily because of the following factors:

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Other significant changes may occur in our cost structure, management, financing and business operations as a result of operating as an independent publicly traded company. As such, our historical financial data may not be indicative of our future performance as an independent, publicly traded company. For additional information about our past financial performance and the basis of presentation of our financial statements, see the sections entitled “Selected Historical Financial Data, ” “Unaudited Pro Forma Consolidated Financial Statements” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” beginning on pages 83, 88 and 121, respectively, of this Information Statement and our historical consolidated financial statements and the notes thereto included in the section entitled “Index to Consolidated Financial Statements” beginning on page F-1 of this Information Statement.

The Spin-Off may expose us to potential liabilities arising out of state and U.S. federal fraudulent conveyance laws and legal dividend requirements.

If DTE Energy files for bankruptcy or is otherwise determined or deemed to be insolvent under U.S. federal bankruptcy laws, a court could deem the Spin-Off or certain internal restructuring transactions undertaken by DTE Energy in connection with the Spin-Off to be a fraudulent conveyance or transfer. Fraudulent conveyances or transfers are defined to include transfers made or obligations incurred with the actual intent to hinder, delay or defraud current or future creditors or transfers made or obligations incurred for less than reasonably equivalent value when the debtor was insolvent, or that rendered the debtor insolvent, inadequately capitalized or unable to pay its debts as they become due. A court could void the transactions or impose substantial liabilities upon us, which could materially adversely affect our business, financial condition and results of operations. Among other things, a court could require our shareholders to return to DTE Energy some or all of the shares of our common stock issued in the Spin-Off, or require us to fund liabilities of other companies involved in the restructuring transactions for the benefit of creditors.

The distribution of our common stock is also subject to review under state corporate distribution statutes. Michigan law prohibits the making of a distribution if, after giving it effect, a corporation would not be able to pay its debts as they become due in the usual course of business, or its total assets would be less than the sum of its total liabilities plus the amount that would be needed, if the corporation were to be dissolved at the time of the distribution, to satisfy the preferential rights upon dissolution of shareholders whose preferential rights are superior. Although DTE Energy intends to make a lawful distribution of our common stock, we cannot assure you that a court will not later determine that some or all of the distribution to DTE Energy shareholders was unlawful.

We may have been able to receive better terms from unaffiliated third parties than the terms we receive in our agreements with DTE Energy.

We will enter into agreements with DTE Energy related to our separation from DTE Energy, including the Separation and Distribution Agreement, the Transition Services Agreement, the Tax Matters Agreement, the Employee Matters Agreement and any other agreements, while we are still part of DTE Energy. Accordingly, these agreements may not reflect terms that would have resulted from arm’s-length negotiations among unaffiliated third parties. The terms of these agreements will relate to, among other things, allocations of assets, liabilities, rights, indemnifications and other obligations between DTE Energy and us. With respect to certain agreements, including the Transition Services Agreement, we may have received better terms from unaffiliated third parties. For more information, see the section entitled “Certain Relationships and Related Party Transactions—Agreements with DTE Energy” beginning on page 166 of this Information Statement.

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After the Spin-Off, certain members of management and directors may face actual or potential conflicts of interest.

Following the Spin-Off, the management and directors of each of DTE Energy and DT Midstream may own common stock in both companies and Robert Skaggs, Jr., who will be a member of our Board, will also serve on the board of directors of DTE Energy, which we refer to as the “DTE Energy Board,” and may be required to recuse himself from deliberations relating to arrangements between us and DTE Energy in the future. This ownership and directorship overlap could create, or appear to create, potential conflicts of interest when the management and directors of one company face decisions that could have different implications for themselves and the other company. For example, potential conflicts of interest could arise in connection with the resolution of any dispute regarding the terms of the agreements governing the separation and our relationship with DTE Energy thereafter. These agreements include the Separation and Distribution Agreement, the Transition Services Agreement, the Tax Matters Agreement, the Employee Matters Agreement and any commercial agreements between the parties or their affiliates. Potential conflicts of interest may also arise out of any commercial arrangements that we or DTE Energy may enter into in the future. For more information, see the section entitled “Certain Relationships and Related Party Transactions—Agreements with DTE Energy” beginning on page 166 of this Information Statement.

The transfer to us by DTE Energy of certain contracts, permits and other assets and rights may require the consents or approvals of, or provide other rights to, third parties and governmental authorities. If such consents or approvals are not obtained, we may not be entitled to the benefit of such contracts, permits and other assets and rights, which could increase our expenses or otherwise harm our business and financial performance.

The Separation and Distribution Agreement will provide that certain contracts, permits and other assets and rights are to be transferred from DTE Energy or its subsidiaries to us or our subsidiaries in connection with the Spin-Off. The transfer of certain of these contracts, permits and other assets and rights may require consents or approvals of third parties or governmental authorities or provide other rights to third parties. In addition, in some circumstances, we and DTE Energy are joint beneficiaries of contracts, and we and DTE Energy may need the consents of third parties in order to split, separate, replace, novate or replicate the existing contracts or the relevant portion of the existing contracts. While we anticipate entering into new contracts in place of transferring such contracts, we may not be successful in doing so in many instances.

Some parties may use consent requirements or other rights to terminate contracts or obtain more favorable contractual terms from us, which, for example, could take the form of price increases, require us to expend additional resources in order to obtain the services or assets previously provided under the contract, or require us to make arrangements with new third parties or obtain letters of credit or other forms of credit support. If we do not obtain required consents or approvals, we may be unable to obtain the benefits, permits, assets and contractual commitments that are intended to be allocated to us as part of our separation from DTE Energy, and we may be required to seek alternative arrangements to obtain services and assets which may be more costly and of lower quality. The termination, modification, replacement or replication of these contracts or permits or the failure to timely complete the transfer or separation of these contracts or permits could materially adversely affect our business, financial condition and results of operations.

Until the distribution occurs, the DTE Energy Board may change the terms of the Spin-Off in ways that may be unfavorable to us.

Until the Distribution occurs, we will continue to be a wholly owned subsidiary of DTE Energy. Accordingly, DTE Energy has the discretion to determine and change the terms of the Spin-Off, including the establishment of the Record Date (as defined below) and the Distribution Date, and these changes could be unfavorable to us. In addition, the DTE Energy Board may decide not to proceed with the Spin-Off at any time prior to the Distribution.

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No vote of DTE Energy shareholders is required in connection with the Spin-Off. As a result, if the Spin-Off occurs and you do not want to receive our common stock in the Distribution, your sole recourse will be to divest yourself of your DTE Energy common stock prior to the Record Date or in the “regular-way” trading market during the period prior to the Distribution.

No vote of DTE Energy shareholders is required in connection with the Spin-Off. Accordingly, if the Distribution occurs and you do not want to receive our common stock in the Distribution, your only recourse will be to divest yourself of your DTE Energy common stock prior to the Record Date or in the “regular-way” trading market during the period prior to the Distribution.

Risks Relating to Our Common Stock

No market for our common stock currently exists and an active trading market may not develop or be sustained after the Spin-Off. Following the Spin-Off our stock price may fluctuate significantly.

There is currently no public market for our common stock. We intend to apply to list our common stock on the New York Stock Exchange. We anticipate that before the Distribution Date, trading of shares of our common stock will begin on a “when-issued” basis and this trading will continue up to and including the Distribution Date. However, an active trading market for our common stock may not develop as a result of the Spin-Off or may not be sustained in the future. The lack of an active market may make it more difficult for shareholders to sell our shares and could lead to our share price being depressed or volatile.

We cannot predict the prices at which our common stock may trade after the Spin-Off. The market price of our common stock may fluctuate widely, depending on many factors, some of which may be beyond our control, including:

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Furthermore, our business profile and market capitalization may not fit the investment objectives of some DTE Energy shareholders and, as a result, these DTE Energy shareholders may sell their shares of our common stock after the Distribution. See “—Substantial sales of our common stock may occur in connection with the Spin-Off, which could cause our stock price to decline” beginning on page 61 of this Information Statement. Low trading volume for our stock, which may occur if an active trading market does not develop, among other reasons, would amplify the effect of the above factors on our stock price volatility.

We are an emerging growth company and the information we provide shareholders may be different from information provided by other public companies, which may result in a less active trading market for our common stock and higher volatility in our stock price.

We are an “emerging growth company” as defined by the Jumpstart Our Business Startups Act of 2012. We will continue to be an emerging growth company until the earliest to occur of the following:

For as long as we are an emerging growth company, we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies, including, but not limited to:

We may choose to take advantage of some or all of these reduced burdens. For example, we have taken advantage of the reduced disclosure obligations regarding executive compensation in this Information Statement. For as long as we take advantage of the reduced reporting obligations, the information we provide shareholders may be different from information provided by other public companies. In addition, it is possible that some investors will find our common stock less attractive as a result of these elections, which may result in a less active trading market for our common stock and higher volatility in our stock price. As described in more detail in the section entitled “Description of Our Indebtedness” beginning on page 172 of this Information Statement, we expect to incur non-convertible indebtedness in the aggregate principal amount of approximately $3.10 billion and, as a result, we will no longer qualify as an emerging growth company following the Spin-Off.

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In addition, we have elected to not take advantage of the extended transition period that allows an emerging growth company to delay the adoption of certain accounting standards until those standards would otherwise apply to private companies, which means that the financial statements included in this Information Statement, as well as financial statements we file in the future, will be subject to all new or revised accounting standards generally applicable to public companies. Our election not to take advantage of the extended transition period is irrevocable.

Substantial sales of our common stock may occur in connection with the Spin-Off, which could cause our stock price to decline.

DTE Energy shareholders receiving shares of our common stock in the Distribution generally may sell those shares immediately in the public market. It is likely that some DTE Energy shareholders, including some of its larger shareholders, will sell their shares of our common stock received in the Distribution if, for reasons such as our business profile or market capitalization as an independent company, we do not fit their investment objectives, or, in the case of index funds, we are not a participant in the index in which they are investing. The sales of significant amounts of our common stock or the perception in the market that this will occur may decrease the market price of our common stock.

We cannot assure that we will pay dividends on our common stock, and our indebtedness may limit our ability to pay dividends on our common stock.

Following the Spin-Off, the timing, declaration, amount of and payment of future dividends, if any, to shareholders will fall within the discretion of our Board. Our Board’s decisions regarding the payment of future dividends, if any, will depend upon many factors, including our financial condition, earnings, capital requirements of our business and covenants associated with debt obligations, as well as legal requirements, regulatory constraints, industry practice and other factors that our Board deems relevant. We have not adopted, and do not currently expect to adopt, a separate written dividend policy to reflect our Board’s policy. For more information, see the section entitled “Dividend Policy” beginning on page 81 of this Information Statement. There can be no assurance that we will pay a dividend in the future or continue to pay any dividend if we do commence paying dividends, and there can be no assurance that, in the future, the combined annual dividends paid on DTE Energy common stock, if any, and our common stock, if any, after the Spin-Off will equal the annual dividends on DTE Energy common stock prior to the Spin-Off.

Certain provisions in our Amended and Restated Certificate of Incorporation, Amended and Restated Bylaws and Delaware law may discourage takeovers.

Several provisions of our Amended and Restated Certificate of Incorporation, Amended and Restated Bylaws and Delaware law may discourage, delay or prevent a merger or acquisition that is opposed by our Board. These include provisions that:

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In addition, Section 203 of the Delaware General Corporate Law, which we refer to as the “DGCL,” prohibits a Delaware corporation from engaging in a business combination with any interested stockholder for a period of three years following the date the person became an interested stockholder, subject to certain exceptions. In general, Section 203 of the DGCL defines an “interested stockholder” as an entity or person who, together with the entity’s or person’s affiliates, beneficially owns, or is an affiliate of the corporation and within three years prior to the time of determination of interested stockholder status did own, 15% or more of the outstanding voting stock of the corporation. A Delaware corporation may “opt out” of these provisions with an express provision in its certificate of incorporation. We have not opted out of Section 203 of the DGCL in our Amended and Restated Certificate of Incorporation.

These and other provisions of our Amended and Restated Certificate of Incorporation, Amended and Restated Bylaws and Delaware law may discourage, delay or prevent certain types of transactions involving an actual or a threatened acquisition or change in control of us including unsolicited takeover attempts, even though the transaction may offer our shareholders the opportunity to sell their shares of our common stock at a price above the prevailing market price. For more information, see the section entitled “Description of Our Capital Stock—Certain Provisions of Delaware Law, Our Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws” beginning on page 174 of this Information Statement.

Our Amended and Restated Certificate of Incorporation will designate the Court of Chancery of the State of Delaware as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our shareholders, which could limit our shareholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or other employees.

Our Amended and Restated Certificate of Incorporation will provide that, in all cases to the fullest extent permitted by law, unless we consent in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware will be the sole and exclusive forum for:

However, if the Court of Chancery of Delaware does not have jurisdiction, the action or proceeding may be brought in any other state or U.S. federal court located within the State of Delaware. Further, this exclusive forum provision will not apply to suits brought to enforce a duty or liability created by the Exchange Act or the Securities Act.

Any person holding, purchasing or otherwise acquiring any interest in shares of capital stock of us will be deemed to have notice of and have consented to this provision and deemed to have waived any argument relating to the inconvenience of the forum in connection with any action or proceeding described in this provision. This provision may limit a shareholder’s ability to bring a claim in a judicial forum that it finds favorable for disputes with us or our directors, officers or other employees, which may discourage such lawsuits. Alternatively, if a court of competent jurisdiction were to find this provision of our Amended and Restated Certificate of Incorporation inapplicable to, or unenforceable in respect of, one or more of the specified types of actions or proceedings, we may incur additional costs associated with resolving such matters in other jurisdictions.

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Your percentage ownership in DT Midstream may be diluted in the future.

Your percentage ownership in DT Midstream may be diluted in the future because of the settlement or exercise of equity-based awards that we expect to grant to our directors, officers and other employees. Prior to completion of the Spin-Off, we expect to approve an equity incentive plan that will provide for the grant of equity-based awards to our directors, officers and other employees, including equity grants that are expected to be made upon completion of the Spin-Off. For more information, see the section entitled “Executive Compensation—DT Midstream, Inc. Long-Term Incentive Plan” beginning on page 160 of this Information Statement. In addition, we may issue equity as all or part of the consideration paid for acquisitions and strategic investments that we may make in the future or as necessary to finance our ongoing operations.

In addition, our Amended and Restated Certificate of Incorporation will authorize us to issue, without the approval of our shareholders, one or more classes or series of preferred stock having such designation, powers, preferences and relative, participating, optional and other special rights, including preferences over our common stock with respect to dividends and distributions, as our Board may generally determine. The terms of one or more classes or series of preferred stock could dilute the voting power or reduce the value of our common stock. For example, we could grant the holders of preferred stock the right to elect some number of the members of our Board in all events or upon the happening of specified events, or the right to veto specified transactions. Similarly, the repurchase or redemption rights or liquidation preferences that we could assign to holders of preferred stock could affect the residual value of our common stock. For more information, see the section entitled “Description of Our Capital Stock” beginning on page 173 of this Information Statement.

The rights associated with our common stock will differ from the rights associated with DTE Energy common stock.

Upon completion of the Distribution, the rights of DTE Energy shareholders who become our shareholders will be governed by our Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws and by Delaware law. The rights associated with DTE Energy shares are different from the rights associated with our shares. Material differences between the rights of DTE Energy shareholders and the rights of our shareholders include differences with respect to, among other things:

For more information, see the section entitled “Description of Our Capital Stock—Certain Provisions of Delaware Law, Our Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws” beginning on page 174 of this Information Statement.

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CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

This Information Statement and other materials we have filed or will file with the SEC contain or incorporate by reference statements which, to the extent they are not statements of historical or present fact, constitute “forward-looking statements” under the securities laws. From time to time, oral or written forward-looking statements may also be included in other information released to the public. These forward-looking statements are intended to provide management’s current expectations or plans for our future operating and financial performance, based on assumptions currently believed to be valid. Forward-looking statements can be identified by the use of words such as “believe,” “expect,” “expectations,” “plans,” “strategy,” “prospects,” “estimate,” “project,” “target,” “anticipate,” “will,” “should,” “see,” “guidance,” “outlook,” “confident” and other words of similar meaning in connection with a discussion of future operating or financial performance or the separation. Forward-looking statements may include, among other things, statements relating to future earnings, cash flow, results of operations, uses of cash, tax rates and other measures of financial performance or potential future plans, strategies or transactions of DT Midstream, the Spin-Off, including the expected timing of completion of the Spin-Off and estimated costs associated with the Spin-Off, and other statements that are not historical facts. Forward-looking statements are not guarantees of future results and conditions, but rather are subject to numerous assumptions, risks, and uncertainties that may cause actual future results to be materially different from those contemplated, projected, estimated, or budgeted. Such assumptions, risks, uncertainties and other factors include, but are not limited to, the following:

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There can be no assurance that the Spin-Off or any other transactions described above will in fact be consummated in the manner described or at all. The above list of factors is not exhaustive. For additional information on identifying factors that may cause actual results to vary materially from those stated in forward-looking statements, see the discussion under the section entitled “Risk Factors” beginning on page 29 of this Information Statement. Any forward-looking statements made by us in this Information Statement speak only as of the date on which they are made. We are under no obligation to, and expressly disclaim any obligation to, update or alter our forward-looking statements, whether as a result of new information, subsequent events or otherwise.

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THE SPIN-OFF

Background

On October 27, 2020, DTE Energy announced plans for the complete legal and structural separation of DT Midstream from DTE Energy.

To effect the separation, first, DTE Energy will undertake the Internal Transactions described under the section entitled “Certain Relationships and Related Party Transactions—Agreements with DTE Energy—Separation and Distribution Agreement” beginning on page 166 of this Information Statement. DTE Energy will subsequently distribute all of DT Midstream’s common stock to DTE Energy’s shareholders, and DT Midstream, holding the Midstream Business, will become an independent, publicly traded company.

Prior to completion of the Spin-Off, we intend to enter into a Separation and Distribution Agreement and several other agreements with DTE Energy related to the Spin-Off. These agreements will govern the relationship between DTE Energy and us up to and after completion of the Spin-Off and allocate between DTE Energy and us various assets, liabilities and obligations, including those related to employees and compensation and benefits plans and programs and tax-related assets and liabilities. See the section entitled “Certain Relationships and Related Party Transactions” beginning on page 166 of this Information Statement for more detail. No approval of DTE Energy’s shareholders is required in connection with the Spin-Off, and DTE Energy’s shareholders will not have any appraisal rights in connection with the Spin-Off.

Completion of the Spin-Off is subject to the satisfaction, or the waiver by DTE Energy’s board of directors, which we refer to as the “DTE Energy Board,” of a number of conditions. If the DTE Energy Board waives any condition prior to the effectiveness of the Registration Statement on Form 10, of which this Information Statement is a part, and the result of such waiver is material to DTE Energy shareholders, DTE Energy will file an amendment to the Registration Statement to revise the disclosure in this Information Statement accordingly. In the event that the DTE Energy Board waives a condition after this Registration Statement becomes effective and such waiver is material to DTE Energy shareholders, DTE Energy will communicate such change to DTE Energy shareholders by filing a Current Report on Form 8-K describing the change. For a complete discussion of all of the conditions to the Distribution, see the section entitled “The Spin-Off—Conditions to the Spin-Off” beginning on page 78 of this Information Statement.

In addition, DTE Energy has the right not to complete the Spin-Off if, at any time, the DTE Energy Board determines, in its sole and absolute discretion, that the Spin-Off is not in the best interests of DTE Energy or its shareholders, or is otherwise not advisable. If the Spin-Off is not completed for any reason, DTE Energy and DT Midstream will have incurred significant costs related to the Spin-Off, including fees for consultants, financial and legal advisors, accountants and auditors, that will not be recouped. Total one-time transaction costs associated with the Spin-Off are preliminarily estimated to range from $70 million to $80 million if the Spin-Off is completed, of which DT Midstream is expected to incur approximately $30 million to $35 million of costs and DTE Energy is expected to incur $40 million to $45 million of costs. If the Spin-Off is not completed for any reason, the one-time transaction costs will generally be limited to the transaction costs incurred for services rendered as of the date the Spin-Off is abandoned, which will be less than the ranges noted above. Our management will also have devoted significant time to manage the Spin-Off process, which will decrease the time they will have to manage the business of DTE Energy and DT Midstream. See the section entitled “The Spin-Off—Conditions to the Spin-Off” beginning on page 78 of this Information Statement for more detail.

Reasons for the Spin-Off

The DTE Energy Board has regularly reviewed the businesses that comprise DTE Energy to confirm that DTE Energy’s assets are being put to use in a manner that is in the best interests of DTE Energy and its shareholders. Accordingly, the DTE Energy Board and management’s decision to pursue the Spin-Off is a result

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of a series of strategic discussions that began in mid-2019 and which focused on a review of DTE Energy’s business mix and portfolio. Following this review, the DTE Energy Board and management determined that transforming DTE Energy into a predominantly pure-play regulated utility and positioning DT Midstream as an independent publicly traded company would create numerous benefits for both DTE Energy and DT Midstream and would unlock significant shareholder value. In reaching the decision to pursue the Spin-Off, the DTE Energy Board and management considered a range of potential structural alternatives for the Midstream Business, including a sale or merger of some or all of the Midstream Business to or with third parties, and management recommended the Spin-Off as the most attractive alternative for enhancing shareholder value. As part of this evaluation, the DTE Energy Board retained outside expert advisors, and considered a number of factors, including the strategic clarity and flexibility for DTE Energy and DT Midstream after the Spin-Off, the ability of DTE Energy and DT Midstream to compete and operate efficiently and effectively (including DT Midstream’s ability to retain and attract management talent) after the Spin-Off, the financial profile of DTE Energy and DT Midstream and the potential reaction of investors.

As a result of this evaluation, the DTE Energy Board determined that proceeding with the Spin-Off would be in the best interests of DTE Energy and its shareholders. The DTE Energy Board considered a number of potential benefits of this approach, including:

The DTE Energy Board also considered a number of potentially negative factors in evaluating the Spin-Off, including:

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Notwithstanding these costs and risks, the anticipated costs of which are not reasonably quantifiable, and considering the factors discussed above, the DTE Energy Board determined that the Spin-Off provided the best opportunity to achieve the above benefits and enhance shareholder value. For additional information, see the section entitled “Risk Factors” beginning on page 29 of this Information Statement.

When and How You Will Receive DT Midstream Shares

DTE Energy will distribute to its shareholders, as a pro rata dividend, for every two shares of DTE Energy common stock outstanding as of the close of business on June 18, 2021, which we refer to as the “Record Date,” one share of our common stock.

Prior to the Distribution, DTE Energy will deliver all of the issued and outstanding shares of our common stock to the distribution agent. Equiniti Trust Company, which we refer to as “EQ Shareowner Services,” will serve as distribution agent in connection with the Distribution and as transfer agent and registrar for our common stock.

If you own DTE Energy common stock as of the close of business on June 18, 2021, the shares of our common stock that you are entitled to receive in the Distribution will be issued to your account as follows:

Commencing on or shortly after the Distribution Date, the distribution agent will mail to you an account statement that indicates the number of whole shares of our common stock that have been registered in book-entry form in your name. We expect it will take the distribution agent up to two weeks after the Distribution Date to complete the distribution of the shares of our common stock and mail statements of holding to all registered shareholders.

If you sell any of your shares of DTE Energy common stock on or before the Distribution Date, the buyer of those shares may in some circumstances be entitled to receive the shares of our common stock to be distributed in respect of the DTE Energy shares you sold. For more information, see the section entitled “—Trading Prior to the Distribution Date” beginning on page 78 of this Information Statement.

We are not asking DTE Energy shareholders to take any action in connection with the Spin-Off. No shareholder approval of the Spin-Off is required. We are not asking you for a proxy and request that you not send us a proxy. We are also not asking you to make any payment or surrender or exchange any of your shares of DTE Energy common stock for shares of our common stock. The number of outstanding shares of DTE Energy common stock will not change as a result of the Spin-Off.

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Number of Shares You Will Receive

On the Distribution Date, for every two shares of DTE Energy common stock you owned as of the Record Date, you will receive one share of our common stock.

Treatment of Fractional Shares

The distribution agent will not distribute any fractional shares of our common stock in connection with the Spin-Off. Instead, the distribution agent will aggregate all fractional shares into whole shares and sell the whole shares in the open market at prevailing market prices on behalf of DTE Energy shareholders entitled to receive a fractional share. The distribution agent will then distribute the aggregate cash proceeds of the sales, net of brokerage fees, transfer taxes and other costs, pro rata to these holders (net of any required withholding for taxes applicable to each holder). We anticipate that the distribution agent will make these sales in the “when-issued” market, and “when-issued” trades will generally settle within two trading days following the Distribution Date. For more information regarding “when-issued” trading, see the section entitled “—Trading Prior to the Distribution Date” beginning on page 78 of this Information Statement. The distribution agent will, in its sole discretion, without any influence by DTE Energy or us, determine when, how, through which broker-dealer and at what price to sell the whole shares. The distribution agent is not, and any broker-dealer used by the distribution agent will not be, an affiliate of either DTE Energy or us.

The distribution agent will send to each registered holder of DTE Energy common stock entitled to a fractional share a check in the cash amount deliverable in lieu of that holder’s fractional share as soon as practicable following the Distribution Date. We expect the distribution agent to take about two weeks after the Distribution Date to complete the distribution of cash in lieu of fractional shares to DTE Energy shareholders. If you hold your shares through a bank, broker or other nominee, your bank, broker or nominee will receive, on your behalf, your pro rata share of the aggregate net cash proceeds of the sales. No interest will be paid on any cash you receive in lieu of a fractional share. The cash you receive in lieu of a fractional share will generally be taxable to you for U.S. federal income tax purposes. For more information, see the section below entitled “—Material U.S. Federal Income Tax Consequences of the Spin-Off” beginning on page 71 of this Information Statement.

Treatment of Outstanding Equity-Based Awards

The following discussion describes the expected treatment of DTE Energy equity awards in connection with the Spin-Off. The post-Spin-Off treatment of an individual’s award is expected to depend on the type of award and whether the individual will be an employee of DTE Energy or DT Midstream immediately following the Spin-Off. For purposes of this discussion, a “DTE Energy Holder” refers to an individual who is an employee or non-employee director (or former employee or non-employee director) of DTE Energy immediately following the Spin-Off (other than employees of DT Midstream immediately following the Spin-Off), and a “DT Midstream Holder” refers to an individual who is an employee of DT Midstream immediately following the Spin-Off, regardless of the entity for which such individual provided services immediately prior to the Spin-Off. We expect that the treatment described below would become effective as of the Distribution Date.

Restricted Stock Awards

We expect that each DTE Energy restricted stock award held on the Distribution Date by any DT Midstream Holder will convert into a DT Midstream restricted stock unit award in a manner that preserves the value of the award following the Spin-Off. We expect that each DTE Energy restricted stock award held on the Distribution Date by any DTE Energy Holder will remain a DTE Energy restricted stock award and will be adjusted to preserve the value of the award following the Spin-Off. After the Spin-Off, the DTE Energy restricted stock awards and DT Midstream restricted stock unit awards will be subject to substantially the same terms and conditions as the original DTE Energy restricted stock awards, except that the vesting of awards held by DT Midstream Holders will be based on continued service with DT Midstream.

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Performance Share Awards

We expect the treatment of DTE Energy performance share awards that are outstanding on the Distribution Date to depend on whether the award is held by a DT Midstream Holder or a DTE Energy Holder and, in the case of DT Midstream Holders, to depend on the year in which the award was granted, as described below.

DTE Energy Performance Share Awards Held by DT Midstream Holders

2019 Awards. We expect that each DTE Energy performance share award granted in 2019 and held by a DT Midstream Holder on the Distribution Date will become vested immediately prior to the Spin-Off as to two-thirds of the award based on actual performance as of December 31, 2020, and the unvested portion will cease to be outstanding as of the Spin-Off. In connection with the Spin-Off, DT Midstream will grant to DT Midstream Holders who held DTE Energy performance share awards granted in 2019 a new DT Midstream performance share of similar value to the portion of such DTE Energy performance share award that ceased to be outstanding.

2020 Awards. We expect that each DTE Energy performance share award granted in 2020 and held by a DT Midstream Holder on the Distribution Date will become vested immediately prior to the Spin-Off as to one-third of the award based on actual performance as of December 31, 2020, and the unvested portion will cease to be outstanding as of the Spin-Off. In connection with the Spin-Off, DT Midstream will grant to DT Midstream Holders who held DTE Energy performance share awards granted in 2020 a new DT Midstream performance share of similar value to the portion of such DTE Energy performance share award that ceased to be outstanding.

2021 Awards. We expect that each DTE Energy performance share award granted in 2021 and held by a DT Midstream Holder on the Distribution Date will be replaced with a DT Midstream performance share award, based on the target number of performance shares, in a manner that preserves the value of the award following the Spin-Off.

In all cases, we expect that the substitute DT Midstream performance share awards will be subject to substantially the same terms and conditions as the corresponding DTE Energy performance share awards, except that the vesting of the DT Midstream performance share awards will be based on the holder’s service with DT Midstream and on DT Midstream performance metrics, except as otherwise described herein.

DTE Energy Performance Share Awards Held by DTE Energy Holders

We expect that each DTE Energy performance share award granted in 2019, 2020 and 2021 and held by a DTE Energy Holder on the Distribution Date will remain a DTE Energy performance share award and will be adjusted in a manner that preserves the target value of the award following the Spin-Off. Each adjusted performance share award will be subject to substantially the same terms and conditions as the original DTE Energy performance share award.

Phantom Share Awards

We expect that each DTE Energy phantom share award held on the Distribution Date by any non-employee director of DTE Energy immediately following the Spin-Off will remain a DTE Energy phantom share and will be adjusted to preserve the value of the award following the Spin-Off. Each adjusted phantom share award will be subject to substantially the same terms and conditions as the original DTE Energy phantom share award.

Material U.S. Federal Income Tax Consequences of the Spin-Off

Consequences to Holders of DTE Energy Common Stock

The following is a summary of the material U.S. federal income tax consequences to holders of DTE Energy common stock in connection with the Distribution. This summary is based on the Internal Revenue Code, which we refer to as the “Code,” the Treasury Regulations promulgated under the Code and judicial and administrative

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interpretations of those laws, in each case as in effect and available as of the date of this Information Statement and all of which are subject to change at any time, possibly with retroactive effect. Any such change could affect the tax consequences described below.

This summary is limited to holders of DTE Energy common stock that hold their DTE Energy common stock as a capital asset. For purposes of this summary, a “U.S. Holder” is a beneficial owner of DTE Energy common stock that is, for U.S. federal income tax purposes:

A “Non-U.S. Holder” is a beneficial owner of DTE Energy common stock that is not a U.S. Holder or a U.S. partnership for U.S. federal income tax purposes.

This summary does not discuss all tax considerations that may be relevant to shareholders in light of their particular circumstances, nor does it address the consequences to shareholders subject to special treatment under the U.S. federal income tax laws, such as:

This summary does not address any U.S. state or local or foreign tax consequences or any estate, gift or other non-income tax consequences.

If a partnership, or any other entity treated as a partnership for U.S. federal income tax purposes, holds DTE Energy common stock, the tax treatment of a partner in that partnership will generally depend on the status of the partner and the activities of the partnership. Such a partner or partnership is urged to consult its own tax advisor as to its tax consequences.

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YOU ARE URGED TO CONSULT YOUR OWN TAX ADVISOR WITH RESPECT TO THE U.S. FEDERAL, STATE AND LOCAL AND FOREIGN TAX CONSEQUENCES OF THE DISTRIBUTION.

U.S. Holders

Completion of the Spin-Off is conditioned upon DTE Energy’s receipt of a written opinion of Cravath, Swaine & Moore LLP, counsel to DTE Energy, to the effect that the Distribution will qualify as a distribution to which Section 355(a), Section 355(c) and Section 361 of the Code apply. The opinion will be based on the assumption that, among other things, the representations made, and information submitted, in connection with it are accurate. If the Distribution qualifies for this treatment and subject to the qualifications and limitations set forth herein (including the discussion below relating to the receipt of cash in lieu of fractional shares), for U.S. federal income tax purposes:

U.S. Holders that have acquired different blocks of DTE Energy common stock at different times or at different prices are urged to consult their tax advisors regarding the allocation of their aggregate adjusted tax basis among, and the holding period of, shares of our common stock distributed with respect to such blocks of DTE Energy common stock.

If a U.S. Holder receives cash in lieu of a fractional share of common stock as part of the Distribution, the U.S. Holder will be treated as though it first received a distribution of the fractional share in the Distribution and then sold it for the amount of cash actually received. Provided the fractional share is considered to be held as a capital asset on the date of the Distribution, the U.S. Holder will generally recognize capital gain or loss measured by the difference between the cash received for such fractional share and the U.S. Holder’s tax basis in that fractional share, as determined above. Such capital gain or loss will be long-term capital gain or loss if the U.S. Holder’s holding period for the DTE Energy common stock is more than one year on the date of the Distribution.

The opinion of counsel will not address any U.S. state or local or foreign tax consequences of the Spin-Off or any potential gain to be taken into account by Significant Non-U.S. Holders (as defined below) under Section 897 of the Code. The opinion will assume that the Spin-Off will be completed according to the terms of the Separation and Distribution Agreement and will rely on the facts as stated in the Separation and Distribution Agreement, the Tax Matters Agreement, the other ancillary agreements, this Information Statement and a number of other documents. In addition, the opinion will be based on certain representations as to factual matters from, and certain covenants by, DTE Energy and us. The opinion cannot be relied on if any of the assumptions, representations or covenants is incorrect, incomplete or inaccurate or are violated in any material respect.

The opinion of counsel will not be binding on the IRS or the courts, and there can be no assurance that the IRS or a court will not take a contrary position. DTE Energy has not requested, and does not intend to request, a ruling from the IRS regarding the U.S. federal income tax consequences of the Spin-Off.

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If the Distribution were determined not to qualify as a distribution to which Section 355(a), Section 355(c) and Section 361 of the Code apply, the above consequences would not apply, and U.S. Holders could be subject to tax. In this case, each U.S. Holder who receives our common stock in the Distribution would generally be treated as receiving a distribution in an amount equal to the fair market value of our common stock received, which would generally result in:

Non-U.S. Holders

Distribution of Our Common Stock

Provided that the Distribution qualifies as a distribution to which Section 355(a), Section 355(c) and Section 361 of the Code apply and DTE Energy’s common stock continues to be “regularly traded” on the New York Stock Exchange, which we refer to as the “NYSE,” or another “established securities market” (as those terms are defined under the relevant provisions of the Code), Non-U.S. Holders (other than a “Significant Non-U.S. Holder,” as defined below) receiving stock in the Distribution will not be subject to U.S. federal income tax on any gain realized on the receipt of our common stock.

A “Significant Non-U.S. Holder” is a Non-U.S. Holder that beneficially owned more than 5% of DTE Energy common stock at any time during the shorter of the five-year period ending on the Distribution Date or the Non-U.S. Holder’s holding period, taking into account both actual and constructive ownership under the applicable ownership attribution rules of the Code. A Significant Non-U.S. Holder that receives our common stock in the Distribution will be subject to U.S. federal income tax on any gain realized with respect to its existing DTE Energy common stock as a result of the Distribution only if (i) DTE Energy is treated as a “United States real property holding corporation,” which we refer to as a “USRPHC,” for U.S. federal income tax purposes at any time during the shorter of the five-year period ending on the Distribution Date or the period during which the Significant Non-U.S. Holder held such DTE Energy common stock and (ii) we are not a USRPHC immediately following the Distribution.

In general, a corporation will be a USRPHC at any relevant time described above if 50% or more of the fair market value of the corporation’s assets constitute “United States real property interests” within the meaning of the Code. DTE Energy has not made a determination as to whether it is or has been in the last five years a USRPHC. Because the determination of whether a corporation is a USRPHC depends on the relative fair market value of its United States real property interests and other assets, and because the USRPHC rules are complex, we can give no assurance as to whether DTE Energy is or has been a USRPHC in the relevant period or whether we will be a USRPHC after the Distribution. However, we believe that we may be a USRPHC immediately after the Distribution. Even if DTE Energy were a USRPHC, if we were also a USRPHC immediately after the Distribution then any Significant Non-U.S. Holder that receives our common stock will not be subject to U.S. federal income tax on any gain realized with respect to its existing DTE Energy common stock as a result of the Distribution if such Non-U.S. Holder meets certain requirements described in the Treasury Regulations. Non-U.S. Holders should consult their tax advisors to determine if they are or may be Significant Non-U.S. Holders under the applicable rules.

A Non-U.S. Holder may be subject to tax upon the future sale or other disposition of our stock if we are or have been a USRPHC at any time during the shorter of (i) the Non-U.S. Holder’s holding period and (ii) the five-

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year period ending on the date of the sale or other disposition. Provided that our common stock continues to be traded on the NYSE or another established securities market, a Non-U.S. Holder will not be subject to tax upon a future sale or other disposition as a result of our status as a USRPHC unless the Non-U.S. Holder has owned more than 5% of our common stock (directly or by attribution) at any time during the relevant period described above. Non-U.S. Holders should consult their tax advisors to determine if they will or may own more than 5% of our common stock after the Distribution under the applicable rules.

If the Distribution were determined not to qualify as a distribution to which Section 355(a), Section 355(c) and Section 361 of the Code apply, the above consequences would not apply, and Non-U.S. Holders could be subject to tax. In this case, each Non-U.S. Holder who receives our common stock in the Distribution would generally be treated as receiving a distribution in an amount equal to the fair market value of our common stock received, which would be subject to U.S. federal income tax at a rate of 30% of the gross amount of any such distribution that is treated as a dividend, unless:

Under the first exception, regular graduated U.S. federal income tax rates applicable to U.S. persons would apply to the dividend, and, in the case of a corporate Non-U.S. Holder, a branch profits tax may also apply, as described below. Unless one of these exceptions applies and the Non-U.S. Holder provides an appropriate IRS Form W-8 (or applicable successor form) to claim an exemption from or reduction in the rate of withholding under such exception, we may be required to withhold 30% of any distribution of our common stock treated as a dividend to satisfy the Non-U.S. Holder’s U.S. federal income tax liability.

A distribution of our common stock that does not qualify as a distribution to which Section 355(a), Section 355(c) and Section 361 of the Code apply could also be treated as a nontaxable return of capital or could trigger capital gain for U.S. federal income tax purposes. A distribution of our common stock that is treated as a nontaxable return of capital is generally not subject to U.S. income tax. Such distribution may be subject to U.S. withholding tax if DTE Energy is treated as a USRPHC as described above; however, in such case the U.S. withholding tax generally will not apply so long as the common stock of DTE Energy continues to be regularly traded on the NYSE or another established securities market, and the Non-U.S. Holder is not a Significant Non-U.S. Holder. A distribution of our common stock triggering capital gain is generally not subject to U.S. federal income taxation subject to the same exceptions described below under “—Cash in Lieu of Fractional Shares,” and generally is not subject to U.S. withholding tax subject to the same exception described above for a nontaxable return of capital.

Cash in Lieu of Fractional Shares

If a Non-U.S. Holder receives cash in lieu of a fractional share of common stock as part of the Distribution, the Non-U.S. Holder will be treated as though it first received a distribution of the fractional share in the Distribution and then sold it for the amount of cash actually received. Non-U.S. Holders generally will not be subject to regular U.S. federal income or withholding tax on gain realized in such a sale, unless:

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If one or more of the situations described in the three above bullets applies, the Non-U.S. Holder generally will recognize capital gain or loss measured by the difference between the cash received for the fractional share of our common stock and the Non-U.S. Holder’s tax basis that would be allocated to such fractional share. Gains realized by a Non-U.S. Holder described in the first bullet above that are effectively connected with the conduct of a trade or business, and, if required by an applicable income tax treaty, are attributable to a permanent establishment or a fixed base maintained by the Non-U.S. Holder within the U.S. generally will be taxed on a net income basis at the graduated rates that are applicable to U.S. persons. In the case of a Non-U.S. Holder that is a corporation, such income may also be subject to the U.S. federal branch profits tax (currently at a 30% rate), unless the rate is reduced or eliminated by an applicable income tax treaty and the Non-U.S. Holder is a qualified resident of the treaty country. Gains realized by a Non-U.S. Holder described in the second bullet above generally will be subject to a 30% tax on the receipt of cash in lieu of fractional shares (or a lower treaty rate, if applicable), with such gains eligible to be offset by certain U.S.-source capital losses recognized in the same taxable year of the Distribution. Non-U.S. Holders that meet the circumstances described in the third bullet above should consult their own tax advisors regarding the determination of the amount of gain (if any) that would be subject to U.S. federal income tax. If the distribution does not qualify as a distribution to which Section 355(a), Section 355(c) and Section 361 of the Code apply, then the same rules will apply, but the Non-U.S. Holder’s basis in the fractional share of our stock will be its fair market value at the time of the Distribution.

Backup Withholding and Information Statement

Payments of cash in lieu of a fractional share of our common stock may, under certain circumstances, be subject to “backup withholding,” unless a U.S. Holder provides proof of an applicable exemption or a correct taxpayer identification number, and otherwise complies with the requirements of the backup withholding rules. Corporations will generally be exempt from backup withholding, but may be required to provide a certification to establish their entitlement to the exemption. Non-U.S. Holders generally may avoid backup withholding by furnishing a properly executed IRS Form W-8BEN or W-8BEN-E (or other applicable form) certifying the Non-U.S. Holder’s non-U.S. status or by otherwise establishing an exemption. Backup withholding is not an additional tax, and it may be refunded or credited against a holder’s U.S. federal income tax liability if the required information is timely supplied to the IRS.

Treasury Regulations require each DTE Energy shareholder that, immediately before the Distribution, owned 5% or more (by vote or value) of the total outstanding stock of DTE Energy to attach to such shareholder’s U.S. federal income tax return for the year in which the Distribution occurs a statement setting forth certain information related to the Distribution.

Consequences to DTE Energy

The following is a summary of the material U.S. federal income tax consequences to DTE Energy in connection with the Spin-Off that may be relevant to holders of DTE Energy common stock.

As discussed above, completion of the Spin-Off is conditioned upon DTE Energy’s receipt of a written opinion of Cravath, Swaine & Moore LLP, counsel to DTE Energy, to the effect that the Distribution will qualify as a distribution to which Section 355(a), Section 355(c) and Section 361 of the Code apply. If the Distribution qualifies as a distribution to which Section 355(a), Section 355(c) and Section 361 of the Code apply, no gain or loss should be recognized by DTE Energy as a result of the Distribution. The opinion of counsel is subject to the qualifications and limitations as are set forth above under the section above entitled “—Consequences to Holders of DTE Energy Common Stock” beginning on page 71 of this Information Statement.

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If the Distribution were determined not to qualify as a distribution to which Section 355(a), Section 355(c) and Section 361 of the Code apply, then DTE Energy would recognize gain equal to the excess of the fair market value of our common stock distributed to DTE Energy shareholders over DTE Energy’s tax basis in our common stock.

Indemnification Obligation

If it were determined that the Distribution did not qualify as a distribution to which Section 355(a), Section 355(c) and Section 361 of the Code apply, we could, under certain circumstances, be required to indemnify DTE Energy for taxes resulting from the recognition of gain described above and related expenses. In addition, current tax law generally creates a presumption that the Distribution would be taxable to DTE Energy, but not to holders, if we or our shareholders were to engage in transactions that result in a 50% or greater change by vote or value in the ownership of our stock during the four-year period beginning on the date that begins two years before the date of the Distribution, unless it were established that such transactions and the Distribution were not part of a plan or series of related transactions giving effect to such a change in ownership. If the Distribution were taxable to DTE Energy due to such a 50% or greater change in ownership of our stock, DTE Energy would recognize gain equal to the excess of the fair market value of our common stock distributed to DTE Energy shareholders over DTE Energy’s tax basis in our common stock and we generally would be required to indemnify DTE Energy for the tax on such gain and related expenses.

Results of the Spin-Off

After the Spin-Off, we will be an independent, publicly traded company. Immediately following the Spin-Off, we expect to have approximately 309,000 beneficial holders of shares of our common stock and approximately 96,863,680 shares of our common stock outstanding, based on the number of DTE Energy shareholders and shares of DTE Energy common stock outstanding on March 31, 2021. The actual number of shares of our common stock DTE Energy will distribute in the Spin-Off will depend on the actual number of shares of DTE Energy common stock outstanding on the Record Date, which will reflect any issuance of new shares in respect of settlements or exercises of outstanding equity-based awards pursuant to DTE Energy’s equity plans, on or prior to the Record Date. The Spin-Off will not affect the number of outstanding shares of DTE Energy common stock or any rights of DTE Energy shareholders, although we expect the trading price of shares of DTE Energy common stock immediately following the Distribution to be lower than immediately prior to the Distribution because the trading price of DTE Energy common stock will no longer reflect the value of the Midstream Business. Furthermore, until the market has fully analyzed the value of DTE Energy without the Midstream Business, the trading price of shares of DTE Energy common stock may fluctuate and result in a higher volatility in stock price.

Before our separation from DTE Energy, we intend to enter into a Separation and Distribution Agreement and several other agreements with DTE Energy related to the Spin-Off. These agreements will govern the relationship between DTE Energy and DT Midstream up to and after completion of the Spin-Off and allocate between DTE Energy and us various assets, liabilities, rights and obligations, including those related to employees and compensation and benefits plans and programs and tax-related assets and liabilities. We describe these arrangements in greater detail under the section entitled “Certain Relationships and Related Party Transactions—Agreements with DTE Energy” beginning on page 166 of this Information Statement.

Listing and Trading of our Common Stock

As of the date of this Information Statement, we are a wholly owned subsidiary of DTE Energy. Accordingly, no public market for our common stock currently exists, although a “when-issued” market in our common stock may develop prior to the Distribution. For an explanation of a “when-issued market,” see the section below entitled “—Trading Prior to the Distribution Date” beginning on page 78 of this Information Statement. We intend to list our shares of common stock on the NYSE under the ticker symbol “DTM.” Following the Spin-Off, DTE Energy common stock will continue to trade on the NYSE under the ticker symbol “DTE.”

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Neither we nor DTE Energy can assure you as to the trading price of DTE Energy common stock or our common stock after the Spin-Off, or as to whether the combined trading prices of our common stock and the DTE Energy common stock after the Spin-Off will be less than, equal to or greater than the trading prices of DTE Energy common stock prior to the Spin-Off. The trading price of our common stock may fluctuate significantly following the Spin-Off and result in a higher volatility in stock price. For more detail, see the section entitled “Risk Factors—Risks Relating to Our Common Stock” beginning on page 59 of this Information Statement.

The shares of our common stock distributed to DTE Energy shareholders will be freely transferable, except for shares received by individuals who are our affiliates. Individuals who may be considered our affiliates after the Spin-Off include individuals who control, are controlled by or are under common control with us, as those terms generally are interpreted for U.S. federal securities law purposes. These individuals may include some or all of our directors and executives. Individuals who are our affiliates will be permitted to sell their shares of our common stock only pursuant to an effective registration statement under the Securities Act of 1933, which we refer to as the “Securities Act,” or an exemption from the registration requirements of the Securities Act, such as those afforded by Section 4(a)(1) of the Securities Act or Rule 144 thereunder.

Trading Prior to the Distribution Date

We expect a “when-issued” market in our common stock to develop on or shortly before the Record Date for the Distribution and continue up to and including the Distribution Date. “When-issued” trading refers to a sale or purchase made conditionally on or before the Distribution Date because the securities of the spun-off entity have not yet been distributed. If you own shares of DTE Energy common stock at the close of business on the Record Date, you will be entitled to receive shares of our common stock in the Distribution. You may trade this entitlement to receive shares of our common stock, without the shares of DTE Energy common stock you own, on the “when-issued” market. We expect “when-issued” trades of our common stock to settle within two trading days after the Distribution Date. On the first trading day following the Distribution Date, we expect that “when-issued” trading of our common stock will end and “regular-way” trading will begin.

We also anticipate that, on or shortly before the Record Date and continuing up to and including the Distribution Date, there will be two markets in DTE Energy common stock: a “regular-way” market and an “ex-distribution” market. Shares of DTE Energy common stock that trade on the “regular-way” market will trade with an entitlement to receive shares of our common stock in the Distribution. Shares that trade on the “ex-distribution” market will trade without an entitlement to receive shares of our common stock in the Distribution. Therefore, if you sell shares of DTE Energy common stock in the “regular-way” market up to and including the Distribution Date, you will be selling your right to receive shares of our common stock in the Distribution. However, if you own shares of DTE Energy common stock at the close of business on the Record Date and sell those shares on the “ex-distribution” market up to and including the Distribution Date, you will still receive the shares of our common stock that you would otherwise be entitled to receive in the Distribution.

Following the Distribution Date, we expect shares of our common stock to be listed on the NYSE under the ticker symbol “DTM.” If “when-issued” trading occurs, the listing for our common stock is expected to be under a ticker symbol different from our “regular-way” ticker symbol. We will announce our “when-issued” ticker symbol when and if it becomes available. If the Spin-Off does not occur, all “when-issued” trading will be null and void.

Conditions to the Spin-Off

We expect that the Separation will be effective on the Distribution Date, provided that the following conditions shall have been satisfied or waived by DTE Energy:

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The fulfillment of the above conditions will not create any obligation on DTE Energy’s part to complete the Spin-Off. We are not aware of any material U.S. federal, foreign or state regulatory requirements with which we must comply, other than SEC rules and regulations, or any material approvals that we must obtain, other than the approval for listing of our common stock and the SEC’s declaration of the effectiveness of the Registration Statement on Form 10, of which this Information Statement is a part, in connection with the Distribution. On April 16, 2021, the New York Public Service Commission issued a satisfactory final order relating to the transfer of indirect ownership interests in Bluestone from DTE Energy to DT Midstream, thereby satisfying the relevant above condition. If the DTE Energy Board waives any condition prior to the effectiveness of the Registration Statement on Form 10, of which this Information Statement is a part, and the result of such waiver is material to DTE Energy shareholders, DTE Energy will file an amendment to the Registration Statement to revise the disclosure in this Information Statement accordingly. In the event that the DTE Energy Board waives a condition after this Registration Statement becomes effective and such waiver is material to DTE Energy shareholders, DTE Energy will communicate such change to DTE Energy shareholders by filing a Current Report on Form 8-K describing the change. For a complete discussion of all of the conditions to the Distribution, see the section entitled “The Spin-Off—Conditions to the Spin-Off” beginning on page 78 of this Information Statement.

In addition, DTE Energy has the right not to complete the Spin-Off if, at any time, the DTE Energy Board determines, in its sole and absolute discretion, that the Spin-Off is not in the best interests of DTE Energy or its shareholders, or is otherwise not advisable. If the Spin-Off is not completed for any reason, DTE Energy and DT Midstream will have incurred significant costs related to the Spin-Off, including fees for consultants, financial and legal advisors, accountants and auditors, that will not be recouped. Total one-time transaction costs associated with the Spin-Off are preliminarily estimated to range from $70 million to $80 million if the Spin-Off is completed, of which DT Midstream is expected to incur approximately $30 million to $35 million of costs and DTE Energy is expected to incur $40 million to $45 million of costs. If the Spin-Off is not completed for any reason, the one-time transaction costs will generally be limited to the transaction costs incurred for services rendered as of the date the Spin-Off is abandoned, which will be less than the ranges noted above. Our management will also have devoted significant time to manage the Spin-Off process, which will decrease the time they will have to manage the business of DTE Energy and DT Midstream.

Reasons for Furnishing This Information Statement

We are furnishing this Information Statement solely to provide information to DTE Energy’s shareholders who will receive shares of our common stock in the Distribution. You should not construe this Information Statement as an inducement or encouragement to buy, hold or sell any of our securities or any securities of DTE Energy. We believe that the information contained in this Information Statement is accurate as of the date set forth on the cover. Changes to the information contained in this Information Statement may occur after that date, and neither we nor DTE Energy undertakes any obligation to update the information except in the normal course of our and DTE Energy’s public disclosure obligations and practices.

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DIVIDEND POLICY

Following the Distribution, we expect that DT Midstream will initially pay a regular cash dividend on a quarterly basis in an amount based on a dividend coverage ratio of approximately 2.00:1.00. The dividend coverage ratio represents the total Distributable Cash Flow divided by the total dividends paid to shareholders. However, the timing, declaration, amount of and payment of any dividends will be within the discretion of our Board of Directors, which we refer to as the “Board,” and will depend upon many factors, including our financial condition, earnings, capital requirements of our operating subsidiaries, covenants associated with certain of our debt service obligations, legal requirements, regulatory constraints, industry practice, ability to access capital markets and other factors deemed relevant by our Board. Moreover, if as expected we determine to initially pay a dividend following the Distribution, there can be no assurance that we will continue to pay dividends in the same amounts or at all thereafter. We have not adopted, and do not currently expect to adopt, a separate written dividend policy to reflect our Board’s policy. See also “Risk Factors—Risks Relating to Our Common Stock—We cannot assure that we will pay dividends on our common stock, and our indebtedness may limit our ability to pay dividends on our common stock” beginning on page 61 of this Information Statement. Distributable Cash Flow is a non-GAAP financial measure. See the section entitled “Selected Historical Financial Data—Non-GAAP Financial Information” beginning on page 84 of this Information Statement for its definition and a reconciliation to the most directly comparable GAAP measure.

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CAPITALIZATION

The following table sets forth the cash, note receivable due from DTE Energy and capitalization of DT Midstream as of March 31, 2021, on a historical basis and on a pro forma basis to give effect to the Distribution and related internal and external financing transactions, as if they occurred on March 31, 2021. The information below is not necessarily indicative of what our capitalization would have been had the Distribution and related internal and financing transactions been completed as of March 31, 2021. In addition, it is not indicative of our future capitalization and may not reflect the capitalization or financial condition that would have resulted had we operated as an independent, publicly traded company as of the applicable dates presented. You should review the following table in conjunction with the sections entitled “Unaudited Pro Forma Consolidated Financial Statements” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” beginning on pages 88 and 121 of this Information Statement and our Consolidated Financial Statements and accompanying notes set forth in the section entitled “Index to Consolidated Financial Statements” beginning on page F-1 of this Information Statement.

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SELECTED HISTORICAL FINANCIAL DATA

The following tables present selected historical financial data as of and for each of the years in the three-year period ended December 31, 2020, as well as selected historical financial data as of and for each of the quarterly periods ended March 31, 2021 and March 31, 2020. We derived the summary historical statements of operations data for the years ended December 31, 2020, December 31, 2019 and December 31, 2018, and summary historical balance sheet data as of December 31, 2020 and December 31, 2019, as set forth below, from DT Midstream’s audited historical consolidated financial statements. We derived the summary historical statements of operations data for the quarters ended March 31, 2021 and March 31, 2020, and summary historical balance sheet data as of March 31, 2021 and March 31, 2020, as set forth below, from DT Midstream’s unaudited historical consolidated financial statements. We collectively refer to DT Midstream’s audited and unaudited financial statements as the “Consolidated Financial Statements,” which are included in the section entitled “Index to Consolidated Financial Statements” beginning on page F-1 of this Information Statement.

The selected historical financial data presented below should be read in conjunction with our Consolidated Financial Statements and the accompanying notes thereto, the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” beginning on page 121 of this Information Statement, and the section entitled “Unaudited Pro Forma Consolidated Financial Statements” beginning on page 88 of this Information Statement. For each of the periods presented, we were a wholly owned subsidiary of DTE Energy. The selected historical financial data does not necessarily reflect what our results of operations and financial position would have been if we had operated as an independent, publicly traded company during the periods presented. In addition, our historical financial data does not reflect changes that we expect to experience in the future as a result of our separation from DTE Energy, including changes in the financing, operations, cost structure and personnel needs of our business. Further, the historical financial data includes allocations of certain DTE Energy corporate expenses. We believe the assumptions and methodologies underlying the allocation of these expenses are reasonable. However, such expenses may not be indicative of the actual level of expense that we would have incurred if we had operated as an independent, publicly traded company or of the costs expected to be incurred in the future. Accordingly, the historical results should not be relied upon as an indicator of our future performance.

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Non-GAAP Financial Information

We include financial information prepared in accordance with accounting principles generally accepted in the U.S., which we refer to as “GAAP,” as well as the non-GAAP financial measures, Adjusted EBITDA and Distributable Cash Flow, which we use as measures of our operational performance. Please see the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations—Non-GAAP Financial Information” beginning on page 129 of this Information Statement for additional information.

Adjusted EBITDA is defined as GAAP net income attributable to DT Midstream before expenses for interest, taxes, depreciation and amortization, further adjusted to include our proportional share of net income from our equity method investees (excluding taxes, depreciation and amortization), and to exclude certain items we consider non-routine. We believe Adjusted EBITDA is useful to us and external users of our financial statements in understanding our operating results and the ongoing performance of our underlying business because it allows our management and investors to have a better understanding of our actual operating performance unaffected by the impact of interest, taxes, depreciation, amortization and non-routine charges noted in the table below. We believe the presentation of Adjusted EBITDA is meaningful to investors because it is frequently used by analysts, investors and other interested parties in our industry to evaluate a company’s operating performance without regard to items excluded from the calculation of such measure, which can vary substantially from company to company depending on accounting methods, book value of assets, capital structure and the method by which assets were acquired, among other factors. We use Adjusted EBITDA to assess our performance by reportable segment and as a basis for strategic planning and forecasting.

Distributable Cash Flow is calculated by deducting earnings from equity method investees, depreciation and amortization attributable to noncontrolling interests, cash interest expense, maintenance capital investment (as defined below), and cash taxes from, and adding interest expense, income tax expense, depreciation and amortization, certain items we consider non-routine and dividends and distributions from equity method investees to, Net Income Attributable to DT Midstream. Maintenance capital investment is defined as the total capital expenditures used to maintain or preserve assets or fulfill contractual obligations that do not generate incremental earnings. We believe Distributable Cash Flow is a meaningful performance measurement because it is useful to us and external users of our financial statements in estimating the ability of our assets to generate cash earnings after servicing our debt, paying cash taxes and making maintenance capital investments, which could be used for discretionary purposes such as common stock dividends, retirement of debt or expansion capital expenditures.

Adjusted EBITDA and Distributable Cash Flow are not measures calculated in accordance with GAAP and should be viewed as a supplement to and not a substitute for the results of operations presented in accordance with GAAP. There are significant limitations to using Adjusted EBITDA and Distributable Cash Flow as a measure of performance, including the inability to analyze the effect of certain recurring and non-recurring items that materially affect our net income or loss. Additionally, because Adjusted EBITDA and Distributable Cash Flow exclude some, but not all, items that affect net income and are defined differently by different companies in our industry, Adjusted EBITDA and Distributable Cash Flow do not intend to represent net income attributable to DT Midstream, the most comparable GAAP measure, as an indicator of operating performance and are not necessarily comparable to similarly titled measures reported by other companies.

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DT Midstream results, as well as reconciliations of the GAAP financial measure of Net Income Attributable to DT Midstream to the non-GAAP financial measures of Adjusted EBITDA and Distributable Cash Flow, respectively, are presented below.

Reconciliation of Net Income Attributable to DT Midstream to Adjusted EBITDA