Project: Gulf Markets Expansion Phase I
Firm Commitment: 0
COST: 5.2 $B
VOLUMES: 800 Mmcfe/d
ACRES: 90000 Acres
COST: 2.925 $B
VOLUMES: 1 Bcf/d
ACRES: 300000 Acres
COST: 735 $MM
VOLUMES: 450 Mmcfe/d
ACRES: 335000 Acres
COST: 125 $MM
VOLUMES: 53 Mmcfe/d
COST: 575 $MM
VOLUMES: 200
ACRES: 2500000
COST: 6.7 $B
VOLUMES: 1.3 Bcf/d
ACRES: 421000 Acres
COST: 275 $MM
VOLUMES: 370 Mmcf/d
COST: 407 $MM
VOLUMES: 50 Mmcfe/d
ACRES: 62500 Acres
PITTSBURGH and DENVER, Jan. 28, 2021 /PRNewswire/ -- EQT Corporation (NYSE: EQT) today announced its commitment to a pilot project to demonstrate the production of responsibly sourced natural gas (RSG) for use in domestic and international energy markets.
The intent of the pilot is to show that natural gas can be, and is, produced with high environmental and social standards, and that global energy market demand exists and is growing for these differentiated RSG products.
"This partnership aligns with our commitment to ESG leadership and to meeting the evolving needs and expectations of our stakeholders. Further, it confirms the emerging domestic and international markets for this differentiated commodity and the important role that United States LNG will play in the future energy mix," said Toby Z. Rice, President and CEO of EQT. "EQT is the largest producer of natural gas in one of the lowest emission intensity basins – we're well positioned to further capitalize on our world-class asset base and operational excellence to pursue a high quality, responsible energy source to meet growing global energy demands."
The pilot project reaffirms EQT's long-standing commitment to environmental, social and governance (ESG) leadership and responsible energy development. Under the terms of the pilot, EQT will seek to produce RSG through third-party certification of two of its well pads, accompanied by continuous methane emissions monitoring of the pads. Project Canary, an International Environmental Standards company, will provide TrustWell certification of EQT's selected pads and continuous, real-time methane emissions monitoring.
Chris Romer, CEO of Project Canary said, "Stakeholders and investors continue to expect and demand more transparency, more verifiable trusted data, and more overall ESG-related performance progress across the energy sector. This pilot project, which will utilize our differentiated technology to provide trusted and independent data, demonstrates continued responsiveness toward meeting and exceeding those growing stakeholder demands. We're grateful to work alongside EQT, which is an industry leader, toward the shared goal of enhancing stakeholder confidence by helping to ensure natural gas is produced as responsibly as possible."
Under the terms of the confidential pilot, a global energy company has agreed to purchase a portion of the RSG produced from the pilot. Project Canary's "Canary X" devices will be installed on EQT's two selected pads to measure methane concentrations at the site level every second and communicate the results to a cloud database every minute. The TrustWell certification scores more than 300 points related to production practices, including air, land, water, and waste management, as well as drilling and completion processes. For this pilot project, social impacts on the community will also be evaluated. This third-party validation from Project Canary will allow EQT to achieve the highest possible industry standards for RSG and add additional trusted data to ESG ratings.
EQT Contact:
Andrew Breese
Director, Investor Relations
412.395.2555
ABreese@eqt.com
Project Canary Contact:
Chris Romer
CEO and Co-Founder
Chris.Romer@projectcanary.com
About the Pilot Participants
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do. To learn more, visit eqt.com.
Project Canary, an International Environmental Standards company based in Denver, Colorado, is a mission-driven B-Corporation accountable to a double bottom line of profit and the social good. Project Canary believes it is possible to create a financially successful, self-sustaining business that "does well and does good." Project Canary's goal is to mitigate climate change by helping the oil and gas industry operate on a cleaner, more efficient, more sustainable basis. Its proven solutions provide real-time emissions monitoring and rigorous independent certification of oil and gas well sites for responsible operations. Project Canary / IES solutions help energy companies Collect, Manage, Operationalize and Benefit from real-time environmental data. Project Canary partners with the Colorado School of Mines Payne Institute to develop a collaborative environment for oil and gas companies and external parties to share best practices and insights garnered through continuous monitoring. To learn more, visit projectcanary.com.
Cautionary Statements
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include the expectations of plans, strategies and objectives of EQT Corporation and its subsidiaries (collectively, the Company), including the projected terms, benefits and results of the RSG pilot project with Project Canary (the Pilot Project), the parties expected to be involved in the Pilot Project, and the timing of implementation or whether the Pilot Project will be implemented at all. The risks and uncertainties that may affect the implementation and execution of the Pilot Project and other forward-looking statements made herein include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, NGLs and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; uncertainties related to the severity, magnitude and duration of the COVID-19 pandemic; and disruptions to the Company's business due to acquisitions and other significant transactions. These and other risks are described under Item 1A, "Risk Factors," and elsewhere in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as updated by Part II, Item 1A, "Risk Factors" in the Company's subsequently filed Quarterly Reports on Form 10-Q and other documents the Company files from time to time with the Securities and Exchange Commission. In addition, the Company may be subject to currently unforeseen risks that may have a materially adverse impact on it.
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SOURCE Project Canary
PITTSBURGH and DENVER, Jan. 28, 2021 /PRNewswire/ -- EQT Corporation (NYSE: EQT) today announced its commitment to a pilot project to demonstrate the production of responsibly sourced natural gas (RSG) for use in domestic and international energy markets.
The intent of the pilot is to show that natural gas can be, and is, produced with high environmental and social standards, and that global energy market demand exists and is growing for these differentiated RSG products.
"This partnership aligns with our commitment to ESG leadership and to meeting the evolving needs and expectations of our stakeholders. Further, it confirms the emerging domestic and international markets for this differentiated commodity and the important role that United States LNG will play in the future energy mix," said Toby Z. Rice, President and CEO of EQT. "EQT is the largest producer of natural gas in one of the lowest emission intensity basins – we're well positioned to further capitalize on our world-class asset base and operational excellence to pursue a high quality, responsible energy source to meet growing global energy demands."
The pilot project reaffirms EQT's long-standing commitment to environmental, social and governance (ESG) leadership and responsible energy development. Under the terms of the pilot, EQT will seek to produce RSG through third-party certification of two of its well pads, accompanied by continuous methane emissions monitoring of the pads. Project Canary, an International Environmental Standards company, will provide TrustWell certification of EQT's selected pads and continuous, real-time methane emissions monitoring.
Chris Romer, CEO of Project Canary said, "Stakeholders and investors continue to expect and demand more transparency, more verifiable trusted data, and more overall ESG-related performance progress across the energy sector. This pilot project, which will utilize our differentiated technology to provide trusted and independent data, demonstrates continued responsiveness toward meeting and exceeding those growing stakeholder demands. We're grateful to work alongside EQT, which is an industry leader, toward the shared goal of enhancing stakeholder confidence by helping to ensure natural gas is produced as responsibly as possible."
Under the terms of the confidential pilot, a global energy company has agreed to purchase a portion of the RSG produced from the pilot. Project Canary's "Canary X" devices will be installed on EQT's two selected pads to measure methane concentrations at the site level every second and communicate the results to a cloud database every minute. The TrustWell certification scores more than 300 points related to production practices, including air, land, water, and waste management, as well as drilling and completion processes. For this pilot project, social impacts on the community will also be evaluated. This third-party validation from Project Canary will allow EQT to achieve the highest possible industry standards for RSG and add additional trusted data to ESG ratings.
EQT Contact:
Andrew Breese
Director, Investor Relations
412.395.2555
ABreese@eqt.com
Project Canary Contact:
Chris Romer
CEO and Co-Founder
Chris.Romer@projectcanary.com
About the Pilot Participants
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do. To learn more, visit eqt.com.
Project Canary, an International Environmental Standards company based in Denver, Colorado, is a mission-driven B-Corporation accountable to a double bottom line of profit and the social good. Project Canary believes it is possible to create a financially successful, self-sustaining business that "does well and does good." Project Canary's goal is to mitigate climate change by helping the oil and gas industry operate on a cleaner, more efficient, more sustainable basis. Its proven solutions provide real-time emissions monitoring and rigorous independent certification of oil and gas well sites for responsible operations. Project Canary / IES solutions help energy companies Collect, Manage, Operationalize and Benefit from real-time environmental data. Project Canary partners with the Colorado School of Mines Payne Institute to develop a collaborative environment for oil and gas companies and external parties to share best practices and insights garnered through continuous monitoring. To learn more, visit projectcanary.com.
Cautionary Statements
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include the expectations of plans, strategies and objectives of EQT Corporation and its subsidiaries (collectively, the Company), including the projected terms, benefits and results of the RSG pilot project with Project Canary (the Pilot Project), the parties expected to be involved in the Pilot Project, and the timing of implementation or whether the Pilot Project will be implemented at all. The risks and uncertainties that may affect the implementation and execution of the Pilot Project and other forward-looking statements made herein include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, NGLs and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; uncertainties related to the severity, magnitude and duration of the COVID-19 pandemic; and disruptions to the Company's business due to acquisitions and other significant transactions. These and other risks are described under Item 1A, "Risk Factors," and elsewhere in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as updated by Part II, Item 1A, "Risk Factors" in the Company's subsequently filed Quarterly Reports on Form 10-Q and other documents the Company files from time to time with the Securities and Exchange Commission. In addition, the Company may be subject to currently unforeseen risks that may have a materially adverse impact on it.
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SOURCE EQT Corporation
PITTSBURGH, Jan. 27, 2021 /PRNewswire/ -- EQT Corporation (NYSE: EQT) will host a conference call with securities analysts on Wednesday, February 17, 2021, beginning at 10:30 a.m. ET
Topics of the teleconference will include financial and operational results, and other matters, with respect to the fourth quarter and year-end 2020. Additionally, EQT will provide an update on its 2021 financial and operational guidance. A brief Q&A session for securities analysts will immediately follow the discussion. EQT plans to issue its financial and operating results prior to the market opening on the same day.
To access the live audio webcast of the conference call, visit EQT's investor relations website at ir.eqt.com. A replay will also be available via EQT's investor relations website for seven days following the live call.
Investor Contact:
Andrew Breese – Director, Investor Relations
412.395.2555
ABreese@eqt.com
###
About EQT Corporation
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do.
Visit EQT Corporation at www.EQT.com; and to learn more about EQT's sustainability efforts, please visit esg.eqt.com.
EQT Management speaks to investors from time to time and the analyst presentation for these discussions, which is updated periodically, is available via EQT's investor relations website at ir.eqt.com.
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SOURCE EQT Corporation
HOUSTON, Jan. 13, 2021 /PRNewswire/ -- U.S. Well Services, Inc. (Nasdaq: USWS) today announced it has executed two contracts to expand its electric fracturing services for EQT Corporation (NYSE: EQT). Under the terms of the agreements, U.S. Well Services extended its existing contract for one electric frac fleet and will also deploy a second electric frac fleet on a contracted basis. Both contracts represent multi-year fleet dedications if all optional extensions are exercised.
"We are pleased to broaden our relationship with EQT and provide an additional electric fracturing fleet to support its completion program," commented Joel Broussard, U.S. Well Services' President and Chief Executive Officer. "EQT is a best-in-class E&P operator, and their decision to expand their use of the Clean Fleet® technology is further evidence of their commitment to efficiency and environmental stewardship."
About U.S. Well Services, Inc.
U.S. Well Services, Inc. is a leading provider of hydraulic fracturing services and a market leader in electric fracture stimulation. The Company's patented electric frac technology provides one of the first fully electric, mobile well stimulation systems powered by locally-supplied natural gas, including field gas sourced directly from the wellhead. The Company's electric frac technology dramatically decreases emissions and sound pollution while generating exceptional operational efficiencies, including significant customer fuel cost savings versus conventional diesel fleets. For more information visit: www.uswellservices.com. Information on our website is not part of this release.
Contacts:
U.S. Well Services
Josh Shapiro
Vice President, Finance and Investor Relations
IR@uswellservices.com
Dennard Lascar Investor Relations
(713) 529-6600
USWS@dennardlascar.com
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SOURCE U.S. Well Services, Inc.
PITTSBURGH, Nov. 16, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) (the "Company" or "EQT") announced today that it has amended the terms of its previously announced tender offer (the "Tender Offer") to purchase for cash up to an amended Maximum Tender Amount (as defined below) of its 4.875% Senior Notes due 2021 (the "2021 Notes") and 3.000% Senior Notes due 2022 (the "2022 Notes" and, together with the 2021 Notes, the "Notes"). The Company also announced today the early results of the Tender Offer.
The Company has amended the Tender Offer to (i) increase the combined aggregate principal amount of Notes subject to the Tender Offer (the "Maximum Tender Amount") from $150,000,000 to $200,000,000 and (ii) limit the aggregate principal amount of 2022 Notes that may be accepted for purchase in the Tender Offer to $181,177,000 (the "2022 Notes Tender Cap"). All other terms of the Tender Offer remain unchanged.
Subject to the Maximum Tender Amount and the 2022 Notes Tender Cap, the amounts of each series of Notes to be purchased are being determined in accordance with the acceptance priority levels specified in the table below and on the cover page of the Offer to Purchase, dated October 30, 2020 (the "Offer to Purchase"), in the column entitled "Acceptance Priority Level" (the "Acceptance Priority Level"), with "1" having a higher Acceptance Priority Level than "2."
The principal amount of each series of Notes that were validly tendered and not validly withdrawn as of 5:00 p.m., New York City time, on November 13, 2020 (the "Early Tender Date") and the principal amount of each series of Notes that will be accepted for purchase by the Company on the Early Settlement Date (as defined below) are specified in the table below. Because the aggregate principal amount of 2022 Notes validly tendered and not validly withdrawn at or prior to the Early Tender Date exceeded the 2022 Notes Tender Cap, the Company will accept the 2022 Notes for purchase on a pro rata basis based on the proration factor described in the Offer to Purchase. Withdrawal rights for the Tender Offer expired at 5:00 p.m., New York City time, on November 13, 2020. As a result, tendered Notes may no longer be withdrawn.
Title of Notes | CUSIP Number | Principal Amount Outstanding | Acceptance | Series Tender Cap | Principal Amount | Principal Amount | Approximate Proration Factor(1) | Tender Offer Consideration (2)(3) | Early Tender | Total Consideration (2)(3)(4) |
3.000% | 26884LAE9 | $750,000,000 | 1 | $181,177,000 | $216,363,000 | $181,177,000 | 83.8% | $955.00 | $50.00 | $1,005.00 |
4.875% | 26884LAB5 | $143,941,000 | 2 | N/A | $18,823,000 | $18,823,000 | 100.0% | $980.00 | $50.00 | $1,030.00 |
________
(1) | The proration factor for the 2022 Notes has been rounded to the nearest tenth of a percentage point for presentation purposes. |
(2) | Per $1,000 principal amount of Notes accepted for purchase. |
(3) | Does not include accrued and unpaid interest, which will also be paid in addition to the Tender Offer |
(4) | Includes the Early Tender Premium. |
Payment for Notes accepted for purchase is expected to be made on November 17, 2020 (the "Early Settlement Date"). The Company's obligation to accept for payment and to pay for the Notes validly tendered in the Tender Offer is subject to the satisfaction or waiver of a number of conditions described in the Offer to Purchase.
Although the Tender Offer is scheduled to expire at 11:59 p.m., New York City time, on November 30, 2020, because holders of Notes validly tendered and did not validly withdraw Notes on or before the Early Tender Date in an amount that exceeds the Maximum Tender Amount, the Company does not expect to accept for purchase any tenders of Notes after the Early Tender Date. The Company reserves the right, subject to applicable law, to (i) waive any and all conditions to the Tender Offer, (ii) extend, terminate or withdraw the Tender Offer, (iii) increase or decrease the Maximum Tender Amount or the 2022 Notes Tender Cap, or (iv) otherwise amend the Tender Offer in any respect.
BofA Securities is acting as Dealer Manager for the Tender Offer. The Information Agent and Tender Agent is Global Bondholder Services Corporation.
Copies of the Offer to Purchase, the related Letter of Transmittal and other related Tender Offer materials are available by contacting the Information Agent at (866) 470-4500 (toll-free) or (212) 430-3774 (collect) or email contact@gbsc-usa.com. Questions regarding the Tender Offer should be directed to BofA Securities at (980) 388-4370 (collect) or debt_advisory@bofa.com.
This news release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The Tender Offer is being made only pursuant to the Offer to Purchase and only in such jurisdictions as is permitted under applicable law.
Investor Contact:
Andrew Breese
Director, Investor Relations
412.395.2555
ABreese@eqt.com
About EQT Corporation
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do.
Cautionary Statements
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include statements regarding the Company's plans and expected timing with respect to the Tender Offer. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control. The risks and uncertainties that may affect the operations, performance and results of the Company's business and forward-looking statements include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, natural gas liquids and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; uncertainties related to the severity, magnitude and duration of the COVID-19 pandemic; and disruptions to the Company's business due to acquisitions and other significant transactions. These and other risks are described under Item 1A, "Risk Factors," and elsewhere in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as updated by Part II, Item 1A, "Risk Factors" in the Company's subsequently filed Quarterly Reports on Form 10-Q and other documents the Company files from time to time with the Securities and Exchange Commission. In addition, the Company may be subject to currently unforeseen risks that may have a materially adverse impact on it.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
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SOURCE EQT Corporation
PITTSBURGH, Oct. 30, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) (the Company or EQT) announced today that it has priced an offering (the Offering) of $350 million in aggregate principal amount of its 5.00% senior notes due January 15, 2029. The notes are being sold to the public at par. EQT expects the offering to close on November 16, 2020, subject to the satisfaction of customary closing conditions.
The Company intends to use the net proceeds from the Offering to partially fund the purchase price of the Company's recently announced acquisition of certain upstream and midstream assets located in the Appalachian Basin from Chevron U.S.A. Inc. (the Chevron Acquisition). The consummation of the Offering is not conditioned upon the completion of the Chevron Acquisition and the consummation of the Offering is not a condition to the completion of the Chevron Acquisition. If the Chevron Acquisition is not consummated, the Company intends to use the net proceeds of the Offering to repay or redeem outstanding indebtedness, including those with near-term maturities, and for general corporate purposes.
BofA Securities, Citigroup, Credit Suisse and Wells Fargo Securities are acting as joint book-running managers for the Offering. The notes which the Company intends to sell in the Offering will be issued pursuant to a prospectus supplement and the accompanying base prospectus, which was filed as part of an effective shelf registration statement filed with the Securities and Exchange Commission on Form S-3. Copies of the preliminary prospectus supplement and accompanying base prospectus relating to the Offering, as well as copies of the final prospectus supplement once available, may be obtained on the Securities and Exchange Commission's website at www.sec.gov or by contacting any of the following underwriters: BofA Securities, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte NC 28255-0001, Attn: Prospectus Department, or by emailing dg.prospectus_requests@bofa.com; Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by calling 800-831-9146; Credit Suisse Securities (USA) LLC, Attn: Prospectus Department, 6933 Louis Stephens Drive, Morrisville, NC 27560, by calling 1-800-221-1037, or by emailing usa.prospectus@credit-suisse.com; and Wells Fargo Securities, LLC, 550 S. Tryon Street, 5th Floor, Charlotte, NC 28202 Attn: Leveraged Syndicate, or by emailing IBCMDCMLSHYLeveragedSyndicate@wellsfargo.com, or by faxing (704) 410-4874.
This news release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Investor Contact:
Andrew Breese
Director, Investor Relations
412.395.2555
ABreese@eqt.com
About EQT Corporation
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do.
Cautionary Statements
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include statements regarding the Company's plans and expected timing with respect to the Offering and Chevron Acquisition. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control. The risks and uncertainties that may affect the operations, performance and results of the Company's business and forward-looking statements include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, natural gas liquids and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; uncertainties related to the severity, magnitude and duration of the COVID-19 pandemic; and disruptions to the Company's business due to acquisitions and other significant transactions. These and other risks are described under Item 1A, "Risk Factors," and elsewhere in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as updated by Part II, Item 1A, "Risk Factors" in the Company's subsequently filed Quarterly Reports on Form 10-Q and other documents the Company files from time to time with the Securities and Exchange Commission. In addition, the Company may be subject to currently unforeseen risks that may have a materially adverse impact on it.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
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SOURCE EQT Corporation
PITTSBURGH, Oct. 30, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) (the "Company" or "EQT") announced today it has commenced a tender offer (the "Tender Offer") to purchase for cash up to $150.0 million combined aggregate principal amount (the "Maximum Tender Amount") of its outstanding 4.875% Senior Notes due 2021 (the "2021 Notes") and 3.000% Senior Notes due 2022 (the "2022 Notes" and collectively, the "Notes"). The amounts of each series of Notes that are purchased will be determined in accordance with the acceptance priority levels specified in the table below and on the cover page of the Offer to Purchase dated October 30, 2020 (the "Offer to Purchase") in the column entitled "Acceptance Priority Level" (the "Acceptance Priority Level"), with "1" having a higher Acceptance Priority Level than "2."
The following table sets forth some of the terms of the Tender Offer:
Title of Notes | CUSIP | Principal | Acceptance | Tender Offer | Early | Total | ||||||
3.000% Senior Notes due 2022 | 26884LAE9 | $750,000,000 | 1 | $955.00 | $50.00 | $1,005.00 | ||||||
4.875% Senior Notes due 2021 | 26884LAB5 | $143,941,000 | 2 | $980.00 | $50.00 | $1,030.00 | ||||||
(1) | Per $1,000 principal amount of Notes accepted for purchase. |
(2) | Does not include accrued interest, which will be paid in addition to the Tender Offer Consideration or the Total Consideration, as applicable. |
(3) | Includes the Early Tender Premium. |
The Tender Offer is being made upon and is subject to the terms and conditions set forth in the Offer to Purchase and the related Letter of Transmittal. The Tender Offer will expire at 11:59 p.m., New York City time, on November 30, 2020, unless extended or earlier terminated by the Company (such time as may be extended, the "Expiration Date"). Tenders of Notes may be withdrawn at any time at or prior to 5:00 p.m., New York City time, on November 13, 2020, but may not be withdrawn thereafter except in certain limited circumstances where additional withdrawal rights are required by law (the "Withdrawal Deadline").
The consideration paid in the Tender Offer for the Notes that are validly tendered on or prior to 5:00 p.m., New York City time, on November 13, 2020 (the "Early Tender Date"), and accepted for purchase, will be $1,030.00 per $1,000 principal amount of 2021 Notes (the "2021 Notes Total Consideration") and $1,005.00 per $1,000 principal amount of 2022 Notes (the "2022 Notes Total Consideration"), as specified in the table above and in the Offer to Purchase, which includes an early tender premium of $50 per $1,000 principal amount of Notes (the "Early Tender Premium"). Holders of Notes who validly tender their Notes following the Early Tender Date and on or prior to the Expiration Date will receive $980.00 per $1,000 principal amount of any such 2021 Notes tendered by such holders that are accepted for purchase and $955.00 per $1,000 principal amount of any such 2022 Notes tendered by such holders that are accepted for purchase, which is equal to the 2021 Notes Total Consideration or the 2022 Notes Total Consideration, as applicable, minus the Early Tender Premium.
Payments for Notes purchased will include accrued and unpaid interest from and including the last interest payment date applicable to the relevant series of Notes up to, but not including, the applicable settlement date for such Notes accepted for purchase. The settlement date for Notes that are validly tendered on or prior to the Early Tender Date is expected to be November 17, 2020, the second business day following the Early Tender Date (the "Early Settlement Date"). The settlement date for the Notes that are tendered following the Early Tender Date but on or prior to the Expiration Date is expected to be December 2, 2020, the second business day after the Expiration Date (the "Final Settlement Date"), assuming the Maximum Tender Amount of Notes is not purchased on the Early Settlement Date.
Subject to the Maximum Tender Amount, all Notes of a series validly tendered and not validly withdrawn on or prior to the Early Tender Date having an Acceptance Priority Level of "1" will be accepted for purchase before any tendered Notes of a series having an Acceptance Priority Level of "2" are accepted for purchase, and all Notes of a series validly tendered after the Early Tender Date having an Acceptance Priority Level of "1" will be accepted for purchase before any Notes of a series tendered after the Early Tender Date having an Acceptance Priority Level of "2" are accepted for purchase. However, Notes validly tendered and not validly withdrawn on or before the Early Tender Date will be accepted for purchase in priority to any Notes tendered following the the Early Tender Date even if such Notes tendered following the Early Tender Date have a higher Acceptance Priority Level (lower numerical value) than Notes tendered prior to the Early Tender Date.
The Notes may be subject to proration if the combined aggregate principal amount of the Notes validly tendered and not validly withdrawn would cause the Maximum Tender Amount to be exceeded. Furthermore, if the Tender Offer is fully subscribed as of the Early Tender Date, holders who validly tender Notes following the Early Tender Date will not have any of their Notes accepted for payment.
The Company's obligation to accept for payment and to pay for the Notes validly tendered in the Tender Offer is subject to the satisfaction or waiver of a number of conditions described in the Offer to Purchase. The Company reserves the right, subject to applicable law, to (i) waive any and all conditions to the Tender Offer, (ii) extend, terminate or withdraw the Tender Offer, (iii) increase or decrease the Maximum Tender Amount, or (iv) otherwise amend the Tender Offer in any respect.
BofA Securities is acting as Dealer Manager for the Tender Offer. The Information Agent and Tender Agent is Global Bondholder Services Corporation.
Copies of the Offer to Purchase, the related Letter of Transmittal and other related Tender Offer materials are available by contacting the Information Agent at (866) 470-4500 (toll-free) or (212) 430-3774 (collect) or email contact@gbsc-usa.com. Questions regarding the Tender Offer should be directed to BofA Securities at (980) 388-4370 (collect) or debt_advisory@bofa.com.
This news release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The Tender Offer is being made only pursuant to the Offer to Purchase and only in such jurisdictions as is permitted under applicable law.
Investor Contact:
Andrew Breese
Director, Investor Relations
412.395.2555
ABreese@eqt.com
About EQT Corporation
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do.
Cautionary Statements
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include statements regarding the Company's plans and expected timing with respect to the Tender Offer. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control. The risks and uncertainties that may affect the operations, performance and results of the Company's business and forward-looking statements include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, natural gas liquids and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; uncertainties related to the severity, magnitude and duration of the COVID-19 pandemic; and disruptions to the Company's business due to acquisitions and other significant transactions. These and other risks are described under Item 1A, "Risk Factors," and elsewhere in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as updated by Part II, Item 1A, "Risk Factors" in the Company's subsequently filed Quarterly Reports on Form 10-Q and other documents the Company files from time to time with the Securities and Exchange Commission. In addition, the Company may be subject to currently unforeseen risks that may have a materially adverse impact on it.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
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SOURCE EQT Corporation
PITTSBURGH, Oct. 27, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) (the Company or EQT) announced today that it has priced a public offering of 20,000,000 shares of its common stock at a price to the public of $15.50 per share (the Offering). The Company has granted the underwriters a 30-day option to purchase up to an additional 3,000,000 shares of its common stock.
The Company intends to use the net proceeds from the Offering to partially fund the purchase price of the Company's recently announced acquisition of certain upstream and midstream assets located in the Appalachian Basin from Chevron U.S.A. Inc. (the Chevron Acquisition). The consummation of the Offering is not conditioned upon the completion of the Chevron Acquisition and the consummation of the Offering is not a condition to the completion of the Chevron Acquisition. If the Chevron Acquisition is not consummated, the Company intends to use the net proceeds of the Offering to repay or redeem outstanding indebtedness, including those with near-term maturities, and for general corporate purposes.
Citigroup, Credit Suisse, BofA Securities and Barclays are acting as joint book-running managers for the Offering. The shares of common stock which the Company intends to sell in the Offering will be issued pursuant to a prospectus supplement and the accompanying base prospectus, which was filed as part of an effective shelf registration statement filed with the Securities and Exchange Commission on Form S-3. Copies of the preliminary prospectus supplement and accompanying base prospectus relating to the Offering, as well as copies of the final prospectus supplement once available, may be obtained on the Securities and Exchange Commission's website at www.sec.gov or by contacting any of the following underwriters: Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by calling 800-831-9146; Credit Suisse Securities (USA) LLC, Attn: Prospectus Department, 6933 Louis Stephens Drive, Morrisville, NC 27560, by calling 1-800-221-1037, or by emailing usa.prospectus@credit-suisse.com; BofA Securities, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte NC 28255-0001, Attn: Prospectus Department, or by emailing dg.prospectus_requests@bofa.com; and Barclays, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by calling 888-603-5847, or by emailing Barclaysprospectus@broadridge.com.
This news release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Investor Contact:
Andrew Breese
Director, Investor Relations
412.395.2555
ABreese@eqt.com
About EQT Corporation
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do.
Cautionary Statements
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include statements regarding the Company's plans and expected timing with respect to the Offering and Chevron Acquisition. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control. The risks and uncertainties that may affect the operations, performance and results of the Company's business and forward-looking statements include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, natural gas liquids and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; uncertainties related to the severity, magnitude and duration of the COVID-19 pandemic; and disruptions to the Company's business due to acquisitions and other significant transactions. These and other risks are described under Item 1A, "Risk Factors," and elsewhere in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as updated by Part II, Item 1A, "Risk Factors" in the Company's subsequently filed Quarterly Reports on Form 10-Q and other documents the Company files from time to time with the Securities and Exchange Commission. In addition, the Company may be subject to currently unforeseen risks that may have a materially adverse impact on it.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
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SOURCE EQT Corporation
PITTSBURGH, Oct. 27, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) (the Company or EQT) announced today that it has commenced an underwritten public offering of 20,000,000 shares of its common stock (the Offering). The Company intends to grant the underwriters a 30-day option to purchase up to an additional 3,000,000 shares of its common stock. The Offering is subject to market and other conditions, and there can be no assurance as to whether or when the Offering may be completed.
The Company intends to use the net proceeds from the Offering to partially fund the purchase price of the Company's recently announced acquisition of certain upstream and midstream assets located in the Appalachian Basin from Chevron U.S.A. Inc. (the Chevron Acquisition). The consummation of the Offering is not conditioned upon the completion of the Chevron Acquisition and the consummation of the Offering is not a condition to the completion of the Chevron Acquisition. If the Chevron Acquisition is not consummated, the Company intends to use the net proceeds of the Offering to repay or redeem outstanding indebtedness, including those with near-term maturities, and for general corporate purposes.
Citigroup, Credit Suisse, BofA Securities and Barclays are acting as joint book-running managers for the Offering. The Offering will be made only by means of a prospectus supplement and the accompanying base prospectus, which was filed as part of an effective shelf registration statement filed with the Securities and Exchange Commission on Form S-3. Copies of the preliminary prospectus supplement and accompanying base prospectus relating to the Offering, as well as copies of the final prospectus supplement once available, may be obtained on the Securities and Exchange Commission's website at www.sec.gov or by contacting any of the following underwriters: Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by calling 800-831-9146; Credit Suisse Securities (USA) LLC, Attn: Prospectus Department, 6933 Louis Stephens Drive, Morrisville, NC 27560, by calling 1-800-221-1037, or by emailing usa.prospectus@credit-suisse.com; BofA Securities, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte NC 28255-0001, Attn: Prospectus Department, or by emailing dg.prospectus_requests@bofa.com; and Barclays, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by calling 888-603-5847, or by emailing Barclaysprospectus@broadridge.com.
This news release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Investor Contact:
Andrew Breese
Director, Investor Relations
412.395.2555
ABreese@eqt.com
About EQT Corporation
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do.
Cautionary Statements
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include statements regarding the Company's plans and expected timing with respect to the Offering and Chevron Acquisition. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control. The risks and uncertainties that may affect the operations, performance and results of the Company's business and forward-looking statements include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, natural gas liquids and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; uncertainties related to the severity, magnitude and duration of the COVID-19 pandemic; and disruptions to the Company's business due to acquisitions and other significant transactions. These and other risks are described under Item 1A, "Risk Factors," and elsewhere in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as updated by Part II, Item 1A, "Risk Factors" in the Company's subsequently filed Quarterly Reports on Form 10-Q and other documents the Company files from time to time with the Securities and Exchange Commission. In addition, the Company may be subject to currently unforeseen risks that may have a materially adverse impact on it.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
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SOURCE EQT Corporation
PITTSBURGH, Oct. 27, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) today announced that it has entered into a definitive purchase and sale agreement with Chevron U.S.A. Inc. under which EQT will acquire Chevron's upstream and midstream assets located in the Appalachian Basin for $735 million, subject to customary adjustments at closing. The transaction is expected to close late in the fourth quarter of 2020, subject to customary closing conditions, with an effective date under the purchase and sale agreement of July 1, 2020. EQT intends to finance the acquisition, subject to market conditions and other factors, with cash on hand, drawings under its revolving credit facility and/or one or more capital markets transactions.
Asset Highlights:
Transaction Highlights:
President and CEO Toby Rice stated, "This acquisition is a natural bolt-on extension of EQT's dominant position in the core of the southwest Marcellus and supplements our already impressive asset base. With the purchase price underpinned by PDP value, the extensive work-in-progress well inventory, core undeveloped acreage and water assets provide material value upside. Our unique knowledge of these assets, coupled with our superior operating model, puts these assets in the right hands to maximize the embedded value."
Rice continued, "The digital work environment and business processes that we have created will allow for the seamless integration of these assets into our existing portfolio, while the favorable financial impacts will benefit both equity and debt holders. This transaction represents another strategic step this team is taking to create value for all stakeholders, while enhancing the durability and sustainability of our business."
Jefferies LLC acted as financial advisor to EQT on the transaction.
About EQT Corporation
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do.
EQT Management speaks to investors from time to time and the analyst presentation for these discussions, which is updated periodically, is available via the EQT's investor relations website at https://ir.eqt.com.
Cautionary Statements
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include the expectations of plans, strategies, objectives and growth and anticipated financial and operational performance of EQT Corporation and its subsidiaries (collectively, the Company), including guidance regarding the Company's ability to complete its acquisition of assets from Chevron (the Chevron Acquisition) and the timing of closing, if at all; the projected financial, strategic and operational benefits from the Chevron Acquisition, and the Company's ability to successfully integrate the assets and achieve such benefits; potential financing sources and amounts for financing the Chevron Acquisition, and the timing of such financings; and the Company's hedging strategy. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control. The risks and uncertainties that may affect the operations, performance and results of the Company's business and forward-looking statements include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, NGLs and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; uncertainties related to the severity, magnitude and duration of the COVID-19 pandemic; and disruptions to the Company's business due to acquisitions and other significant transactions. These and other risks are described under Item 1A, "Risk Factors," and elsewhere in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as updated by Part II, Item 1A, "Risk Factors" in the Company's subsequently filed Quarterly Reports on Form 10-Q and other documents the Company files from time to time with the Securities and Exchange Commission. In addition, the Company may be subject to currently unforeseen risks that may have a materially adverse impact on it.
Investor Contact:
Andrew Breese
Director, Investor Relations
412.395.2555
ABreese@eqt.com
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SOURCE EQT Corporation
PITTSBURGH, Oct. 21, 2020 /PRNewswire/ -- EQT Corporation (EQT or the Company) (NYSE: EQT) today announced the release of its Environmental, Social and Governance (ESG) Report, which outlines 2019 operational data and EQT's initiatives and strategies implemented to continuously improve the way it produces environmentally responsible, reliable, low-cost energy. The report details EQT's journey to transform into a modern, digitally-enabled organization, highlights EQT's refreshed strategic initiatives and recent accomplishments within the three ESG pillars, and emphasizes EQT's renewed commitment to all stakeholders.
"EQT is uniquely positioned to continue to build upon its already industry-leading performance and demonstrate the true benefits of natural gas as we move into the future. As highlighted in the report, EQT had the second lowest upstream emissions intensity among global and domestic energy companies reviewed by Enverus1, and the Marcellus Shale accounted for 16% of energy produced, but only 4% of total U.S. onshore emissions. These results highlight the criticality of natural gas – and in particular regional natural gas – in meeting the energy needs of the future," said Toby Z. Rice, President and Chief Executive Officer of EQT Corporation.
Rice continued, "Our efforts over the past 15 months have been about retooling a 130-year old company to become a leader in all aspects of our operations, including on the environmental, social and governance fronts. Our report provides a detailed framework on how we think about our business, and how all of the pieces – from how we manage human capital to how we empower our employees with technological capital – are aligned to execute a cohesive operational, corporate and ESG strategy that drives sustainable, long-term value creation. Some of the key highlights of our efforts are noted below. What excites me most is that the results we are reporting today are only just the beginning, and the baseline of what is possible has yet to be established.
"Our alignment with stakeholders is critical in crafting the EQT needed to support the continuation of the environmental, economic and social benefits of natural gas. At EQT, we believe that engagement, transparency and accountability are the cornerstones of establishing that alignment, and I look forward to our collective journey into the future."
The 2019 report theme, Future Focused, demonstrates EQT's commitment to continued evolution, with the goal of becoming the operator of choice for all stakeholders.
Highlights of EQT's 2019 ESG Report include:
Environmental Stewardship
Safety
Community Investment
Economic Impact
As the largest producer of natural gas in the United States, EQT will have an influential impact on the continued trajectory of natural gas as a vital energy source. By promoting and investing in sustainable practices, EQT seeks to create sustainable value for its stakeholders and lessen the impact on the environment and communities, all while creating process efficiencies. EQT is one of the lowest-cost producers of natural gas in the United States, and firmly believes its ESG strategy is an integral part of success for the Company and for all stakeholders.
About EQT Corporation
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do.
Media Contact:
Josie Schultz
External Communications Manager
412.395.3365
jlschultz@eqt.com
1 Source: RS Energy Group, a part of Enverus. Based on 2018 upstream CO2 emissions and estimates data from the EPA, which is the latest complete data set for the group.
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SOURCE EQT Corporation
PITTSBURGH, Oct. 12, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) will host a conference call with securities analysts on Thursday, October 22, 2020, beginning at 9:00 a.m. ET
Topics of the teleconference will include financial and operational results, and other matters, with respect to the third quarter 2020. A brief Q&A session for securities analysts will immediately follow the discussion. EQT plans to issue its financial and operating results prior to the market opening on the same day.
To access the live audio webcast of the conference call, visit EQT's investor relations website at ir.eqt.com. A replay will also be available via EQT's investor relations website for seven days following the live call.
Investor Contact:
Andrew Breese – Director, Investor Relations
412.395.2555
ABreese@eqt.com
About EQT Corporation
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do.
Visit EQT Corporation at www.EQT.com; and to learn more about EQT's sustainability efforts, please visit csr.eqt.com.
EQT Management speaks to investors from time to time and the analyst presentation for these discussions, which is updated periodically, is available via the EQT's investor relations website at ir.eqt.com.
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SOURCE EQT Corporation
PITTSBURGH, Aug. 12, 2020 /PRNewswire/ -- EQT Corporation (the "Company" or "EQT") (NYSE: EQT) announced today the results of its previously announced tender offer (the "Tender Offer") to purchase for cash any and all of its outstanding 4.875% Senior Notes due 2021 (the "Notes").
The Tender Offer expired at 5:00 p.m., New York City time, on August 11, 2020 (the "Expiration Date"). As of the Expiration Date, approximately $101.5 million aggregate principal amount of the Notes were validly tendered and not validly withdrawn (the "Tendered Notes"), which does not include approximately $1.5 million aggregate principal amount of the Notes that remain subject to guaranteed delivery procedures.
The following table sets forth some of the terms of the Tender Offer:
Title of Notes | CUSIP | Principal Amount | Principal Amount | Consideration(2)(3) |
4.875% Senior Notes due 2021 | 26884LAB5 | $245,393,000 | $101,450,000 | $1,032.50 |
(1) | Does not include $1,456,000 aggregate principal amount of the Notes that remain subject to guaranteed delivery procedures. |
(2) | Per $1,000 principal amount of Notes accepted for purchase. |
(3) | Does not include accrued interest, which will be paid in addition to the Consideration. |
Payment for the Tendered Notes is expected to be made later today. The Company also expects to accept for payment all Notes that remain subject to guaranteed delivery procedures and to make payment for such Notes on August 14, 2020. The Company will use cash on hand and, if needed, borrowings under its revolving credit facility, to purchase the Notes pursuant to the Tender Offer.
The Tender Offer was made upon and is subject to the terms and conditions set forth in the Offer to Purchase dated August 5, 2020 (the "Offer to Purchase") and the related Letter of Transmittal and Notice of Guaranteed Delivery (the "Tender Offer Documents"). The Company's obligation to accept for payment and to pay for the Notes validly tendered in the Tender Offer is subject to the satisfaction or waiver of a number of conditions described in the Offer to Purchase.
BofA Securities is acting as Dealer Manager for the Tender Offer. The Information Agent and Tender Agent is Global Bondholder Services Corporation.
Copies of the Tender Offer Documents are available at http://www.gbsc-usa.com/EQT or by contacting the Information Agent at (866) 470-4500 (toll-free) or (212) 430-3774 (collect) or email contact@gbsc-usa.com. Questions regarding the Tender Offer should be directed to BofA Securities at (980) 388-4370 (collect) or debt_advisory@bofa.com.
This news release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The Tender Offer is being made only pursuant to the Offer to Purchase and only in such jurisdictions as is permitted under applicable law.
Investor Contact:
Andrew Breese
Director, Investor Relations
412.395.2555
ABreese@eqt.com
About EQT Corporation
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do.
Cautionary Statements
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include statements regarding the Company's plans and expected timing with respect to the Tender Offer. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control. The risks and uncertainties that may affect the operations, performance and results of the Company's business and forward-looking statements include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, NGLs and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; uncertainties related to the severity, magnitude and duration of the COVID-19 pandemic; and disruptions to the Company's business due to acquisitions and other significant transactions. These and other risks are described under Item 1A, "Risk Factors," and elsewhere in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as updated by Part II, Item 1A, "Risk Factors" in the Company's subsequently filed Quarterly Reports on Form 10-Q and other documents the Company files from time to time with the Securities and Exchange Commission. In addition, the Company may be subject to currently unforeseen risks that may have a materially adverse impact on it.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
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SOURCE EQT Corporation
PITTSBURGH, Aug. 5, 2020 /PRNewswire/ -- EQT Corporation (the "Company" or "EQT") (NYSE: EQT) announced today it has commenced a tender offer (the "Tender Offer") to purchase for cash any and all of its outstanding 4.875% Senior Notes due 2021 (the "Notes").
The following table sets forth some of the terms of the Tender Offer:
Title of Notes | CUSIP Number | Principal Amount | Consideration(1)(2) |
4.875% Senior Notes due 2021 | 26884LAB5 | $245,393,000 | $1,032.50 |
(1) Per $1,000 principal amount of Notes accepted for purchase. | |||
(2) Does not include accrued interest, which will be paid in addition to the Consideration. |
The Tender Offer is being made upon and is subject to the terms and conditions set forth in the Offer to Purchase dated August 5, 2020 (the "Offer to Purchase") and the related Letter of Transmittal and Notice of Guaranteed Delivery (the "Tender Offer Documents"). The Tender Offer will expire at 5:00 p.m., New York City time, on August 11, 2020, unless extended or earlier terminated by the Company (such time as may be extended, the "Expiration Date").
Holders of Notes who validly tender (and do not validly withdraw) their Notes on or prior to the Expiration Date or pursuant to the guaranteed delivery procedures described in the Tender Offer Documents will be eligible to receive $1,032.50 per $1,000 principal amount of such tendered Notes. In addition, holders of Notes that are validly tendered and accepted for purchase will also receive accrued and unpaid interest to, but not including, the settlement date for the Tender Offer, which is currently expected to be August 12, 2020, the business day following the Expiration Date.
Tendered Notes may be withdrawn at any time prior to the earlier of (i) the Expiration Date and (ii) if the Tender Offer is extended, the 10th business day after commencement of the Tender Offer. Notes may also be validly withdrawn at any time after the 60th business day after commencement of the Tender Offer if for any reason the Tender Offer has not been consummated by that date.
The Company's obligation to accept for payment and to pay for the Notes validly tendered in the Tender Offer is subject to the satisfaction or waiver of a number of conditions described in the Offer to Purchase. The Company reserves the right, subject to applicable law, to (i) waive any and all conditions to the Tender Offer, (ii) extend, terminate or withdraw the Tender Offer, or (iii) otherwise amend the Tender Offer in any respect. The Company will use cash on hand and, if needed, borrowings under its revolving credit facility, to purchase the Notes.
BofA Securities is acting as Dealer Manager for the Tender Offer. The Information Agent and Tender Agent is Global Bondholder Services Corporation.
Copies of the Tender Offer Documents are available at http://www.gbsc-usa.com/EQT or by contacting the Information Agent at (866) 470-4500 (toll-free) or (212) 430-3774 (collect) or email contact@gbsc-usa.com. Questions regarding the Tender Offer should be directed to BofA Securities at (980) 388-4370 (collect) or debt_advisory@bofa.com.
This news release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The Tender Offer is being made only pursuant to the Offer to Purchase and only in such jurisdictions as is permitted under applicable law.
Investor Contact:
Andrew Breese
Director, Investor Relations
412.395.2555
ABreese@eqt.com
About EQT Corporation
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do.
Cautionary Statements
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include statements regarding the Company's plans and expected timing with respect to the Tender Offer. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control. The risks and uncertainties that may affect the operations, performance and results of the Company's business and forward-looking statements include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, NGLs and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; uncertainties related to the severity, magnitude and duration of the COVID-19 pandemic; and disruptions to the Company's business due to acquisitions and other significant transactions. These and other risks are described under Item 1A, "Risk Factors," and elsewhere in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as updated by Part II, Item 1A, "Risk Factors" in the Company's subsequently filed Quarterly Reports on Form 10-Q and other documents the Company files from time to time with the Securities and Exchange Commission. In addition, the Company may be subject to currently unforeseen risks that may have a materially adverse impact on it.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
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SOURCE EQT Corporation
PITTSBURGH, July 27, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) today announced financial and operational performance results for the second quarter 2020.
Second Quarter Highlights:
President and CEO Toby Rice stated, "Today I am particularly excited as we have recently eclipsed our one-year anniversary at the company. Since last July, this management team has been unrelenting in our quest to deliver on our promises, which have been validated by our operational results. We've proven our thesis that a well-planned business, combined with leading technology, creates a differentiated, durable and sustainable business model. By leveraging our past experiences, we have retooled EQT into a fit-for-purpose modern shale business."
Rice continued, "As evident in today's announced results, our efforts have translated into a step-change in operational performance, at a faster pace than originally projected. At EQT, our mission is to be the clear operator of choice for all of our stakeholders. I am proud to say that EQT stands firmly on stable ground and we are primed to take this company to the next level. EQT is truly a rate of change story being written by a highly motivated and experienced management team, and I'm excited to continue our path towards maximizing value for all stakeholders."
Second Quarter 2020 Financial and Operational Performance
Three Months Ended June 30, | |||||||||||
($ millions, except average realized price and EPS) | 2020 | 2019 | Change | ||||||||
Total sales volume (Bcfe) | 346 | 370 | (24) | ||||||||
Average realized price ($/Mcfe) | $ | 2.36 | $ | 2.59 | $ | (0.23) | |||||
Net (loss) income | $ | (263) | $ | 126 | $ | (389) | |||||
Adjusted net (loss) income (a) | $ | (45) | $ | 22 | $ | (67) | |||||
Adjusted EBITDA (a) | $ | 334 | $ | 461 | $ | (127) | |||||
Diluted earnings per share (EPS) | $ | (1.03) | $ | 0.49 | $ | (1.52) | |||||
Adjusted EPS (a) | $ | (0.18) | $ | 0.09 | $ | (0.27) | |||||
Net cash provided by operating activities | $ | 447 | $ | 444 | $ | 3 | |||||
Capital expenditures | $ | 303 | $ | 466 | $ | (163) | |||||
Free cash flow (a) | $ | (82) | $ | (81) | $ | (1) | |||||
(a) | A non-GAAP financial measure. See the Non-GAAP Disclosures section of this news release for the definition of, and other important information regarding, this non-GAAP financial measure. |
Net loss for the three months ended June 30, 2020 was $263 million, $1.03 per diluted share, compared to net income for the same period in 2019 of $126 million, $0.49 per diluted share. The decrease was attributable primarily to decreased operating revenues, the loss on sale/exchange of long-lived assets, decreased dividend and other income and increased interest expense, partly offset by a gain on investment in Equitrans Midstream Corporation (Equitrans Midstream), increased income tax benefit, decreased depreciation and depletion expense and decreased selling, general and administrative expense.
On May 16, 2020, EQT made the strategic decision to temporarily curtail approximately 1.4 Bcfe per day of gross production, equivalent to approximately 1.0 Bcfe per day of net production, which remained shut-in for the duration of the second quarter 2020 (the Strategic Production Curtailments). Total sales volumes decreased 24 Bcfe compared to the same quarter last year due primarily to the Strategic Production Curtailments. In addition, average realized price was 9% lower at $2.36 per Mcfe, due to lower NYMEX prices and lower liquids prices, partly offset by higher cash settled derivatives.
Net cash provided by operating activities increased by $3 million and free cash flow(1) decreased by $1 million compared to the same quarter last year. Despite the impact of the Strategic Production Curtailments and a 9% lower average realized price, free cash flow remained consistent with the same quarter last year due to a $163 million decrease in capital expenditures. In addition, during the second quarter of 2020, free cash flow was negatively impacted by $54 million of premiums paid for the purchase of options with the primary purpose of reducing future NYMEX based payments that could be due in 2021, 2022 and 2023 associated with the new gas gathering agreement with Equitrans Midstream.
Per Unit Operating Costs
The following presents certain of the Company's production-related operating costs on a per unit basis.
Three Months Ended | Six Months Ended | ||||||||||||||
Per Unit ($/Mcfe) | 2020 | 2019 | 2020 | 2019 | |||||||||||
Gathering | $ | 0.73 | $ | 0.69 | $ | 0.70 | $ | 0.69 | |||||||
Transmission | 0.35 | 0.40 | 0.36 | 0.39 | |||||||||||
Processing | 0.10 | 0.09 | 0.09 | 0.09 | |||||||||||
Lease operating expense (LOE), excluding | 0.07 | 0.05 | 0.07 | 0.05 | |||||||||||
Production taxes | 0.04 | 0.05 | 0.03 | 0.05 | |||||||||||
Exploration | — | 0.01 | — | — | |||||||||||
SG&A | 0.13 | 0.23 | 0.11 | 0.18 | |||||||||||
Total per unit operating costs | $ | 1.42 | $ | 1.52 | $ | 1.36 | $ | 1.45 | |||||||
Production depletion | $ | 0.92 | $ | 1.00 | $ | 0.92 | $ | 1.00 | |||||||
Adjusted SG&A (a) | $ | 0.13 | $ | 0.13 | $ | 0.11 | $ | 0.12 | |||||||
Adjusted interest expense (a) | $ | 0.17 | $ | 0.14 | $ | 0.16 | $ | 0.14 | |||||||
(a) | A non-GAAP financial measure. See the Non-GAAP Disclosures section of this news release for the definition of, and other important information regarding, this non-GAAP financial measure. |
Liquidity
As of June 30, 2020, the Company had $38 million of credit facility borrowings and $0.8 billion of letters of credit outstanding under its $2.5 billion credit facility. As of June 30, 2020, total debt was $4,620 million and net debt(1) was $4,617 million compared to $5,293 million and $5,288 million, respectively, as of December 31, 2019.
As of July 22, 2020, the Company had sufficient unused borrowing capacity under its credit facility, net of letters of credit, to satisfy any collateral requests that its counterparties would be permitted to seek. As of July 22, 2020, such amounts could be up to approximately $1.1 billion, inclusive of assurances posted of approximately $0.8 billion of letters of credit and $0.1 billion of surety bonds.
OPERATIONAL UPDATE
In early July, the Company began a moderated approached to bring back on-line production which was curtailed in May as a result of the Strategic Production Curtailments. To-date, the Company has seen no degradation to well performance and all curtailed production has been returned to sales.
During the second quarter 2020, the Company continued to realize a step-change in operational performance, driven by strong schedule design, consistent application of a proven well design, and efficient drilling and completion operations. These efficiencies required less resources necessary to deliver planned activity levels and led to improved capital deployment during the second quarter 2020, as the Company developed its Pennsylvania Marcellus wells for $680 per foot, $50 per foot below its well cost target of $730 per foot.
Since the change in management in July 2019, the Company has realized steady and consistent operational improvements. Production uptime on producing wells was over 98% during the second quarter 2020, horizontal drilling speeds have improved by 63% year-over-year and 12% quarter-over-quarter, and the utilization of next generation frac technology has driven a 20% improvement in pumping time and stages per day, since July 2019.
In June, EQT reached an industry first by drilling 10,566 feet, or more than 2-miles, in a 24-hour period, exemplifying the Company's enhanced operational performance. EQT continues to push the operational and technological boundaries to drive value creation.
The tables below reflect the Company's operational activity during the second quarter 2020 and planned activity for the third quarter and full year 2020.
Wells Drilled (SPUD) | |||||||||||||||||
PA Marcellus | WV Marcellus | OH Utica | |||||||||||||||
2Q20A | 3Q20E | FY20E | 2Q20A | 3Q20E | FY20E | 2Q20A | 3Q20E | FY20E | |||||||||
Net Wells | 21 | 17 | 69 | 3 | 15 | 24 | 2 | — | 3 | ||||||||
Net Avg. Lateral | 12,980 | 11,560 | 12,560 | 13,360 | 11,530 | 11,860 | 12,150 | — | 13,130 | ||||||||
Wells Horizontally Drilled | |||||||||||||||||
PA Marcellus | WV Marcellus | OH Utica | |||||||||||||||
2Q20A | 3Q20E | FY20E | 2Q20A | 3Q20E | FY20E | 2Q20A | 3Q20E | FY20E | |||||||||
Net Wells | 21 | 21 | 82 | — | 7 | 9 | 4 | 1 | 8 | ||||||||
Net Avg. Lateral | 11,870 | 13,400 | 12,060 | — | 9,020 | 10,030 | 12,200 | 12,030 | 12,190 |
Wells Completed (Frac) | |||||||||||||||||
PA Marcellus | WV Marcellus | OH Utica | |||||||||||||||
2Q20A | 3Q20E | FY20E | 2Q20A | 3Q20E | FY20E | 2Q20A | 3Q20E | FY20E | |||||||||
Net Wells | 27 | 21 | 79 | 3 | — | 3 | 10 | — | 15 | ||||||||
Net Avg. Lateral | 11,100 | 12,390 | 11,730 | 4,420 | — | 4,420 | 9,980 | — | 10,560 | ||||||||
Wells Turned-in-Line (TIL) | |||||||||||||||||
PA Marcellus | WV Marcellus | OH Utica | |||||||||||||||
2Q20A | 3Q20E | FY20E | 2Q20A | 3Q20E | FY20E | 2Q20A | 3Q20E | FY20E | |||||||||
Net Wells | 14 | 15 | 89 | 3 | — | 7 | 10 | 0 | 10 | ||||||||
Net Avg. Lateral | 10,840 | 13,540 | 11,470 | 4,420 | — | 7,130 | 9,980 | — | 9,980 |
2020 GUIDANCE
Production | Q3 2020 | Full-Year 2020 | ||
Total sales volume (Bcfe) | 360 - 380 | 1,450 - 1,500 | ||
Liquids sales volume, excluding ethane (Mbbls) | 1,700 - 1,800 | 7,600 - 7,700 | ||
Ethane sales volume (Mbbls) | 1,100 - 1,200 | 4,400 - 4,500 | ||
Total liquids sales volume (Mbbls) | 2,800 - 3,000 | 12,000 - 12,200 | ||
Btu uplift (MMbtu / Mcf) | 1.045 - 1.055 | |||
Average differential ($ / Mcf) | $(0.50) - | $(0.40) - | ||
Resource Counts | ||||
Top-hole Rigs | 2 | |||
Horizontal Rigs | 2 - 3 | |||
Frac Crews | 2 - 3 | |||
Per Unit Operating Costs ($ / Mcfe) | ||||
Gathering (a) | $0.71 - $0.73 | |||
Transmission (a) | $0.35 - $0.37 | |||
Processing | $0.07 - $0.09 | |||
LOE, excluding production taxes | $0.07 - $0.09 | |||
Production taxes | $0.03 - $0.05 | |||
SG&A | $0.09 - $0.11 | |||
Total per unit operating costs | $1.32 - $1.44 | |||
Adjusted interest expense (b) | $0.16 - $0.17 | |||
Financial ($ Billions) | ||||
Adjusted EBITDA (b) | $1.500 - $1.600 | |||
Adjusted operating cash flow (b) | $1.350 - $1.450 | |||
Capital expenditures | $1.075 - $1.175 | |||
Free cash flow (b) | $0.250 - $0.350 |
Based on NYMEX natural gas price of $1.91 per MMbtu as of June 30,2020.
(a) | Certain in-basin transportation expenses previously recorded in Transmission have been reclassified to Gathering to provide additional clarity into costs associated with transporting EQT's gas outside of the Appalachian Basin and to align with the reporting of such expenses in EQT's financial statement disclosures. |
(b) | Non-GAAP financial measure. See the Non-GAAP Disclosures section for the definition of, and other important information regarding, the non-GAAP financial measures included in this news release, including reasons why EQT is unable to provide a projection of its 2020 net cash provided by operating activities, the most comparable financial measure calculated in accordance with GAAP, to projected adjusted operating cash flow and free cash flow, or a projection of its 2020 net income, the most comparable financial measure calculated in accordance with GAAP, to projected adjusted EBITDA. |
Second Quarter 2020 Earnings Webcast Information
The Company's conference call with securities analysts begins at 10:30 a.m. ET today and will be broadcast live via the Company's web site at www.eqt.com and on the investor information page of the Company's web site at ir.eqt.com, with a replay available for seven days following the call.
HEDGING (as of July 22, 2020)
The Company's total natural gas production NYMEX hedge positions are:
2020 (a) | 2021 | 2022 | 2023 | 2024 | ||||||||||||||||
Swaps: | ||||||||||||||||||||
Volume (MMDth) | 575 | 467 | — | 2 | 2 | |||||||||||||||
Average Price ($/Dth) | $ | 2.74 | $ | 2.50 | $ | — | $ | 2.67 | $ | 2.67 | ||||||||||
Calls – Net Short: | ||||||||||||||||||||
Volume (MMDth) | 200 | 219 | 284 | 77 | 15 | |||||||||||||||
Average Short Strike Price ($/Dth) | $ | 2.91 | $ | 2.90 | $ | 2.89 | $ | 2.89 | $ | 3.11 | ||||||||||
Puts – Net Long: | ||||||||||||||||||||
Volume (MMDth) | 69 | 57 | 135 | 69 | 15 | |||||||||||||||
Average Long Strike Price ($/Dth) | $ | 2.29 | $ | 2.38 | $ | 2.35 | $ | 2.40 | $ | 2.45 | ||||||||||
Fixed Price Sales (b): | ||||||||||||||||||||
Volume (MMDth) | 5 | 72 | 3 | 3 | — | |||||||||||||||
Average Price ($/Dth) | $ | 2.66 | $ | 2.50 | $ | 2.52 | $ | 2.38 | $ | — | ||||||||||
(a) | July 1 - December 31, 2020. |
(b) | The difference between the fixed price and NYMEX price is included in average differential presented in the Company's price reconciliation. |
For 2020 (July 1 - December 31), 2021, 2022, 2023 and 2024, the Company has natural gas sales agreements for approximately 6 MMDth, 18 MMDth, 18 MMDth, 88 MMDth and 11 MMDth, respectively, that include average NYMEX ceiling prices of $3.60, $3.17, $3.17, $2.84 and $3.21, respectively. The Company has also entered into derivative instruments to hedge basis. The Company may use other contractual agreements from time to time to implement its commodity hedging strategy.
NON-GAAP DISCLOSURES
Adjusted Net (Loss) Income and Adjusted Earnings per Diluted Share (Adjusted EPS)
Adjusted net (loss) income is defined as net (loss) income, excluding impairments, transaction, proxy and reorganization costs, the revenue impact of changes in the fair value of derivative instruments prior to settlement and certain other items that impact comparability between periods. Adjusted EPS is defined as adjusted net (loss) income divided by diluted weighted average common shares outstanding. Adjusted net (loss) income and adjusted EPS are non-GAAP supplemental financial measures used by the Company's management to evaluate period-over-period earnings trends. The Company's management believes that these measures provide useful information to external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies. Management uses adjusted net (loss) income and adjusted EPS to evaluate earnings trends because the measures reflect only the impact of settled derivative contracts; thus, the measures exclude the often-volatile revenue impact of changes in the fair value of derivative instruments prior to settlement. These measures also exclude other items that affect the comparability of results or that are not indicative of trends in the ongoing business. Adjusted net (loss) income and adjusted EPS should not be considered as alternatives to net (loss) income or diluted EPS presented in accordance with GAAP.
The table below reconciles adjusted net (loss) income and adjusted EPS with net (loss) income and diluted EPS, respectively, the most comparable financial measures calculated in accordance with GAAP, each as derived from the Statements of Condensed Consolidated Operations to be included in the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.
Three Months Ended | Six Months Ended | ||||||||||||||
2020 | 2019 | 2020 | 2019 | ||||||||||||
(Thousands, except per share information) | |||||||||||||||
Net (loss) income | $ | (263,075) | $ | 125,566 | $ | (430,214) | $ | 316,257 | |||||||
Add (deduct): | |||||||||||||||
Loss on sale/exchange of long-lived assets | 49,207 | — | 98,059 | — | |||||||||||
Impairment and expiration of leases | 41,279 | 48,584 | 95,047 | 78,118 | |||||||||||
Transaction, proxy and reorganization | 4,745 | 21,518 | 4,745 | 25,607 | |||||||||||
Gain on derivatives not designated as hedges | (26,426) | (407,635) | (415,862) | (275,639) | |||||||||||
Net cash settlements received (paid) on | 315,393 | 53,144 | 561,129 | (10,490) | |||||||||||
Premiums received (paid) for derivatives that | 2,076 | 4,769 | (1,479) | 7,206 | |||||||||||
Litigation expense | — | 37,786 | — | 45,786 | |||||||||||
Gain on Equitrans Share Exchange | — | — | (187,223) | — | |||||||||||
(Gain) loss on investment in Equitrans | (82,983) | 104,741 | 307,645 | 15,686 | |||||||||||
Loss on debt extinguishment | 353 | — | 16,963 | — | |||||||||||
Non-cash interest expense (amortization) (a) | 5,481 | — | 7,741 | — | |||||||||||
Tax impact of non-GAAP items (b) | (91,286) | 33,524 | (63,866) | 31,339 | |||||||||||
Adjusted net (loss) income | $ | (45,236) | $ | 21,997 | $ | (7,315) | $ | 233,870 | |||||||
Diluted weighted average common shares | 255,524 | 255,223 | 255,477 | 255,211 | |||||||||||
Diluted EPS | $ | (1.03) | $ | 0.49 | $ | (1.68) | $ | 1.24 | |||||||
Adjusted EPS | $ | (0.18) | $ | 0.09 | $ | (0.03) | $ | 0.92 |
(a) | As a result of increased significance of non-cash interest expense (amortization) in 2020, this line item was added as an adjustment to the calculation of adjusted net income for the three and six months ended June 30, 2020. Had adjusted net income been calculated on a consistent basis, it would have been $2.2 million and $4.6 million higher for the three and six months ended June 30, 2019, respectively, than the numbers presented herein. |
(b) | The tax impact of non-GAAP items represents the incremental tax (benefit) expense that would have been incurred had these items been excluded from net (loss) income, which resulted in blended tax rates of 29.5% and 24.5% for the three months ended June 30, 2020 and 2019, respectively, and 13.1% and 27.6% for the six months ended June 30, 2020 and 2019, respectively. The 2020 rate differs from the Company's statutory tax rate due primarily to valuation allowances provided against federal and state deferred tax assets for additional unrealized losses on the Company's investment in Equitrans Midstream Corporation that, if sold, would result in capital losses. |
Adjusted EBITDA
Adjusted EBITDA is defined as net (loss) income, excluding interest expense, income tax (benefit) expense, depreciation and depletion, amortization of intangible assets, impairments, transaction, proxy and reorganization costs, the revenue impact of changes in the fair value of derivative instruments prior to settlement and certain other items that impact comparability between periods. Adjusted EBITDA is a non-GAAP supplemental financial measure used by the Company's management to evaluate period-over-period earnings trends. The Company's management believes that this measure provides useful information to external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies. Management uses adjusted EBITDA to evaluate earnings trends because the measure reflects only the impact of settled derivative contracts; thus, the measure excludes the often-volatile revenue impact of changes in the fair value of derivative instruments prior to settlement. The measure also excludes other items that affect the comparability of results or that are not indicative of trends in the ongoing business. Adjusted EBITDA should not be considered as an alternative to net (loss) income presented in accordance with GAAP.
The table below reconciles adjusted EBITDA with net (loss) income, the most comparable financial measure as calculated in accordance with GAAP, as reported in the Statements of Condensed Consolidated Operations to be included in the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.
Three Months Ended | Six Months Ended | ||||||||||||||
2020 | 2019 | 2020 | 2019 | ||||||||||||
(Thousands) | |||||||||||||||
Net (loss) income | $ | (263,075) | $ | 125,566 | $ | (430,214) | $ | 316,257 | |||||||
Add (deduct): | |||||||||||||||
Interest expense | 65,386 | 50,503 | 127,760 | 107,076 | |||||||||||
Income tax (benefit) expense | (103,003) | 38,865 | (70,181) | 77,099 | |||||||||||
Depreciation and depletion | 323,096 | 372,413 | 680,622 | 763,526 | |||||||||||
Amortization of intangible assets | 7,477 | 10,342 | 14,955 | 20,684 | |||||||||||
Loss on sale/exchange of long-lived assets | 49,207 | — | 98,059 | — | |||||||||||
Impairment and expiration of leases | 41,279 | 48,584 | 95,047 | 78,118 | |||||||||||
Transaction, proxy and reorganization | 4,745 | 21,518 | 4,745 | 25,607 | |||||||||||
Gain on derivatives not designated as | (26,426) | (407,635) | (415,862) | (275,639) | |||||||||||
Net cash settlements received (paid) on | 315,393 | 53,144 | 561,129 | (10,490) | |||||||||||
Premiums received (paid) for derivatives | 2,076 | 4,769 | (1,479) | 7,206 | |||||||||||
Litigation expense | — | 37,786 | — | 45,786 | |||||||||||
Gain on Equitrans Share Exchange | — | — | (187,223) | — | |||||||||||
(Gain) loss on investment in Equitrans | (82,983) | 104,741 | 307,645 | 15,686 | |||||||||||
Loss on debt extinguishment | 353 | — | 16,963 | — | |||||||||||
Adjusted EBITDA | $ | 333,525 | $ | 460,596 | $ | 801,966 | $ | 1,170,916 |
The Company has not provided projected net income (loss) or a reconciliation of projected adjusted EBITDA to projected net income (loss), the most comparable financial measure calculated in accordance with GAAP. Net (loss) income includes the impact of depreciation and depletion expense, income tax expense, the revenue impact of changes in the projected fair value of derivative instruments prior to settlement and certain other items that impact comparability between periods and the tax effect of such items, which may be significant and difficult to project with a reasonable degree of accuracy. Therefore, projected net income (loss), and a reconciliation of projected adjusted EBITDA to projected net income (loss), are not available without unreasonable effort.
Adjusted Operating Cash Flow and Free Cash Flow
Adjusted operating cash flow is defined as net cash provided by operating activities less changes in other assets and liabilities. Free cash flow is defined as adjusted operating cash flow less accrual-based capital expenditures. Adjusted operating cash flow and free cash flow are non-GAAP supplemental financial measures used by the Company's management to assess liquidity, including the Company's ability to generate cash flow in excess of its capital requirements and return cash to shareholders. The Company's management believes that these measures provide useful information to external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies. Adjusted operating cash flow and free cash flow should not be considered as alternatives to net cash provided by operating activities or any other measure of liquidity presented in accordance with GAAP.
The table below reconciles adjusted operating cash flow and free cash flow with net cash provided by operating activities, the most comparable financial measure calculated in accordance with GAAP, as derived from the Statements of Condensed Consolidated Cash Flows to be included in the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.
Three Months Ended | Six Months Ended | ||||||||||||||
2020 | 2019 | 2020 | 2019 | ||||||||||||
(Thousands) | |||||||||||||||
Net cash provided by operating activities | $ | 446,859 | $ | 443,546 | $ | 947,121 | $ | 1,314,833 | |||||||
Decrease (increase) in changes in other assets | (226,134) | (57,845) | (213,749) | (281,779) | |||||||||||
Adjusted operating cash flow | $ | 220,725 | $ | 385,701 | $ | 733,372 | $ | 1,033,054 | |||||||
Less: capital expenditures | 302,700 | 466,387 | 564,832 | 942,409 | |||||||||||
Free cash flow | $ | (81,975) | $ | (80,686) | $ | 168,540 | $ | 90,645 |
The Company has not provided projected net cash provided by operating activities or reconciliations of projected adjusted operating cash flow and free cash flow to projected net cash provided by operating activities, the most comparable financial measure calculated in accordance with GAAP. The Company is unable to project net cash provided by operating activities for any future period because this metric includes the impact of changes in operating assets and liabilities related to the timing of cash receipts and disbursements that may not relate to the period in which the operating activities occurred. The Company is unable to project these timing differences with any reasonable degree of accuracy without unreasonable efforts such as predicting the timing of its payments and its customers' payments, with accuracy to a specific day, months in advance. Furthermore, the Company does not provide guidance with respect to its average realized price, among other items, that impact reconciling items between net cash provided by operating activities and adjusted operating cash flow and free cash flow, as applicable. Natural gas prices are volatile and out of the Company's control, and the timing of transactions and the income tax effects of future transactions and other items are difficult to accurately predict. Therefore, the Company is unable to provide projected net cash provided by operating activities, or the related reconciliations of projected adjusted operating cash flow and free cash flow to projected net cash provided by operating activities, without unreasonable effort.
Adjusted Operating Revenues
Adjusted operating revenues is defined as total operating revenues, less the revenue impact of changes in the fair value of derivative instruments prior to settlement and net marketing services and other revenues. Adjusted operating revenues (also referred to as total natural gas & liquids sales, including cash settled derivatives) is a non-GAAP supplemental financial measure used by the Company's management to evaluate period-over-period earnings trends. The Company's management believes that this measure provides useful information to external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies. Management uses adjusted operating revenues to evaluate earnings trends because the measure reflects only the impact of settled derivative contracts; thus, the measure excludes the often-volatile revenue impact of changes in the fair value of derivative instruments prior to settlement. The measure also excludes net marketing services and other revenues because it is unrelated to the revenue for the Company's natural gas and liquids production. Adjusted operating revenues should not be considered as an alternative to total operating revenues presented in accordance with GAAP.
The table below reconciles adjusted operating revenues to total operating revenue, the most comparable financial measure calculated in accordance with GAAP, as reported in the Statements of Condensed Consolidated Operations to be included in the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.
Three Months Ended | Six Months Ended | ||||||||||||||
2020 | 2019 | 2020 | 2019 | ||||||||||||
(Thousands, unless noted) | |||||||||||||||
Total operating revenues | $ | 527,074 | $ | 1,310,252 | $ | 1,634,131 | $ | 2,453,425 | |||||||
Add (deduct): | |||||||||||||||
Gain on derivatives not designated as hedges | (26,426) | (407,635) | (415,862) | (275,639) | |||||||||||
Net cash settlements received (paid) on | 315,393 | 53,144 | 561,129 | (10,490) | |||||||||||
Premiums received (paid) for derivatives that | 2,076 | 4,769 | (1,479) | 7,206 | |||||||||||
Net marketing services and other | (1,876) | (2,090) | (4,296) | (5,646) | |||||||||||
Adjusted operating revenues | $ | 816,241 | $ | 958,440 | $ | 1,773,623 | $ | 2,168,856 | |||||||
Total sales volume (MMcfe) | 345,647 | 370,114 | 730,717 | 753,584 | |||||||||||
Average realized price ($/Mcfe) | $ | 2.36 | $ | 2.59 | $ | 2.43 | $ | 2.88 |
Adjusted SG&A Per Unit
Adjusted SG&A per unit is defined as SG&A less litigation expense, divided by total sales volume. Adjusted SG&A per unit is a non-GAAP supplemental financial measure used by the Company's management to evaluate period-over-period earnings trends. The Company's management believes that this measure provides useful information to external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies. Management uses adjusted SG&A per unit to evaluate earnings trends because the measure excludes items that affect the comparability of results or that are not indicative of trends in the ongoing business. Adjusted SG&A per unit should not be considered as an alternative to SG&A presented in accordance with GAAP.
The table below reconciles adjusted SG&A per unit with SG&A, the most comparable financial measure calculated in accordance with GAAP, as derived from the Statements of Condensed Consolidated Operations to be included in the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.
Three Months Ended | Six Months Ended | ||||||||||||||
2020 | 2019 | 2020 | 2019 | ||||||||||||
(Thousands, unless noted) | |||||||||||||||
Selling, general and administrative | $ | 43,341 | $ | 86,208 | $ | 78,279 | $ | 135,186 | |||||||
Less: Litigation expense | — | 37,786 | — | 45,786 | |||||||||||
Adjusted SG&A | $ | 43,341 | $ | 48,422 | $ | 78,279 | $ | 89,400 | |||||||
Total sales volume (MMcfe) | 345,647 | 370,114 | 730,717 | 753,584 | |||||||||||
Adjusted SG&A per unit ($/Mcfe) | $ | 0.13 | $ | 0.13 | $ | 0.11 | $ | 0.12 |
Adjusted Interest Expense Per Unit
Adjusted interest expense per unit is defined as interest expense less non-cash interest expense (amortization) of debt discounts and issuance costs divided by total sales volume. Adjusted interest expense per unit is a non-GAAP supplemental financial measure used by the Company's management to evaluate period-over-period interest expense which required cash payments. The Company's management believes that this measure provides useful information to external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies. Management uses adjusted interest expense per unit to evaluate interest expense which required cash payments because the measure excludes non-cash interest expense (amortization) that affects the comparability of results and does not result in cash payments. Adjusted interest expense per unit should not be considered as an alternative to interest expense presented in accordance with GAAP.
The table below reconciles adjusted interest expense per unit with interest expense, the most comparable financial measure calculated in accordance with GAAP, as derived from the Statements of Condensed Consolidated Operations to be included in the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.
Three Months Ended | Six Months Ended | ||||||||||||||
2020 | 2019 | 2020 | 2019 | ||||||||||||
(Thousands, unless noted) | |||||||||||||||
Interest expense | $ | 65,386 | $ | 50,503 | $ | 127,760 | $ | 107,076 | |||||||
Less: Non-cash interest expense (amortization) (a) | 5,481 | — | 7,741 | — | |||||||||||
Adjusted interest expense | $ | 59,905 | $ | 50,503 | $ | 120,019 | $ | 107,076 | |||||||
Total sales volume (MMcfe) | 345,647 | 370,114 | 730,717 | 753,584 | |||||||||||
Adjusted interest expense per unit ($/Mcfe) | $ | 0.17 | $ | 0.14 | $ | 0.16 | $ | 0.14 |
(a) | As a result of increased significance of non-cash interest expense (amortization) in 2020, this line item was added as an adjustment to the calculation of adjusted interest expense for the three and six months ended June 30, 2020. Had adjusted interest expense been calculated on a consistent basis, it would have been $2.2 million and $4.6 million lower for the three and six months ended June 30, 2019, respectively, than the numbers presented herein. |
The table below reconciles the full-year 2020 forecasted ranges of adjusted interest expense per unit with interest expense, the most comparable financial measure calculated in accordance with GAAP.
Year Ended December 31, 2020 | |||||||
(Thousands, unless noted) | |||||||
Interest expense | $ | 260,000 | $ | 270,000 | |||
Less: Non-cash interest expense (amortization) | 22,000 | 22,000 | |||||
Adjusted interest expense | $ | 238,000 | $ | 248,000 | |||
Total sales volume (MMcfe) | 1,500,000 | 1,450,000 | |||||
Adjusted interest expense per unit ($/Mcfe) | $ | 0.16 | $ | 0.17 |
Net Debt
Net debt is defined as total debt less cash and cash equivalents. Total debt includes the Company's current portion of debt, credit facility borrowings, term loan borrowings, senior notes and note payable to EQM Midstream Partners, LP. Net debt is a non-GAAP supplemental financial measure used by the Company's management to evaluate leverage since the Company could choose to use its cash and cash equivalents to retire debt. The Company's management believes that this measure provides useful information to external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies. Net debt should not be considered as an alternative to total debt presented in accordance with GAAP.
The table below reconciles net debt with total debt, the most comparable financial measure calculated in accordance with GAAP, as derived from the Statements of Condensed Consolidated Balance Sheets to be included in the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.
June 30, 2020 | March 31, 2020 | December 31, 2019 | |||||||||
(Thousands) | |||||||||||
Current portion of debt | $ | 16,309 | $ | 16,256 | $ | 16,204 | |||||
Credit facility borrowings | 38,000 | — | 294,000 | ||||||||
Term loan facility borrowings | — | 799,574 | 999,353 | ||||||||
Senior notes (a) | 4,463,548 | 4,117,256 | 3,878,366 | ||||||||
Note payable to EQM Midstream Partners, LP | 102,483 | 103,778 | 105,056 | ||||||||
Total debt | 4,620,340 | 5,036,864 | 5,292,979 | ||||||||
Less: Cash and cash equivalents | 2,968 | 18,651 | 4,596 | ||||||||
Net debt | $ | 4,617,372 | $ | 5,018,213 | $ | 5,288,383 |
(a) | Senior notes included the convertible senior notes which, at issuance, were recorded in the consolidated financial statements at fair value. The debt discount, which is the excess of the principal amount of $500 million over its fair value at issuance, will be amortized to interest expense over the term of the convertible senior notes, which is approximately 6 years. As of June 30, 2020, the carrying amount of the convertible senior notes was approximately $349 million. See the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 for further discussion. |
Investor Contact:
Andrew Breese
Director, Investor Relations
412.395.2555
ABreese@eqt.com
About EQT Corporation
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do.
EQT Management speaks to investors from time to time and the analyst presentation for these discussions, which is updated periodically, is available via the Company's investor relationship website at https://ir.eqt.com.
Cautionary Statements
Total sales volume per day (or daily production) is an operational estimate of the daily production or sales volume on a typical day (excluding curtailments).
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include the expectations of plans, strategies, objectives and growth and anticipated financial and operational performance of EQT Corporation and its subsidiaries (collectively, the Company), including guidance regarding the Company's strategy to develop its reserves; drilling plans and programs (including the number, type, spacing, average lateral length and location of wells to be drilled or turned-in-line, the number and type of drilling rigs and, the number of frac crews); projections of wells SPUD, horizontally drilled, completed and turned-in-line; projected natural gas prices, basis and average differential; potential impacts to the Company's business and operations resulting from the COVID-19 pandemic; the effects of the COVID-19 pandemic and actions taken by the Organization of the Petroleum Exporting Countries and other allied countries (collectively known as OPEC+) as it pertains to the global supply and demand of, and prices for, natural gas, NGLs and oil; the impact of commodity prices on the Company's business; total resource potential; projected production and sales volume and growth rates (including liquids sales volume and growth rates); projected drilling and completions (D&C) costs, other well costs, unit costs and G&A expenses; projected reductions in expenses, capital costs and well costs, the projected timing of achieving such reductions and the Company's ability to achieve such reductions; infrastructure programs; the Company's ability to successfully implement and execute the executive management team's operational, organizational and technological initiatives, and achieve the anticipated results of such initiatives; the projected reduction of the Company's gathering and compression rates resulting from the Company's consolidated gas gathering and compression agreement with EQM Midstream Partners, LP, and the anticipated cost savings and other strategic benefits associated with the execution of such agreement; monetization transactions, including asset sales, joint ventures or other transactions involving the Company's assets, the timing of such monetization transactions, if at all, the projected proceeds from such monetization transactions and the Company's planned use of such proceeds; the amount and timing of any redemptions, repayments or repurchases of the Company's common stock, outstanding debt securities or other debt instruments; the Company's ability to reduce its debt and the timing of such reductions, if any; projected free cash flow, adjusted interest expense, adjusted operating cash flow, and adjusted EBITDA, liquidity and financing requirements, including funding sources and availability; the Company's ability to maintain or improve its credit ratings, leverage levels and financial profile; the Company's hedging strategy; the Company's tax position and projected effective tax rate; and the expected impact of changes in tax laws. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control. The risks and uncertainties that may affect the operations, performance and results of the Company's business and forward-looking statements include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, NGLs and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; uncertainties related to the severity, magnitude and duration of the COVID-19 pandemic; and disruptions to the Company's business due to acquisitions and other significant transactions. These and other risks are described under Item 1A, "Risk Factors," and elsewhere in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as updated by Part II, Item 1A, "Risk Factors" in the Company's subsequently filed Quarterly Reports on Form 10-Q and other documents the Company files from time to time with the Securities and Exchange Commission. In addition, the Company may be subject to currently unforeseen risks that may have a materially adverse impact on it.
EQT CORPORATION AND SUBSIDIARIES
STATEMENTS OF CONDENSED CONSOLIDATED OPERATIONS (UNAUDITED)
Three Months Ended | Six Months Ended | ||||||||||||||
2020 | 2019 | 2020 | 2019 | ||||||||||||
(Thousands, except per share amounts) | |||||||||||||||
Operating revenues: | |||||||||||||||
Sales of natural gas, natural gas liquids and oil | $ | 498,772 | $ | 900,527 | $ | 1,213,973 | $ | 2,172,140 | |||||||
Gain on derivatives not designated as hedges | 26,426 | 407,635 | 415,862 | 275,639 | |||||||||||
Net marketing services and other | 1,876 | 2,090 | 4,296 | 5,646 | |||||||||||
Total operating revenues | 527,074 | 1,310,252 | 1,634,131 | 2,453,425 | |||||||||||
Operating expenses: | |||||||||||||||
Transportation and processing | 405,636 | 436,984 | 845,470 | 876,230 | |||||||||||
Production | 38,329 | 36,316 | 78,709 | 79,724 | |||||||||||
Exploration | 876 | 1,857 | 1,799 | 2,864 | |||||||||||
Selling, general and administrative | 43,341 | 86,208 | 78,279 | 135,186 | |||||||||||
Depreciation and depletion | 323,096 | 372,413 | 680,622 | 763,526 | |||||||||||
Amortization of intangible assets | 7,477 | 10,342 | 14,955 | 20,684 | |||||||||||
Loss on sale/exchange of long-lived assets | 49,207 | — | 98,059 | — | |||||||||||
Impairment and expiration of leases | 41,279 | 48,584 | 95,047 | 78,118 | |||||||||||
Transaction, proxy and reorganization | 4,745 | 21,518 | 4,745 | 25,607 | |||||||||||
Total operating expenses | 913,986 | 1,014,222 | 1,897,685 | 1,981,939 | |||||||||||
Operating (loss) income | (386,912) | 296,030 | (263,554) | 471,486 | |||||||||||
Gain on Equitrans Share Exchange | — | — | (187,223) | — | |||||||||||
(Gain) loss on investment in Equitrans Midstream | (82,983) | 104,741 | 307,645 | 15,686 | |||||||||||
Dividend and other income | (3,590) | (23,645) | (28,304) | (44,632) | |||||||||||
Loss on debt extinguishment | 353 | — | 16,963 | — | |||||||||||
Interest expense | 65,386 | 50,503 | 127,760 | 107,076 | |||||||||||
(Loss) income before income taxes | (366,078) | 164,431 | (500,395) | 393,356 | |||||||||||
Income tax (benefit) expense | (103,003) | 38,865 | (70,181) | 77,099 | |||||||||||
Net (loss) income | $ | (263,075) | $ | 125,566 | $ | (430,214) | $ | 316,257 | |||||||
(Loss) earnings per share of common stock: | |||||||||||||||
Basic: | |||||||||||||||
Weighted average common stock outstanding | 255,524 | 255,099 | 255,477 | 254,975 | |||||||||||
Net (loss) income | $ | (1.03) | $ | 0.49 | $ | (1.68) | $ | 1.24 | |||||||
Diluted: | |||||||||||||||
Weighted average common stock outstanding | 255,524 | 255,223 | 255,477 | 255,211 | |||||||||||
Net (loss) income | $ | (1.03) | $ | 0.49 | $ | (1.68) | $ | 1.24 |
EQT CORPORATION AND SUBSIDIARIES
PRICE RECONCILIATION
Three Months Ended | Six Months Ended | ||||||||||||||
2020 | 2019 | 2020 | 2019 | ||||||||||||
(Thousands, unless noted) | |||||||||||||||
NATURAL GAS | |||||||||||||||
Sales volume (MMcf) | 325,248 | 351,211 | 694,990 | 714,928 | |||||||||||
NYMEX price ($/MMBtu) (a) | $ | 1.71 | $ | 2.64 | $ | 1.84 | $ | 2.90 | |||||||
Btu uplift | 0.09 | 0.12 | 0.09 | 0.14 | |||||||||||
Natural gas price ($/Mcf) | $ | 1.80 | $ | 2.76 | $ | 1.93 | $ | 3.04 | |||||||
Basis ($/Mcf) (b) | $ | (0.36) | $ | (0.36) | $ | (0.29) | $ | (0.20) | |||||||
Cash settled basis swaps (not designated as hedges) ($/Mcf) | (0.02) | (0.05) | 0.02 | (0.08) | |||||||||||
Average differential, including cash settled basis swaps ($/Mcf) | $ | (0.38) | $ | (0.41) | $ | (0.27) | $ | (0.28) | |||||||
Average adjusted price ($/Mcf) | $ | 1.42 | $ | 2.35 | $ | 1.66 | $ | 2.76 | |||||||
Cash settled derivatives (not designated as hedges) ($/Mcf) | 1.00 | 0.20 | 0.79 | 0.07 | |||||||||||
Average natural gas price, including cash settled derivatives ($/Mcf) | $ | 2.42 | $ | 2.55 | $ | 2.45 | $ | 2.83 | |||||||
Natural gas sales, including cash settled derivatives | $ | 786,595 | $ | 896,441 | $ | 1,702,006 | $ | 2,025,642 | |||||||
LIQUIDS | |||||||||||||||
Natural gas liquids (NGLs), excluding ethane: | |||||||||||||||
Sales volume (MMcfe) (c) | 10,572 | 11,201 | 21,392 | 23,750 | |||||||||||
Sales volume (Mbbl) | 1,762 | 1,867 | 3,565 | 3,958 | |||||||||||
Price ($/Bbl) | $ | 13.52 | $ | 21.15 | $ | 16.08 | $ | 25.75 | |||||||
Cash settled derivatives (not designated as hedges) ($/Bbl) | (0.52) | 2.86 | (0.26) | 2.22 | |||||||||||
Average NGLs price, including cash settled derivatives ($/Bbl) | $ | 13.00 | $ | 24.01 | $ | 15.82 | $ | 27.97 | |||||||
NGLs sales | $ | 22,910 | $ | 44,821 | $ | 56,421 | $ | 110,724 | |||||||
Ethane: | |||||||||||||||
Sales volume (MMcfe) (c) | 8,769 | 6,455 | 12,098 | 12,393 | |||||||||||
Sales volume (Mbbl) | 1,461 | 1,076 | 2,016 | 2,066 | |||||||||||
Price ($/Bbl) | $ | 3.38 | $ | 6.54 | $ | 3.56 | $ | 6.87 | |||||||
Ethane sales | $ | 4,941 | $ | 7,038 | $ | 7,186 | $ | 14,190 | |||||||
Oil: | |||||||||||||||
Sales volume (MMcfe) (c) | 1,058 | 1,247 | 2,237 | 2,513 | |||||||||||
Sales volume (Mbbl) | 176 | 208 | 373 | 419 | |||||||||||
Price ($/Bbl) | $ | 10.17 | $ | 48.78 | $ | 21.48 | $ | 43.69 | |||||||
Oil sales | $ | 1,795 | $ | 10,140 | $ | 8,010 | $ | 18,300 | |||||||
Total liquids sales volume (MMcfe) (c) | 20,399 | 18,903 | 35,727 | 38,656 | |||||||||||
Total liquids sales volume (Mbbl) | 3,399 | 3,151 | 5,954 | 6,443 | |||||||||||
Total liquids sales | $ | 29,646 | $ | 61,999 | $ | 71,617 | $ | 143,214 | |||||||
TOTAL | |||||||||||||||
Total natural gas and liquids sales, including cash settled derivatives (d) | $ | 816,241 | $ | 958,440 | $ | 1,773,623 | $ | 2,168,856 | |||||||
Total sales volume (MMcfe) | 345,647 | 370,114 | 730,717 | 753,584 | |||||||||||
Average realized price ($/Mcfe) | $ | 2.36 | $ | 2.59 | $ | 2.43 | $ | 2.88 | |||||||
(a) | The Company's volume weighted NYMEX natural gas price (actual average NYMEX natural gas price ($/MMBtu)) was $1.72 and $2.64 for the three months ended June 30, 2020 and 2019, respectively, and $1.83 and $2.89 for the six months ended June 30, 2020 and 2019, respectively. |
(b) | Basis represents the difference between the ultimate sales price for natural gas and the NYMEX natural gas price. |
(c) | NGLs, ethane and oil were converted to Mcfe at the rate of six Mcfe per barrel. |
(d) | Also referred to in this report as adjusted operating revenues, a non-GAAP supplemental financial measure. |
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SOURCE EQT Corporation
PITTSBURGH, July 13, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) will host a conference call with security analysts on Monday, July 27, 2020, beginning at 10:30 a.m. ET
Topics of the teleconference will include financial and operational results, and other matters, with respect to the second quarter 2020. A brief Q&A session for security analysts will immediately follow the discussion. EQT plans to issue its financial and operating results prior to the market opening on the same day.
To access the live audio webcast of the conference call, visit EQT's investor relations website at ir.eqt.com. A replay will also be available via EQT's investor relations website for seven days following the live call.
Investor Contact:
Andrew Breese – Director, Investor Relations
412.395.2555
ABreese@eqt.com
About EQT Corporation
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do.
Visit EQT Corporation at www.EQT.com; and to learn more about EQT's sustainability efforts, please visit csr.eqt.com.
EQT Management speaks to investors from time to time and the analyst presentation for these discussions, which is updated periodically, is available via the Company's investor relations website at ir.eqt.com.
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SOURCE EQT Corporation
PITTSBURGH, May 26, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) today announced that it has closed a transaction to sell certain non-strategic assets and implemented a strategic volume curtailment program.
Asset Sale:
EQT has closed a transaction to sell certain non-strategic assets located in Pennsylvania and West Virginia to Diversified Gas and Oil PLC, for an aggregate purchase price of $125 million in cash, subject to customary closing adjustments. The transaction includes potential contingent consideration of up to an additional $20 million, payable based on certain future commodity price targets. Additionally, the transaction relieves EQT of approximately $47 million in asset retirement obligations and other liabilities associated with the assets. Proceeds from the sale have been used to pay down EQT's term loan due 2021.
Asset Description:
President and CEO Toby Rice stated: "The closing of this non-strategic asset sale demonstrates our commitment to improving the balance sheet and reducing debt. These assets sit outside our core focus area and the divestment will enable a heightened focus on our core asset portfolio. Additionally, the transaction relieves EQT of the higher relative operating costs and substantial asset retirement obligations associated with these assets and will improve our financial standing."
Strategic Volume Curtailment:
On May 14, 2020, EQT made the strategic decision to temporarily curtail approximately 1.4 Bcfe per day of gross production, equivalent to approximately 1.0 Bcfe per day of net production, beginning on May 16, 2020. The Company believes these actions to be value accretive, as the deferred production will be monetized at a higher forward commodity price. The duration of the curtailment will be subject to commodity price movements, relationships and resulting economics, and could potentially continue through the end of the second quarter 2020.
Assuming production remains curtailed at this level through June 30, 2020, EQT would expect its second quarter 2020 total sales volumes to be 315 – 335 Bcfe, approximately 45 Bcfe lower than its previously announced guidance range of 360 – 380 Bcfe. The Company reiterates its second quarter 2020 average differential guidance of $(0.45) – $(0.25) per Mcf. Due to the fixed cost nature of certain operating costs, second quarter 2020 total per unit operating costs are expected to be at the high-end of the Company's full-year guidance range of $1.34 – $1.46 per Mcfe.
EQT expects no changes to its full-year 2020 guidance and reiterates its previously announced full-year 2020 production and financial guidance.
About EQT Corporation:
EQT Corporation is a leading independent natural gas production company with operations focused in the cores of the Marcellus and Utica Shales in the Appalachian Basin. We are dedicated to responsibly developing our world-class asset base and being the operator of choice for our stakeholders. By leveraging a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable and low-cost energy. We have a longstanding commitment to the safety of our employees, contractors, and communities, and to the reduction of our overall environmental footprint. Our values are evident in the way we operate and in how we interact each day – trust, teamwork, heart, and evolution are at the center of all we do.
Visit EQT Corporation at https://www.EQT.com; and to learn more about EQT's sustainability efforts, please visit https://csr.eqt.com
Cautionary Statements
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include the expectations of plans, strategies, objectives and growth and anticipated financial and operational performance of EQT and its subsidiaries (collectively, the Company), including guidance regarding the Company's strategy to develop its reserves; projected production and sales volume and growth rates (including liquids sales volume and growth rates); projected operating costs and average differential; the anticipated benefits resulting from the sale of certain of the Company's assets to Diversified Gas and Oil PLC, including the projected relief from liabilities by the Company, the anticipated total proceeds from such sale and the use of such proceeds; projected curtailments in production and the duration of such curtailments and the anticipated financial benefits of implementing such curtailments; the Company's expectations regarding forward commodity prices; and the Company's liquidity, funding sources and availability. The forward-looking statements included in this new release involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control and which include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, natural gas liquids and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; uncertainties related to the severity, magnitude and duration of the COVID-19 pandemic; and disruptions to the Company's business due to acquisitions and other significant transaction. These and other risks and uncertainties are described under Item 1A, "Risk Factors," of the Company's Form 10-K for the year ended December 31, 2019 as filed with the SEC, as updated by any subsequent Form 10-Qs, and in the other documents the Company files from time to time with the SEC.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company does not intend to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
Analyst inquiries please contact:
Andrew Breese - Director, Investor Relations
ABreese@eqt.com
412.395.2555
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SOURCE EQT Corporation
PITTSBURGH, May 7, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) today announced financial and operational performance results for the first quarter 2020.
First Quarter Highlights:
Post Quarter Highlights:
President and CEO Toby Rice stated, "Our team continues to deliver results that validate the transformation strategy set in motion in July 2019. Our first quarter results represent an acceleration towards achieving the well cost targets that underpinned our campaign last year, as we delivered more volumes for significantly less capital and benefited from improved operating costs. Proving out our thesis on the operational front has also allowed us to generate value for our stakeholders on the strategic front, both through negotiating a successful gas gathering arrangement with Equitrans Midstream and by de-risking our near-term maturities.
Rice continued, "Looking forward, our focus will continue to be on the execution of our plan to further enhance our balance sheet and cost structure. We are excited about having addressed the legacy governors on our business in time to capitalize on an improving natural gas macro, allowing us to optimize our deleveraging strategy in a manner that enhances long-term shareholder value."
FIRST QUARTER 2020 FINANCIAL AND OPERATIONAL PERFORMANCE
Three Months Ended March 31, | |||||||||||
($ millions, except average realized price and EPS) | 2020 | 2019 | Change | ||||||||
Total sales volume (Bcfe) | 385 | 383 | 2 | ||||||||
Average realized price ($/Mcfe) | $ | 2.49 | $ | 3.16 | $ | (0.67) | |||||
Net (loss) income | $ | (167) | $ | 191 | $ | (358) | |||||
Adjusted net income (1) | $ | 36 | $ | 212 | $ | (176) | |||||
Adjusted EBITDA (1) | $ | 468 | $ | 710 | $ | (242) | |||||
Diluted earnings per share (EPS) | $ | (0.65) | $ | 0.75 | $ | (1.40) | |||||
Adjusted EPS (1) | $ | 0.14 | $ | 0.83 | $ | (0.69) | |||||
Net cash provided by operating activities | $ | 500 | $ | 871 | $ | (371) | |||||
Capital expenditures | $ | 262 | $ | 476 | $ | (214) | |||||
Free cash flow (1) | $ | 251 | $ | 171 | $ | 80 |
(1) A non-GAAP financial measure. See the Non-GAAP Disclosures section of this news release for the definition of, and other important information regarding, this non-GAAP financial measure. |
Net loss for the three months ended March 31, 2020 was $167 million, $0.65 per diluted share, compared to net income for the same period in 2019 of $191 million, $0.75 per diluted share. The decrease was attributable primarily to the loss on investment in Equitrans Midstream Corporation (Equitrans Midstream), the loss on exchange of long-lived assets, decreased operating revenues, increased impairment and expiration of leases and the loss on debt extinguishment, partly offset by a gain recognized on the agreements signed with Equitrans Midstream during the quarter and decreased depreciation and depletion and selling, general and administrative expenses.
Compared to the same quarter last year, average realized price was 21% lower at $2.49 per Mcfe, due to lower NYMEX prices and lower liquids prices, partly offset by higher cash settled derivatives.
Net cash provided by operating activities decreased by $371 million and free cash flow increased by $80 million compared to the same quarter last year. Free cash flow was positively impacted by $95 million of accrued income tax refunds as a result of the Coronavirus Aid, Relief and Economic Security Act (the CARES Act) which was passed on March 27, 2020 by the U.S. Congress and accelerated the Company's ability to claim federal refunds of alternative minimum tax credits. In addition, free cash flow increased as a result of lower capital expenditures, partly offset by the 21% lower average realized price.
Per Unit Operating Costs
The following presents certain of the Company's production-related operating costs on a per unit basis.
Three Months Ended | |||||||
Per Unit ($/Mcfe) | 2020 | 2019 | |||||
Gathering | $ | 0.68 | $ | 0.69 | |||
Transmission | 0.38 | 0.37 | |||||
Processing | 0.08 | 0.08 | |||||
Lease operating expense (LOE), excluding production taxes | 0.07 | 0.06 | |||||
Production taxes | 0.03 | 0.05 | |||||
SG&A | 0.09 | 0.13 | |||||
Total per unit operating costs | $ | 1.33 | $ | 1.38 | |||
Production depletion | $ | 0.92 | $ | 1.01 | |||
Adjusted SG&A per unit (a) | $ | 0.09 | $ | 0.11 |
(a) A non-GAAP financial measure. See the Non-GAAP Disclosures section of this news release for the definition of, and other important information regarding, this non-GAAP financial measure. |
Liquidity
As of March 31, 2020, the Company had no credit facility borrowings and $0.7 billion of letters of credit outstanding under its $2.5 billion credit facility and $0.8 billion in borrowings under its unsecured term loan facility. As of March 31, 2020, total debt was $5,037 million and net debt (1) was $5,018 million compared to $5,293 million and $5,288 million, respectively, as of December 31, 2019.
Pursuant to the Company's updated deleveraging plan, the Company anticipates that it will have sufficient funds to repay its debt maturing in 2021 by the end of 2020, through a combination of $125 million of projected proceeds from the sale of certain non-core assets which are currently in advanced negotiations, proceeds from the monetization of its remaining equity interest in Equitrans Midstream, expected income tax refunds of approximately $390 million and free cash flow generation. Until leverage targets are achieved, all free cash flow and divestiture proceeds are expected to be used to reduce the Company's debt.
As of May 1, 2020, the Company had sufficient unused borrowing capacity under its credit facility, net of letters of credit, to satisfy any collateral requests that its counterparties would be permitted to seek. As of May 1, 2020, such amounts could be up to approximately $1.1 billion, inclusive of assurances posted of approximately $0.9 billion in the aggregate.
OPERATIONAL UPDATE
The energy industry is currently experiencing two significant external stimuli, COVID-19 and the OPEC oil price war, that are impacting both day-to-day operations and the macro environment. To date, the Company has experienced limited operational impacts as a result of the COVID-19 work from home restrictions or COVID-19 directly. Similarly, the Company expects to have limited direct operational impacts from the OPEC oil price war. The oversupply of oil and NGLs resulting from the demand destruction attributable to COVID-19 is anticipated by some market participants to result in a lack of storage capacity and ultimately the shutting in of certain of the industry's oil and NGLs production. The Company has limited direct oil and NGLs exposure, with approximately 95% of its production being natural gas.
During the first quarter 2020, the Company continued to deliver results that validate the transformation strategy set in motion in July 2019. The management team's acute focus on cost performance, schedule design, well design and operational cadence, has accelerated the path towards delivering on its Pennsylvania Marcellus well cost target of $730 per foot. During the first quarter, well costs in the Company's Pennsylvania Marcellus operations averaged $745 per foot, a 7% improvement over prior quarter well costs of $800 per foot.
By continuing to leverage its digital work environment to turn business insights into value enhancing actions, and keeping at the forefront of science and innovation, the Company will continue driving incremental financial and operational efficiencies to become the clear low-cost operator of choice.
Wells Drilled (SPUD) | |||||||||||||||||
PA Marcellus | WV Marcellus | OH Utica | |||||||||||||||
1Q20A | 2Q20E | FY20E | 1Q20A | 2Q20E | FY20E | 1Q20A | 2Q20E | FY20E | |||||||||
Net Wells | 21 | 22 | 75 | — | — | 21 | 1 | 1 | 2 | ||||||||
Net Avg. Lateral (ft.) | 12,510 | 12,590 | 12,660 | — | — | 11,670 | 14,760 | 12,810 | 13,890 | ||||||||
Wells Horizontally Drilled | |||||||||||||||||
PA Marcellus | WV Marcellus | OH Utica | |||||||||||||||
1Q20A | 2Q20E | FY20E | 1Q20A | 2Q20E | FY20E | 1Q20A | 2Q20E | FY20E | |||||||||
Net Wells | 19 | 17 | 74 | — | — | 9 | 3 | 2 | 6 | ||||||||
Net Avg. Lateral (ft.) | 10,810 | 11,710 | 12,200 | — | — | 10,030 | 12,290 | 12,540 | 12,350 | ||||||||
Wells Completed (Frac) | |||||||||||||||||
PA Marcellus | WV Marcellus | OH Utica | |||||||||||||||
1Q20A | 2Q20E | FY20E | 1Q20A | 2Q20E | FY20E | 1Q20A | 2Q20E | FY20E | |||||||||
Net Wells | 13 | 24 | 68 | — | 3 | 6 | — | 7 | 10 | ||||||||
Net Avg. Lateral (ft.) | 11,050 | 11,020 | 11,600 | — | 4,280 | 6,020 | — | 10,460 | 10,820 | ||||||||
Wells Turned-in-Line (TIL) | |||||||||||||||||
PA Marcellus | WV Marcellus | OH Utica | |||||||||||||||
1Q20A | 2Q20E | FY20E | 1Q20A | 2Q20E | FY20E | 1Q20A | 2Q20E | FY20E | |||||||||
Net Wells | 27 | 20 | 83 | 4 | 3 | 7 | — | 6 | 10 | ||||||||
Net Avg. Lateral (ft.) | 11,620 | 10,500 | 11,390 | 10,390 | 4,280 | 7,770 | — | 8,960 | 9,950 |
2020 GUIDANCE
Production | Q2 2020 | Full-Year 2020 | ||
Total sales volume (Bcfe) | 360 - 380 | 1,450 - 1,500 | ||
Liquids sales volume, excluding ethane (Mbbls) | 1,675 - 1,775 | 7,300 - 7,400 | ||
Ethane sales volume (Mbbls) | 1,225 - 1,325 | 4,400 - 4,500 | ||
Total liquids sales volume (Mbbls) | 2,900 - 3,100 | 11,700 - 11,900 | ||
Btu uplift (MMbtu / Mcf) | 1.045 - 1.055 | |||
Average differential ($ / Mcf) | $(0.45) - $(0.25) | $(0.40) - $(0.20) | ||
Resource Counts | ||||
Top-hole Rigs | 2 - 3 | |||
Horizontal Rigs | 3 - 4 | |||
Frac Crews | 3 - 4 | |||
Operating Costs ($ / Mcfe) | ||||
Gathering (a) | $0.71 - $0.73 | |||
Transmission (a) | $0.37 - $0.39 | |||
Processing | $0.07 - $0.09 | |||
LOE, excluding production taxes | $0.07 - $0.09 | |||
Production taxes | $0.03 - $0.05 | |||
SG&A | $0.09 - $0.11 | |||
Total per unit operating costs | $1.34 - $1.46 | |||
Interest expense | $0.16 - $0.18 | |||
Financial ($ Billions) | ||||
Adjusted EBITDA (b) | $1.475 - $1.575 | |||
Adjusted operating cash flow (b) | $1.325 - $1.425 | |||
Capital expenditures | $1.075 - $1.175 | |||
Free cash flow (b) | $0.225 - $0.325 |
Based on NYMEX natural gas price of $2.17 per MMbtu as of April 30,2020. |
(a) Certain in-basin transportation expenses previously recorded in Transmission have been reclassified to Gathering to provide additional clarity into costs associated with transporting EQT's gas outside of the Appalachian Basin and to align with the reporting of such expenses in EQT's financial statement disclosures. |
(b) Non-GAAP financial measure. See the Non-GAAP Disclosures section for the definition of, and other important information regarding, the non-GAAP financial measures included in this news release, including reasons why EQT is unable to provide a projection of its 2020 net cash provided by operating activities, the most comparable financial measure calculated in accordance with GAAP, to projected adjusted operating cash flow and free cash flow, or a projection of its 2020 net income, the most comparable financial measure calculated in accordance with GAAP, to projected adjusted EBITDA. |
First Quarter 2020 Earnings Webcast Information
The Company's conference call with securities analysts begins at 10:30 a.m. ET today and will be broadcast live via the Company's web site at www.eqt.com and on the investor information page of the Company's web site at ir.eqt.com, with a replay available for seven days following the call.
HEDGING (as of May 1, 2020)
The Company's total natural gas production NYMEX hedge positions are:
2020 (a) | 2021 | 2022 | 2023 | 2024 | ||||||||||||||||
Swaps: | ||||||||||||||||||||
Volume (MMDth) | 852 | 466 | — | 2 | 2 | |||||||||||||||
Average Price ($/Dth) | $ | 2.74 | $ | 2.50 | $ | — | $ | 2.67 | $ | 2.67 | ||||||||||
Calls – Net Short: | ||||||||||||||||||||
Volume (MMDth) | 324 | 286 | 186 | 77 | 15 | |||||||||||||||
Average Short Strike Price ($/Dth) | $ | 2.89 | $ | 2.80 | $ | 2.78 | $ | 2.96 | $ | 3.11 | ||||||||||
Puts – Net Long: | ||||||||||||||||||||
Volume (MMDth) | 119 | 57 | 135 | 69 | 15 | |||||||||||||||
Average Long Strike Price ($/Dth) | $ | 2.28 | $ | 2.38 | $ | 2.35 | $ | 2.40 | $ | 2.45 | ||||||||||
Fixed Price Sales (b): | ||||||||||||||||||||
Volume (MMDth) | 7 | 72 | 3 | 3 | — | |||||||||||||||
Average Price ($/Dth) | $ | 2.64 | $ | 2.50 | $ | 2.52 | $ | 2.38 | $ | — |
(a) | April 1 - December 31, 2020. |
(b) | The difference between the fixed price and NYMEX price is included in average differential presented in the Company's price reconciliation. |
For 2020 (April 1 - December 31), 2021, 2022, 2023 and 2024, the Company has natural gas sales agreements for approximately 10 MMDth, 18 MMDth, 18 MMDth, 88 MMDth and 11 MMDth, respectively, that include average NYMEX ceiling prices of $3.68, $3.17, $3.17, $2.84 and $3.21, respectively. The Company has also entered into derivative instruments to hedge basis. The Company may use other contractual agreements from time to time to implement its commodity hedging strategy.
NON-GAAP DISCLOSURES
Adjusted Net Income and Adjusted Earnings per Diluted Share (Adjusted EPS)
Adjusted net income is defined as net (loss) income, excluding impairments, proxy, transaction and reorganization costs, the revenue impact of changes in the fair value of derivative instruments prior to settlement and certain other items that impact comparability between periods. Adjusted EPS is defined as adjusted net income divided by diluted weighted average common shares outstanding. Adjusted net income and adjusted EPS are non-GAAP supplemental financial measures used by the Company's management to evaluate period-over-period earnings trends. The Company's management believes that these measures provide useful information to external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies. Management uses adjusted net income and adjusted EPS to evaluate earnings trends because the measures reflect only the impact of settled derivative contracts; thus, the measures exclude the often-volatile revenue impact of changes in the fair value of derivative instruments prior to settlement. These measures also exclude other items that affect the comparability of results or that are not indicative of trends in the ongoing business. Adjusted net income and adjusted EPS should not be considered as alternatives to net (loss) income or diluted EPS presented in accordance with GAAP.
The table below reconciles adjusted net income and adjusted EPS with net (loss) income and diluted EPS, respectively, the most comparable financial measures calculated in accordance with GAAP, each as derived from the Statements of Condensed Consolidated Operations to be included in the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020.
Three Months Ended | |||||||
2020 | 2019 | ||||||
(Thousands, except per share information) | |||||||
Net (loss) income | $ | (167,139) | $ | 190,691 | |||
Add (deduct): | |||||||
Loss on exchange of long-lived assets | 48,852 | — | |||||
Impairment and expiration of leases | 53,768 | 29,534 | |||||
Proxy, transaction and reorganization | — | 4,089 | |||||
(Gain) loss on derivatives not designated as hedges | (389,436) | 131,996 | |||||
Net cash settlements received (paid) on derivatives not designated as hedges | 245,736 | (63,634) | |||||
Premiums (paid) received for derivatives that settled during the period | (3,555) | 2,437 | |||||
Litigation expense | — | 8,000 | |||||
Gain on Equitrans Share Exchange | (187,223) | — | |||||
Loss (gain) on investment in Equitrans Midstream Corporation | 390,628 | (89,055) | |||||
Loss on debt extinguishment | 16,610 | — | |||||
Tax impact of non-GAAP items (a) | 27,652 | (2,185) | |||||
Adjusted net income | $ | 35,893 | $ | 211,873 | |||
Diluted weighted average common shares outstanding | 255,435 | 255,226 | |||||
Diluted EPS | $ | (0.65) | $ | 0.75 | |||
Adjusted EPS | $ | 0.14 | $ | 0.83 |
(a) | The tax impact of non-GAAP items represents the incremental tax benefit (expense) that would have been incurred had these items been excluded from net (loss) income, which resulted in blended tax rates of (15.8%) and 9.4% for the three months ended March 31, 2020 and 2019, respectively. The 2020 rate differs from the Company's statutory tax rate due primarily to valuation allowances provided against federal and state deferred tax assets for additional unrealized losses on the Company's investment in Equitrans Midstream Corporation that, if sold, would result in capital losses. |
Adjusted EBITDA
Adjusted EBITDA is defined as net (loss) income, excluding interest expense, income tax expense, depreciation and depletion, amortization of intangible assets, impairments, proxy, transaction and reorganization costs, the revenue impact of changes in the fair value of derivative instruments prior to settlement and certain other items that impact comparability between periods. Adjusted EBITDA is a non-GAAP supplemental financial measure used by the Company's management to evaluate period-over-period earnings trends. The Company's management believes that this measure provides useful information to external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies. Management uses adjusted EBITDA to evaluate earnings trends because the measure reflects only the impact of settled derivative contracts; thus, the measure excludes the often-volatile revenue impact of changes in the fair value of derivative instruments prior to settlement. The measure also excludes other items that affect the comparability of results or that are not indicative of trends in the ongoing business. Adjusted EBITDA should not be considered as an alternative to net (loss) income presented in accordance with GAAP.
The table below reconciles adjusted EBITDA with net (loss) income, the most comparable financial measure as calculated in accordance with GAAP, as reported in the Statements of Condensed Consolidated Operations to be included in the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020.
Three Months Ended | |||||||
2020 | 2019 | ||||||
(Thousands) | |||||||
Net (loss) income | $ | (167,139) | $ | 190,691 | |||
Add (deduct): | |||||||
Interest expense | 62,374 | 56,573 | |||||
Income tax expense | 32,822 | 38,234 | |||||
Depreciation and depletion | 357,526 | 391,113 | |||||
Amortization of intangible assets | 7,478 | 10,342 | |||||
Loss on exchange of long-lived assets | 48,852 | — | |||||
Impairment and expiration of leases | 53,768 | 29,534 | |||||
Proxy, transaction and reorganization | — | 4,089 | |||||
(Gain) loss on derivatives not designated as hedges | (389,436) | 131,996 | |||||
Net cash settlements received (paid) on derivatives not designated as hedges | 245,736 | (63,634) | |||||
Premiums (paid) received for derivatives that settled during the period | (3,555) | 2,437 | |||||
Litigation expense | — | 8,000 | |||||
Gain on Equitrans Share Exchange | (187,223) | — | |||||
Loss (gain) on investment in Equitrans Midstream Corporation | 390,628 | (89,055) | |||||
Loss on debt extinguishment | 16,610 | — | |||||
Adjusted EBITDA | $ | 468,441 | $ | 710,320 |
The Company has not provided projected net income (loss) or a reconciliation of projected adjusted EBITDA to projected net income (loss), the most comparable financial measure calculated in accordance with GAAP. Net (loss) income includes the impact of depreciation and depletion expense, income tax expense, the revenue impact of changes in the projected fair value of derivative instruments prior to settlement and certain other items that impact comparability between periods and the tax effect of such items, which may be significant and difficult to project with a reasonable degree of accuracy. Therefore, projected net income (loss), and a reconciliation of projected adjusted EBITDA to projected net income (loss), are not available without unreasonable effort.
Adjusted Operating Cash Flow and Free Cash Flow
Adjusted operating cash flow is defined as net cash provided by operating activities less changes in other assets and liabilities. Free cash flow is defined as adjusted operating cash flow less accrual-based capital expenditures. Adjusted operating cash flow and free cash flow are non-GAAP supplemental financial measures used by the Company's management to assess liquidity, including the Company's ability to generate cash flow in excess of its capital requirements and return cash to shareholders. The Company's management believes that these measures provide useful information to external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies. Adjusted operating cash flow and free cash flow should not be considered as alternatives to net cash provided by operating activities or any other measure of liquidity presented in accordance with GAAP.
The table below reconciles adjusted operating cash flow and free cash flow with net cash provided by operating activities, the most comparable financial measure calculated in accordance with GAAP, as derived from the Statements of Condensed Consolidated Cash Flows to be included in the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020.
Three Months Ended | |||||||
2020 | 2019 | ||||||
(Thousands) | |||||||
Net cash provided by operating activities | $ | 500,262 | $ | 871,287 | |||
Decrease (increase) in changes in other assets and liabilities | 12,385 | (223,934) | |||||
Adjusted operating cash flow | $ | 512,647 | $ | 647,353 | |||
Less: capital expenditures | 262,132 | 476,022 | |||||
Free cash flow | $ | 250,515 | $ | 171,331 |
The Company has not provided projected net cash provided by operating activities or reconciliations of projected adjusted operating cash flow and free cash flow to projected net cash provided by operating activities, the most comparable financial measure calculated in accordance with GAAP. The Company is unable to project net cash provided by operating activities for any future period because this metric includes the impact of changes in operating assets and liabilities related to the timing of cash receipts and disbursements that may not relate to the period in which the operating activities occurred. The Company is unable to project these timing differences with any reasonable degree of accuracy without unreasonable efforts such as predicting the timing of its payments and its customers' payments, with accuracy to a specific day, months in advance. Furthermore, the Company does not provide guidance with respect to its average realized price, among other items, that impact reconciling items between net cash provided by operating activities and adjusted operating cash flow and free cash flow, as applicable. Natural gas prices are volatile and out of the Company's control, and the timing of transactions and the income tax effects of future transactions and other items are difficult to accurately predict. Therefore, the Company is unable to provide projected net cash provided by operating activities, or the related reconciliations of projected adjusted operating cash flow and free cash flow to projected net cash provided by operating activities, without unreasonable effort.
Adjusted Operating Revenues
Adjusted operating revenues is defined as total operating revenues, less the revenue impact of changes in the fair value of derivative instruments prior to settlement and net marketing services and other revenues. Adjusted operating revenues (also referred to as total natural gas & liquids sales, including cash settled derivatives) is a non-GAAP supplemental financial measure used by the Company's management to evaluate period-over-period earnings trends. The Company's management believes that this measure provides useful information to external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies. Management uses adjusted operating revenues to evaluate earnings trends because the measure reflects only the impact of settled derivative contracts; thus, the measure excludes the often-volatile revenue impact of changes in the fair value of derivative instruments prior to settlement. The measure also excludes net marketing services and other revenues because it is unrelated to the revenue for the Company's natural gas and liquids production. Adjusted operating revenues should not be considered as an alternative to total operating revenues presented in accordance with GAAP.
The table below reconciles adjusted operating revenues to total operating revenue, the most comparable financial measure calculated in accordance with GAAP, as reported in the Statements of Condensed Consolidated Operations to be included in the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020.
Three Months Ended | |||||||
2020 | 2019 | ||||||
(Thousands, unless noted) | |||||||
Total operating revenues | $ | 1,107,057 | $ | 1,143,173 | |||
Add (deduct): | |||||||
(Gain) loss on derivatives not designated as hedges | (389,436) | 131,996 | |||||
Net cash settlements received (paid) on derivatives not designated as hedges | 245,736 | (63,634) | |||||
Premiums (paid) received for derivatives that settled during the period | (3,555) | 2,437 | |||||
Net marketing services and other | (2,420) | (3,556) | |||||
Adjusted operating revenues | $ | 957,382 | $ | 1,210,416 | |||
Total sales volume (MMcfe) | 385,070 | 383,470 | |||||
Average realized price ($/Mcfe) | $ | 2.49 | $ | 3.16 |
Adjusted SG&A Per Unit
Adjusted SG&A per unit is defined as SG&A less litigation expense, divided by total sales volumes. Adjusted SG&A per unit is a non-GAAP supplemental financial measure used by the Company's management to evaluate period-over-period earnings trends. The Company's management believes that this measure provides useful information to external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies. Management uses adjusted SG&A per unit to evaluate earnings trends because the measure excludes items that affect the comparability of results or that are not indicative of trends in the ongoing business. Adjusted SG&A per unit should not be considered as an alternative to SG&A presented in accordance with GAAP.
The table below reconciles adjusted SG&A per unit with SG&A, the most comparable financial measure calculated in accordance with GAAP, as derived from the Statements of Condensed Consolidated Operations to be included in the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020.
Three Months Ended | |||||||
2020 | 2019 | ||||||
(Thousands, unless noted) | |||||||
Selling, general and administrative | $ | 34,938 | $ | 48,978 | |||
Less: Litigation expense | — | 8,000 | |||||
Adjusted SG&A | $ | 34,938 | $ | 40,978 | |||
Total sales volume (MMcfe) | 385,070 | 383,470 | |||||
Adjusted SG&A per unit ($/Mcfe) | $ | 0.09 | $ | 0.11 |
Net Debt
Net debt is defined as total debt less cash and cash equivalents. Total debt includes the Company's current portion of debt, credit facility borrowings, term loan borrowings, senior notes and note payable to EQM Midstream Partners, LP. Net debt is a non-GAAP supplemental financial measure used by the Company's management to evaluate leverage since the Company could choose to use its cash and cash equivalents to retire debt. The Company's management believes that this measure provides useful information to external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies. Net debt should not be considered as an alternative to total debt presented in accordance with GAAP.
The table below reconciles net debt with total debt, the most comparable financial measure calculated in accordance with GAAP, as derived from the Statements of Condensed Consolidated Balance Sheets to be included in the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020.
March 31, 2020 | December 31, 2019 | ||||||
(Thousands) | |||||||
Current portion of debt | $ | 16,256 | $ | 16,204 | |||
Credit facility borrowings | — | 294,000 | |||||
Term loan facility borrowings | 799,574 | 999,353 | |||||
Senior notes | 4,117,256 | 3,878,366 | |||||
Note payable to EQM Midstream Partners, LP | 103,778 | 105,056 | |||||
Total debt | 5,036,864 | 5,292,979 | |||||
Less: Cash and cash equivalents | 18,651 | 4,596 | |||||
Net debt | $ | 5,018,213 | $ | 5,288,383 |
About EQT Corporation:
EQT Corporation is a natural gas production company with emphasis in the Appalachian Basin and operations throughout Pennsylvania, West Virginia and Ohio. With 130 years of experience and a long-standing history of good corporate citizenship, EQT is the largest producer of natural gas in the United States. As a leader in the use of advanced horizontal drilling technology, EQT is committed to minimizing the impact of drilling-related activities and reducing its overall environmental footprint. Through safe and responsible operations, EQT is helping to meet our nation's demand for clean-burning energy, while continuing to provide a rewarding workplace and support for activities that enrich the communities where its employees live and work. Visit EQT Corporation at https://www.EQT.com; and to learn more about EQT's sustainability efforts, please visit https://csr.eqt.com.
EQT Management speaks to investors from time to time and the analyst presentation for these discussions, which is updated periodically, is available via the Company's investor relationship website at https://ir.eqt.com.
Cautionary Statements
Total sales volume per day (or daily production) is an operational estimate of the daily production or sales volume on a typical day (excluding curtailments).
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include the expectations of plans, strategies, objectives and growth and anticipated financial and operational performance of EQT Corporation and its subsidiaries (collectively, the Company), including guidance regarding the Company's strategy to develop its reserves; drilling plans and programs (including the number, type, spacing, average lateral length and location of wells to be drilled or turned-in-line, the number and type of drilling rigs and, the number of frac crews); projections of wells SPUD, horizontally drilled, completed and turned-in-line; projected natural gas prices, basis and average differential; potential impacts to the Company's business and operations resulting from the COVID-19 pandemic; the effects of the COVID-19 pandemic and actions taken by the Organization of the Petroleum Exporting Countries and other allied countries (collectively known as OPEC+) as it pertains to the global supply and demand of, and prices for, natural gas, NGLs and oil; the impact of commodity prices on the Company's business; total resource potential; projected production and sales volume and growth rates (including liquids sales volume and growth rates); projected drilling and completions (D&C) costs, other well costs, unit costs and G&A expenses; projected reductions in expenses, capital costs and well costs, the projected timing of achieving such reductions and the Company's ability to achieve such reductions; infrastructure programs; the Company's ability to successfully implement and execute the executive management team's operational, organizational and technological initiatives, and achieve the anticipated results of such initiatives; the projected reduction of the Company's gathering and compression rates resulting from the Company's consolidated gas gathering and compression agreement with EQM Midstream Partners, LP, and the anticipated cost savings and other strategic benefits associated with the execution of such agreement; monetization transactions, including asset sales, joint ventures or other transactions involving the Company's assets, the timing of such monetization transactions, if at all, the projected proceeds from such monetization transactions and the Company's planned use of such proceeds; the amount and timing of any redemptions or repurchases of the Company's common stock or outstanding debt securities; the Company's ability to reduce its debt and the timing of such reductions, if any; projected free cash flow, adjusted operating cash flow, and adjusted EBITDA, liquidity and financing requirements, including funding sources and availability; the Company's ability to maintain or improve its credit ratings, leverage levels and financial profile; the Company's hedging strategy; the Company's tax position and projected effective tax rate; and the expected impact of changes in tax laws. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control. The risks and uncertainties that may affect the operations, performance and results of the Company's business and forward-looking statements include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, NGLs and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; uncertainties related to the severity, magnitude and duration of the COVID-19 pandemic; and disruptions to the Company's business due to acquisitions and other significant transactions. These and other risks are described under Item 1A, "Risk Factors," and elsewhere in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as updated by Part II, Item 1A, "Risk Factors" in the Company's subsequently filed Quarterly Reports on Form 10-Q and other documents the Company files from time to time with the Securities and Exchange Commission. In addition, the Company may be subject to currently unforeseen risks that may have a materially adverse impact on it.
Analyst inquiries please contact:
Andrew Breese
Director, Investor Relations
ABreese@eqt.com
412.395.2555
EQT CORPORATION AND SUBSIDIARIES STATEMENTS OF CONDENSED CONSOLIDATED OPERATIONS (UNAUDITED) | |||||||
Three Months Ended | |||||||
2020 | 2019 | ||||||
(Thousands, except per share amounts) | |||||||
Operating revenues: | |||||||
Sales of natural gas, natural gas liquids and oil | $ | 715,201 | $ | 1,271,613 | |||
Gain (loss) on derivatives not designated as hedges | 389,436 | (131,996) | |||||
Net marketing services and other | 2,420 | 3,556 | |||||
Total operating revenues | 1,107,057 | 1,143,173 | |||||
Operating expenses: | |||||||
Transportation and processing | 439,834 | 439,246 | |||||
Production | 40,380 | 43,408 | |||||
Exploration | 923 | 1,007 | |||||
Selling, general and administrative | 34,938 | 48,978 | |||||
Depreciation and depletion | 357,526 | 391,113 | |||||
Amortization of intangible assets | 7,478 | 10,342 | |||||
Loss on exchange of long-lived assets | 48,852 | — | |||||
Impairment and expiration of leases | 53,768 | 29,534 | |||||
Proxy, transaction and reorganization | — | 4,089 | |||||
Total operating expenses | 983,699 | 967,717 | |||||
Operating income | 123,358 | 175,456 | |||||
Gain on Equitrans Share Exchange | (187,223) | — | |||||
Loss (gain) on investment in Equitrans Midstream Corporation | 390,628 | (89,055) | |||||
Dividend and other income | (24,714) | (20,987) | |||||
Loss on debt extinguishment | 16,610 | — | |||||
Interest expense | 62,374 | 56,573 | |||||
(Loss) income before income taxes | (134,317) | 228,925 | |||||
Income tax expense | 32,822 | 38,234 | |||||
Net (loss) income | $ | (167,139) | $ | 190,691 | |||
Earnings per share of common stock: | |||||||
Basic: | |||||||
Weighted average common stock outstanding | 255,435 | 254,879 | |||||
Net (loss) income | $ | (0.65) | $ | 0.75 | |||
Diluted: | |||||||
Weighted average common stock outstanding | 255,435 | 255,226 | |||||
Net (loss) income | $ | (0.65) | $ | 0.75 |
EQT CORPORATION AND SUBSIDIARIES PRICE RECONCILIATION | |||||||
Three Months Ended | |||||||
2020 | 2019 | ||||||
(Thousands, unless noted) | |||||||
NATURAL GAS | |||||||
Sales volume (MMcf) | 369,742 | 363,717 | |||||
NYMEX price ($/MMBtu) (a) | $ | 1.95 | $ | 3.15 | |||
Btu uplift | 0.10 | 0.15 | |||||
Natural gas price ($/Mcf) | $ | 2.05 | $ | 3.30 | |||
Basis ($/Mcf) (b) | $ | (0.22) | $ | (0.02) | |||
Cash settled basis swaps (not designated as hedges) ($/Mcf) | 0.05 | (0.12) | |||||
Average differential, including cash settled basis swaps ($/Mcf) | $ | (0.17) | $ | (0.14) | |||
Average adjusted price ($/Mcf) | $ | 1.88 | $ | 3.16 | |||
Cash settled derivatives (not designated as hedges) ($/Mcf) | 0.60 | (0.06) | |||||
Average natural gas price, including cash settled derivatives ($/Mcf) | $ | 2.48 | $ | 3.10 | |||
Natural gas sales, including cash settled derivatives | $ | 915,411 | $ | 1,129,201 | |||
LIQUIDS | |||||||
Natural gas liquids (NGLs), excluding ethane: | |||||||
Sales volume (MMcfe) (c) | 10,820 | 12,549 | |||||
Sales volume (Mbbl) | 1,803 | 2,091 | |||||
Price ($/Bbl) | $ | 18.58 | $ | 29.86 | |||
Cash settled derivatives (not designated as hedges) ($/Bbl) | — | 1.65 | |||||
Average NGLs price, including cash settled derivatives ($/Bbl) | $ | 18.58 | $ | 31.51 | |||
NGLs sales | $ | 33,511 | $ | 65,903 | |||
Ethane: | |||||||
Sales volume (MMcfe) (c) | 3,329 | 5,938 | |||||
Sales volume (Mbbl) | 555 | 990 | |||||
Price ($/Bbl) | $ | 4.05 | $ | 7.23 | |||
Ethane sales | $ | 2,245 | $ | 7,152 | |||
Oil: | |||||||
Sales volume (MMcfe) (c) | 1,179 | 1,266 | |||||
Sales volume (Mbbl) | 197 | 211 | |||||
Price ($/Bbl) | $ | 31.63 | $ | 38.67 | |||
Oil sales | $ | 6,215 | $ | 8,160 | |||
Total liquids sales volume (MMcfe) (c) | 15,328 | 19,753 | |||||
Total liquids sales volume (Mbbl) | 2,555 | 3,292 | |||||
Total liquids sales | $ | 41,971 | $ | 81,215 | |||
TOTAL | |||||||
Total natural gas and liquids sales, including cash settled derivatives (d) | $ | 957,382 | $ | 1,210,416 | |||
Total sales volume (MMcfe) | 385,070 | 383,470 | |||||
Average realized price ($/Mcfe) | $ | 2.49 | $ | 3.16 |
(a) The Company's volume weighted NYMEX natural gas price (actual average NYMEX natural gas price ($/MMBtu)) was $1.95 and $3.15 for the three months ended March 31, 2020 and 2019, respectively. |
(b) Basis represents the difference between the ultimate sales price for natural gas and the NYMEX natural gas price. |
(c) NGLs, ethane and oil were converted to Mcfe at the rate of six Mcfe per barrel. |
(d) Also referred to in this report as adjusted operating revenues, a non-GAAP supplemental financial measure. |
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SOURCE EQT Corporation
PITTSBURGH, April 23, 2020 /PRNewswire/ -- EQT Corporation (the Company or EQT) (NYSE: EQT) announced today the pricing of $440 million aggregate principal amount of its 1.75% convertible senior notes due 2026 (the "notes") in a private offering (the "offering") to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). The aggregate principal amount of the offering was increased from the previously announced offering size of $350 million. EQT also granted the initial purchasers of the notes a 13-day option to purchase up to an additional $60 million aggregate principal amount of notes. The aggregate principal amount of the option was increased from the previously announced option to purchase up to an additional $52.5 million aggregate principal amount of notes. EQT expects the offering to close on April 28, 2020, subject to the satisfaction of customary closing conditions.
The notes will be senior unsecured obligations of EQT and will bear interest at a rate of 1.75% per annum, payable semiannually in arrears on May 1 and November 1 of each year, beginning on November 1, 2020. The notes will mature on May 1, 2026, unless earlier redeemed, repurchased or converted. The initial conversion rate will be 66.6667 shares of EQT's common stock per $1,000 principal amount of notes (equivalent to an initial conversion price of $15.00 per share of common stock). The initial conversion price of the notes represents a premium of 20% over the last reported sale price of EQT's common stock on the New York Stock Exchange (the "NYSE") on April 23, 2020. Prior to the close of business on the business day immediately preceding February 1, 2026, the notes will be convertible at the option of the holders of the notes only upon the satisfaction of specified conditions and during certain periods. Thereafter, until the close of business on the second scheduled trading day immediately preceding the maturity date, the notes will be convertible at the option of the holders of notes at any time. The notes will be convertible into cash, shares of EQT's common stock or a combination thereof, at EQT's election.
EQT may redeem, for cash, all or any portion of the notes, at its option, on or after May 5, 2023 if the last reported sale price of EQT's common stock has been at least 130% of the conversion price for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which EQT provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which EQT provides notice of redemption, at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest. If EQT undergoes a "fundamental change" (as defined in the indenture governing the notes), holders of the notes may require EQT to repurchase for cash all or any portion of their notes at a repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date. In addition, upon certain corporate events or upon redemption, EQT will, under certain circumstances, increase the conversion rate for holders who convert notes in connection with such a corporate event or redemption.
EQT estimates that the net proceeds from the offering will be approximately $425.1 million (or $483.2 million if the initial purchasers exercise their option to purchase additional notes in full), after deducting the initial purchasers' discounts and estimated expenses payable by EQT. EQT intends to use a portion of the net proceeds of the offering to pay the cost of the capped call transactions described below. EQT intends to use the remainder of the net proceeds to repay or redeem certain of its outstanding indebtedness, including those with near-term maturities, and for general corporate purposes. If the initial purchasers exercise their option to purchase additional notes, EQT expects to use a portion of the net proceeds from the sale of the additional notes to enter into additional capped call transactions as described below and the remainder to repay or redeem certain of its outstanding indebtedness, including those with near-term maturities, and for general corporate purposes.
In connection with the pricing of the notes, EQT entered into privately negotiated capped call transactions with certain of the initial purchasers or their respective affiliates (the "option counterparties"). The capped call transactions are expected generally to reduce the potential dilution to EQT's common stock upon any conversion of notes at maturity and/or offset any cash payments EQT is required to make in excess of the principal amount of such converted notes, as the case may be, with such reduction and/or offset subject to a cap initially equal to $18.75 per share (which represents a premium of 50% over the last reported sale price of EQT's common stock on the NYSE on April 23, 2020).
In connection with establishing their initial hedges of the capped call transactions, the option counterparties or their respective affiliates expect to enter into various derivative transactions with respect to EQT's common stock and/or purchase shares of EQT's common stock concurrently with or shortly after the pricing of the notes, and may unwind these various derivative transactions and purchase shares of EQT's common stock in open market transactions shortly following the pricing of the notes. This activity could increase (or reduce the size of any decrease in) the market price of EQT's common stock or the notes concurrently with or shortly after the pricing of the notes.
In addition, the option counterparties and/or their respective affiliates may modify their hedge positions by entering into or unwinding various derivative transactions with respect to EQT's common stock and/or purchasing or selling EQT's common stock or other securities of EQT in secondary market transactions following the pricing of the notes and prior to the maturity of the notes (and may do so following any conversion of notes, any repurchase of notes on any fundamental change repurchase date, any notes redemption date, or any other date on which any notes are retired by EQT, in each case if EQT exercises the relevant election under the capped call transactions). This activity could also cause or avoid an increase or a decrease in the value of the notes or the market price of EQT's common stock, which could affect a noteholder's ability to convert its notes and, to the extent the activity occurs during any observation period related to a conversion of notes, it could affect the amount and value of the consideration that a noteholder will receive upon conversion of its notes.
Neither the notes, nor any shares of EQT's common stock issuable upon conversion of the notes, have been, or will be, registered under the Securities Act or any state securities laws, and unless so registered, such securities may not be offered or sold in the United States absent an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.
This press release is neither an offer to sell nor a solicitation of an offer to buy these or any other securities and shall not constitute an offer, solicitation or sale of these or any other securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About EQT Corporation
EQT Corporation is a natural gas production company with emphasis in the Appalachian Basin and operations throughout Pennsylvania, West Virginia and Ohio. With 130 years of experience and a long-standing history of good corporate citizenship, EQT is the largest producer of natural gas in the United States. As a leader in the use of advanced horizontal drilling technology, EQT is committed to minimizing the impact of drilling-related activities and reducing its overall environmental footprint. Through safe and responsible operations, EQT is helping to meet our nation's demand for clean-burning energy, while continuing to provide a rewarding workplace and support for activities that enrich the communities where its employees live and work.
Cautionary Statements
This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this communication specifically include statements regarding the expected closing of the sale of the notes, the anticipated use of the net proceeds from the offering, the potential effects of the capped call transactions and actions of the option counterparties and their respective affiliates. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control. The risks and uncertainties that may affect the forward-looking statements include, but are not limited to, those set forth under Item 1A, "Risk Factors," of the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as filed with the Securities and Exchange Commission (the "SEC") on February 27, 2020, and as updated by the Company's Current Report on Form 8-K that was filed with the SEC on April 23, 2020, the Company's subsequent Quarterly Reports on Form 10-Q, and other documents the Company files from time to time with the SEC.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
Investor contact:
Andrew Breese – Director, Investor Relations
412.395.2555
ABreese@eqt.com
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SOURCE EQT Corporation
PITTSBURGH, April 23, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) today announces certain preliminary first quarter 2020 operational and financial highlights, provides updates on outlook and its deleveraging plan, and schedules first quarter 2020 earnings conference call.
President and CEO Toby Rice stated: "The benefits of our transformation strategy have come to fruition during the first quarter 2020. We exceeded our production expectations through continued operational efficiencies, made substantial progress towards our well cost targets and outperformed our operating cost projections, all while spending roughly 25% less capital than the prior quarter. These results reflect our commitment to being the best and lowest cost operator, and I'm excited about our team's ability to continue building on this positive momentum in an improving natural gas environment."
Rice continued, "We believe these operational improvements, when combined with an expected improved natural gas pricing environment and anticipated cash inflows, are more than sufficient to allow us to repay all of our 2021 maturities by the end of 2020. As a result, we intend to more selectively explore non-core asset sales and opportunistically assess monetizing our remaining equity interest in Equitrans Midstream in a strategic manner in lieu of attempting to fully achieve our Deleveraging Plan by mid-2020. We believe these actions are aligned with our desire to position the company to generate sustainable long-term value for our stakeholders."
Preliminary First Quarter 2020 Highlights(1):
(1)First quarter 2020 highlights reflect our preliminary estimates with respect to such results based on currently available information, is not a comprehensive statement of our financial results and is subject to completion of our financial closing procedures. These results may change, and those changes may be material.
(2)Includes transportation and processing, production, exploration and selling, general and administrative expenses
Updates on outlook
The energy industry is currently experiencing two significant external stimuli that are impacting both day-to-day operations and the macro environment. The novel coronavirus, or COVID-19, outbreak and ensuing "stay at home" mandates throughout the United States and other parts of the world have resulted in decreased demand for natural gas, NGLs and oil. Additionally, in March 2020, the group of oil producing nations known as OPEC+ failed to reach an agreement over proposed oil production cuts stemming from the decrease in global demand for oil in light of the COVID-19 pandemic (the "oil price war"). Although the members of OPEC+ eventually reached an agreement in April 2020 to reduce their oil production beginning in May 2020 and continuing through April 2022, the OPEC+ members' production of oil in the interim period prior to the commencement of the production cuts and the significant drop in demand has led to significant increases in the supply, and decreases in the price, of oil.
To date, we have experienced limited operational impacts as a result of the work from home restrictions or COVID-19 directly. As a "life-sustaining" business under the guidelines issued by each of the states in which we operate, we have been allowed to continue operations, provided that non-essential personnel have been required to work from home. One of the primary actions taken by the new management team during the 100-Day Plan was the establishment of a digital work environment, which has allowed us to maintain the engagement and connectivity of our personnel, as well as minimize the number of employees required in the office and field.
Similarly, we expect to have limited direct operational impacts from the oil price war. The oversupply of oil and NGLs resulting from the demand destruction attributable to COVID-19 is anticipated by some market participants to result in a lack of storage capacity and ultimately the shutting in of certain oil and NGLs production. We have limited direct oil and NGLs exposure, with approximately 95% of our production being natural gas.
The prices for natural gas, NGLs and oil have historically been volatile; however, the volatility in the prices for these commodities has substantially increased as a result of recent world developments in 2020. Oil prices in particular have plummeted in recent days. Strip pricing for natural gas has increased meaningfully as a result of the oil price war, with the principal contributing factor believed to be the market expectation that supply decreases in associated natural gas – natural gas produced as a byproduct of principally oil production activities – as a result of reduced or curtailed operations in oil basins will more than offset reduced demand for natural gas as a result of COVID-19. The impact of these recent developments on natural gas prices and our business are unpredictable, and there is no assurance that natural gas prices will remain at recently elevated prices or that any positive impact from the oil price war will outweigh the negative impact from reduced demand for natural gas as a result of COVID-19 or other factors.
Update on Deleveraging Plan
In October 2019, we announced a plan to reduce debt by approximately 30%, or approximately $1.5 billion (the "Deleveraging Plan"), by mid-2020 through asset monetizations and increased free cash flow. The Deleveraging Plan contemplated generating targeted proceeds from monetizations of select, non-core exploration and production assets, core mineral assets and/or our retained equity interest in Equitrans Midstream.
We continue to actively pursue monetization opportunities for certain of our non-core assets, and we are in advanced stages of negotiations for the sale of certain of our non-core assets principally located in central Pennsylvania for an anticipated sale price of approximately $125 million. Given current market conditions and our expectation that natural gas prices may improve further starting in the latter half of 2020, we intend to more selectively explore non-core asset sales and opportunistically assess monetizing our remaining equity interest in Equitrans Midstream Corporation in a strategic manner in lieu of attempting to fully achieve our Deleveraging Plan by mid-2020. We believe that the combination of the anticipated proceeds from these asset sales, an anticipated approximately $390 million of income tax refunds (in part accelerated by the Coronavirus Aid, Relief and Economic Security Act (the CARES Act)) and improved realized free cash flow amounts as a result of accelerated well cost reductions will be sufficient to allow us to repay or refinance our debt maturing in 2021 by the end of 2020. Until our leverage target is achieved, we still expect to use all free cash flow and divestiture proceeds to reduce debt.
The successful execution of the Deleveraging Plan is based on our current expectations, including with respect to matters beyond our control, and is subject to change. There can be no assurance that we will be able to find attractive asset monetization opportunities or that such transactions will be completed on our anticipated timeframe, if at all. Furthermore, our estimated value for the assets to be monetized under the Deleveraging Plan involves multiple assumptions and judgments about future events that are inherently uncertain; accordingly, there can be no assurance that the resulting net cash proceeds from asset monetization transactions will be as anticipated, even if such transactions are consummated. Some of the factors that could affect our ability to successfully execute the Deleveraging Plan include changes in the financial condition or prospects of prospective purchasers and the availability of financing to potential purchasers on reasonable terms, if at all, the number of prospective purchasers, the number of competing assets on the market, unfavorable economic conditions, industry trends and changes in laws and regulations. If we are not able to successfully execute the Deleveraging Plan or otherwise reduce debt to a level we believe appropriate, our credit ratings may be lowered, we may reduce or delay our planned capital expenditures or investments, and we may revise or delay our strategic plans.
First Quarter 2020 Earnings Conference Call:
EQT will host a conference call with security analysts on May 7, 2020, beginning at 10:30 a.m. ET. Topics of the teleconference will include financial and operational results, and other matters, with respect to the first quarter 2020. A brief Q&A session for security analysts will immediately follow the discussion. EQT plans to issue its financial and operating results prior to the market opening on the same day.
To access the live audio webcast of the conference call, visit EQT's investor relations website at ir.eqt.com. A replay will also be available via EQT's investor relations website for seven days following the live call.
About EQT Corporation
EQT Corporation is a natural gas production company with emphasis in the Appalachian Basin and operations throughout Pennsylvania, West Virginia and Ohio. With 130 years of experience and a long-standing history of good corporate citizenship, EQT is the largest producer of natural gas in the United States. As a leader in the use of advanced horizontal drilling technology, EQT is committed to minimizing the impact of drilling-related activities and reducing its overall environmental footprint. Through safe and responsible operations, EQT is helping to meet our nation's demand for clean-burning energy, while continuing to provide a rewarding workplace and support for activities that enrich the communities where its employees live and work.
Cautionary Statements
This communication contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this communication specifically include preliminary first quarter 2020 financial and operating results and expectations of plans, strategies, divestitures, objectives and growth and anticipated financial and operational performance of the Company and its subsidiaries.
These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected or estimated results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, considering all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control and which include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, natural gas liquids and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; and disruptions to the Company's business due to acquisitions and other significant transactions. The risks and uncertainties that may affect the forward-looking statements include, but are not limited to, those set forth under Item 1A, "Risk Factors," of the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as filed with the Securities and Exchange Commission on February 27, 2020, and as updated by the Company's Current Report on Form 8-K that will be filed with the SEC on April 23, 2020, the Company's subsequent Quarterly Reports on Form 10-Q, and other documents the Company files from time to time with the SEC. Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
Investor contact:
Andrew Breese – Director, Investor Relations
412.395.2555
ABreese@eqt.com
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SOURCE EQT Corporation
PITTSBURGH, April 23, 2020 /PRNewswire/ -- EQT Corporation (the Company or EQT) (NYSE: EQT) today announced that it intends to offer, subject to market conditions and other factors, $350 million aggregate principal amount of convertible senior notes due 2026 (the "notes") in a private offering (the "offering") to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). EQT also intends to grant the initial purchasers of the notes a 13-day option to purchase up to an additional $52.5 million aggregate principal amount of notes.
The notes will be senior unsecured obligations of EQT and will accrue interest payable semiannually in arrears. The notes will be convertible into cash, shares of EQT's common stock or a combination thereof, at EQT's election. The interest rate, initial conversion rate and other terms of the notes will be determined at the time of pricing of the offering.
EQT intends to use a portion of the net proceeds of the offering to pay the cost of the capped call transactions described below. EQT intends to use the remainder of the net proceeds to repay or redeem certain of its outstanding indebtedness, including those with near-term maturities, and for general corporate purposes. If the initial purchasers exercise their option to purchase additional notes, EQT expects to use a portion of the net proceeds from the sale of the additional notes to enter into additional capped call transactions as described below and the remainder to repay or redeem certain of its outstanding indebtedness, including those with near-term maturities, and for general corporate purposes.
In connection with the pricing of the notes, EQT expects to enter into privately negotiated capped call transactions with one or more of the initial purchasers or their respective affiliates and/or other financial institutions (the "option counterparties"). The capped call transactions are expected generally to reduce the potential dilution to EQT's common stock upon any conversion of notes at maturity and/or offset any cash payments EQT is required to make in excess of the principal amount of such converted notes, as the case may be, with such reduction and/or offset subject to a cap. The strike price of the capped call transactions and the premium paid will be determined at the time of pricing of the offering.
In connection with establishing their initial hedges of the capped call transactions, the option counterparties or their respective affiliates expect to enter into various derivative transactions with respect to EQT's common stock and/or purchase shares of EQT's common stock concurrently with or shortly after the pricing of the notes, and may unwind these various derivative transactions and purchase shares of EQT's common stock in open market transactions shortly following the pricing of the notes. This activity could increase (or reduce the size of any decrease in) the market price of EQT's common stock or the notes concurrently with or shortly after the pricing of the notes.
In addition, the option counterparties and/or their respective affiliates may modify their hedge positions by entering into or unwinding various derivative transactions with respect to EQT's common stock and/or purchasing or selling EQT's common stock or other securities of EQT in secondary market transactions following the pricing of the notes and prior to the maturity of the notes (and may do so following any conversion of notes, any repurchase of notes on any fundamental change repurchase date, any notes redemption date, or any other date on which any notes are retired by EQT, in each case if EQT exercises the relevant election under the capped call transactions). This activity could also cause or avoid an increase or a decrease in the value of the notes or the market price of EQT's common stock, which could affect a noteholder's ability to convert its notes and, to the extent the activity occurs during any observation period related to a conversion of notes, it could affect the amount and value of the consideration that a noteholder will receive upon conversion of its notes.
Neither the notes, nor any shares of EQT's common stock issuable upon conversion of the notes, have been, or will be, registered under the Securities Act or any state securities laws, and unless so registered, such securities may not be offered or sold in the United States absent an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.
This press release is neither an offer to sell nor a solicitation of an offer to buy these or any other securities and shall not constitute an offer, solicitation or sale of these or any other securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About EQT Corporation
EQT Corporation is a natural gas production company with emphasis in the Appalachian Basin and operations throughout Pennsylvania, West Virginia and Ohio. With 130 years of experience and a long-standing history of good corporate citizenship, EQT is the largest producer of natural gas in the United States. As a leader in the use of advanced horizontal drilling technology, EQT is committed to minimizing the impact of drilling-related activities and reducing its overall environmental footprint. Through safe and responsible operations, EQT is helping to meet our nation's demand for clean-burning energy, while continuing to provide a rewarding workplace and support for activities that enrich the communities where its employees live and work.
Cautionary Statements
This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this communication specifically include statements regarding the proposed terms of the notes, the size of the proposed offering, the capped call transactions, expectations regarding actions of the option counterparties and their respective affiliates and the expected use of proceeds from the sale of the notes. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control. The risks and uncertainties that may affect the forward-looking statements include, but are not limited to, those set forth under Item 1A, "Risk Factors," of the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as filed with the Securities and Exchange Commission (the "SEC") on February 27, 2020, and as updated by the Company's Current Report on Form 8-K that will be filed with the SEC on April 23, 2020, the Company's subsequent Quarterly Reports on Form 10-Q, and other documents the Company files from time to time with the SEC.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
Investor contact:
Andrew Breese – Director, Investor Relations
412.395.2555
ABreese@eqt.com
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SOURCE EQT Corporation
PITTSBURGH, April 1, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) today announced a change in the location of its 2020 Annual Meeting of Shareholders (Annual Meeting) due to the public health threat of the COVID-19 (Coronavirus) pandemic. To safeguard the health and well-being of meeting participants, the meeting will be held in a virtual-only format, via webcast.
"At EQT, we have been closely monitoring the rapidly evolving COVID-19 situation. As the health and safety of EQT employees and shareholders remains our primary concern, we have made the decision to host our Annual Meeting of Shareholders virtually," said Toby Z. Rice, President and Chief Executive Officer. "While shareholders will not be able to attend the 2020 Annual Meeting in person, we invite all shareholders to join the meeting online."
Meeting Date: Friday, May 1, 2020
Meeting Time: 8:00 a.m. (Eastern Time)
Meeting Access: Virtual Shareholder Meeting
Shareholders may access the virtual meeting via the following address: http://www.meetingcenter.io/281081904. Participants may choose to join the virtual meeting as a "shareholder" or as a "guest". Help and technical support for accessing and participating in the virtual meeting will be available by following the instructions that will be posted on the above website.
To enter the virtual meeting as a shareholder, participants will be required to enter a valid control number and password. The password for the meeting is EQT2020. A control number or password will not be required to join the virtual meeting as a guest.
Shareholders are encouraged to vote and submit proxies in advance of the Annual Meeting by one of the methods described in the proxy materials for the Annual Meeting. Shareholders as of the close of business on February 7, 2020, who have a valid control number (see below for additional explanation and instructions), will have the ability to submit votes during the virtual meeting by following the instructions available on the virtual meeting website.
Registered Holders / Employee Savings Plan Participants
If your shares are registered directly in your name with the Company's transfer agent, Computershare, you are considered the "shareholder of record" of those shares and you may use the control number found on your proxy card (or e-notification) to enter the virtual meeting. Similarly, if you are a participant in the EQT Corporation Employee Savings Plan, you may use the the control number provided on your direction card to enter the virtual meeting.
Beneficial Holders
If your shares are held in a stock brokerage account or by a bank or other holder of record, you are considered the "beneficial owner" of shares held in "street name." If you are a beneficial owner and you wish to vote your shares at the annual meeting, you must pre-register with Computershare not later than April 27, 2020. To pre-register, you must (i) request from your bank or broker proof of your proxy power (legal proxy) and (ii) send to the email address below, together with your name and email address, either (a) the forwarded e-mail from your broker, or (b) an attached image of your legal proxy. Requests for registration must be labeled as "Legal Proxy" and should be sent to the following e-mail address: legalproxy@computershare.com. All pre-registration requests must be received by Computershare no later than 5:00 p.m., Eastern Time, on April 27, 2020. You will receive a confirmation e-mail from Computershare confirming your registration and providing a control number to enter the virtual meeting as a shareholder.
Shareholders without a valid control number will still be able to attend the virtual meeting as a guest; however, they will not have the option to vote shares or submit questions during the virtual meeting.
As noted above, all shareholders are encouraged to vote and submit proxies in advance of the Annual Meeting by one of the methods described in the proxy materials for the Annual Meeting, even if you plan to attend the virtual meeting. Please note that the proxy card included with the proxy materials previously distributed may continue to be used to vote your shares in connection with the Annual Meeting. This proxy card will not be updated to reflect the change in location.
About EQT Corporation
EQT Corporation is a natural gas production company with emphasis in the Appalachian Basin and operations throughout Pennsylvania, West Virginia and Ohio. With 130 years of experience and a long-standing history of good corporate citizenship, EQT is the largest producer of natural gas in the United States. As a leader in the use of advanced horizontal drilling technology, EQT is committed to minimizing the impact of drilling-related activities and reducing its overall environmental footprint. Through safe and responsible operations, EQT is helping to meet our nation's demand for clean-burning energy, while continuing to provide a rewarding workplace and support for activities that enrich the communities where its employees live and work.
Investor contact:
Andrew Breese – Director, Investor Relations
412.395.2555
ABreese@eqt.com
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SOURCE EQT Corporation
PITTSBURGH, March 26, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) today announced that its Board of Directors has elected to suspend the quarterly cash dividend on its common stock, effective immediately, accelerating cash flow to be utilized for EQT's debt reduction strategy. EQT expects this action will result in approximately $30 million per year in retained cash savings, which EQT intends to use to pay down additional near-term debt maturities.
President and CEO Toby Rice stated: "The decision to suspend EQT's dividend is another action to display our commitment to our debt reduction strategy, which also includes utilizing substantial near-term free cash flow and asset monetization proceeds to reduce debt. As we enhance our balance sheet and leverage metrics over-time, we will re-visit our shareholder return and dividend policy. These actions will better position EQT's financial framework."
About EQT Corporation:
EQT Corporation is a natural gas production company with emphasis in the Appalachian Basin and operations throughout Pennsylvania, West Virginia and Ohio. With 130 years of experience and a long-standing history of good corporate citizenship, EQT is the largest producer of natural gas in the United States. As a leader in the use of advanced horizontal drilling technology, EQT is committed to minimizing the impact of drilling-related activities and reducing its overall environmental footprint. Through safe and responsible operations, EQT is helping to meet our nation's demand for clean-burning energy, while continuing to provide a rewarding workplace and support for activities that enrich the communities where its employees live and work. Visit EQT Corporation at https://www.EQT.com; and to learn more about EQT's sustainability efforts, please visit https://csr.eqt.com.
EQT Management speaks to investors from time to time and the analyst presentation for these discussions, which is updated periodically, is available via the Company's investor relationship website at https://ir.eqt.com.
Cautionary Statements
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include the expectations of plans, strategies, objectives and growth and anticipated financial and operational performance of EQT and its subsidiaries (collectively, the Company), including guidance regarding the Company's ability to reduce its debt and the timing of achieving any such reductions; the amount and timing of any repurchases of the Company's outstanding debt securities; projected dividend amounts and rates; projected cash flows, including projected cost savings from suspending the Company's quarterly cash dividend; liquidity and financing requirements, including funding sources and availability; and the Company's leverage levels and financial profile. The forward-looking statements included in this new release involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control and which include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, natural gas liquids and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; and disruptions to the Company's business due to acquisitions and other significant transaction. These and other risks and uncertainties are described under Item 1A, "Risk Factors," of the Company's Form 10-K for the year ended December 31, 2019 as filed with the SEC, as updated by any subsequent Form 10-Qs, and in the other documents the Company files from time to time with the SEC.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company does not intend to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
Analyst inquiries please contact:
Andrew Breese - Director, Investor Relations
ABreese@eqt.com
412.395.2555
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SOURCE EQT Corporation
PITTSBURGH, March 16, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) today announced a further reduction to its 2020 capital expenditure guidance and the execution of an agreement to permanently release certain firm transportation capacity.
Lowering 2020 Capital Expenditures Again:
To further enhance efficient capital deployment, EQT has reduced development activity in its Ohio Utica operations, lowering its expected 2020 capital expenditures by approximately $75 million to $1.075 – $1.175 billion. Through schedule and well design optimization, this shift in activity is not expected to impact EQT's 2020 production guidance of 1,450 – 1,500 Bcfe. EQT has now reduced its 2020 capital expenditure guidance by approximately $200 million since it was originally published in October 2019. Adjusted free cash flow(1) for 2020 is now expected to be $225 - $325 million.
Firm Transportation Optimization:
EQT has entered into an agreement with a third-party to permanently release firm transportation obligations of approximately 400 MMcf/d, or approximately 15% of EQT's current portfolio. In conjunction with the agreement, EQT entered into certain sales agreements to facilitate gas deliveries to the same premium markets. EQT expects its corporate-wide transmission expense to decrease by approximately $0.04 per Mcfe, largely offset by expected weakened average differentials. Additionally, in connection with its entry into the agreement, EQT was able to eliminate approximately $350 million in potential collateral posting requirements, further strengthening EQT's liquidity outlook. As such, EQT's current collateral exposure has been reduced even further to $1.1 billion from $1.4 billion; collateral levels remain at a comfortable $0.6 billion level in the aggregate.
Debt Repayment:
On January 15, EQT issued $1.75 billion in senior notes to address certain near-term maturities. Subsequently, EQT has paid down the $0.3 billion balance on its revolving credit facility, retired $1.0 billion of senior notes due 2020, repurchased $0.5 billion of senior notes due 2021, and reduced its 2021 term loan balance by $0.2 billion.
President and CEO Toby Rice stated: "With a stronger organizational, technological and operational foundation established, we are capable of quickly modifying our business plans to adapt to the current environment. Today's operational updates reflect our evolution. While we believe the recent OPEC actions impacting the global oil markets will drive fundamental improvements to the U.S natural gas sector, EQT will continue to execute strategic initiatives which position us to successfully navigate a volatile commodity environment. With over 95% of EQT's production base comprised of natural gas, a strong hedge position for 2020 and the continued optimization of our internal operational and financial framework, EQT is well positioned for near-term durability and long-term sustainability."
(1) See the non-GAAP Disclosures section for important information regarding the non-GAAP financial measures included in this news release, including reasons why EQT is unable to provide a projection of its 2020 net cash provided by operating activities, the most comparable financial measure calculated in accordance with GAAP, to projected adjusted operating cash flow and adjusted free cash flow, or a projection of its 2020 net income, the most comparable financial measure calculated in accordance with GAAP, to projected adjusted EBITDA.
2020 GUIDANCE | ||||
Production | Q1 2020 | Full-Year 2020 | ||
Total sales volume (Bcfe) | 360 - 370 | 1,450 - 1,500 | ||
Liquids sales volume, excluding ethane (Mbbls) | 1,900 - 2,000 | 7,450 - 7,550 | ||
Ethane sales volume (Mbbls) | 1,150 - 1,250 | 5,150 - 5,250 | ||
Total liquids sales volume (Mbbls) | 3,050 - 3,250 | 12,600 - 12,800 | ||
Btu uplift (MMbtu / Mcf) | 1.045 - 1.055 | |||
Average differential ($ / Mcf) | $(0.25) - $(0.05) | $(0.40) - $(0.20) | ||
Resource Counts | ||||
Top-hole Rigs | 2 - 3 | |||
Horizontal Rigs | 3 - 4 | |||
Frac Crews | 3 - 4 | |||
Unit Costs ($ / Mcfe) | ||||
Gathering | $0.57 - $0.59 | |||
Transmission | $0.51 - $0.53 | |||
Processing | $0.07 - $0.09 | |||
LOE, excluding production taxes | $0.07 - $0.09 | |||
Production taxes | $0.03 - $0.05 | |||
SG&A | $0.09 - $0.11 | |||
Total Unit Costs | $1.34 - $1.46 | |||
Interest Expense ($ / Mcfe) | $0.16 - $0.18 | |||
Financial ($ Billions) | ||||
Adjusted EBITDA (1,2) | $1.475 - $1.575 | |||
Adjusted operating cash flow (1,2,3) | $1.325 - $1.425 | |||
Capital expenditures | $1.075 - $1.175 | |||
Adjusted free cash flow (1,2,3) | $0.225 - $0.325 |
Based on NYMEX natural gas price of $2.07 per MMbtu as of January 31, 2020. |
(1) See the non-GAAP Disclosures section for important information regarding the non-GAAP financial measures included in this news release, including reasons why EQT is unable to provide a projection of its 2020 net cash provided by operating activities, the most comparable financial measure calculated in accordance with GAAP, to projected adjusted operating cash flow and adjusted free cash flow, or a projection of its 2020 net income, the most comparable financial measure calculated in accordance with GAAP, to projected adjusted EBITDA. |
(2) Includes ~$35 million of ETRN dividends |
(3) Includes ~$85 million of cash tax refund |
NON-GAAP DISCLOSURES
Adjusted EBITDA
Adjusted EBITDA is defined as loss from continuing operations, plus interest expense, income tax benefit, depreciation and depletion, amortization of intangible assets, impairments, proxy, transaction and reorganization costs, the revenue impact of changes in the fair value of derivative instruments prior to settlement and certain other items that impact comparability between periods. Adjusted EBITDA is a non-GAAP supplemental financial measure that management and external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies use to assess the Company's earnings trends. The Company believes that adjusted EBITDA is an important measure used by investors in evaluating period-over-period comparisons of earnings trends. Adjusted EBITDA should not be considered as an alternative to the Company's net (loss) income presented in accordance with GAAP. Adjusted EBITDA excludes the revenue impact of changes in the fair value of derivative instruments prior to settlement and other items that affect the comparability of results and are not trends in the ongoing business. Management utilizes adjusted EBITDA to evaluate earnings trends because the measure reflects only the impact of settled derivative contracts and thus the income from natural gas is not impacted by the often-volatile fluctuations in fair value of derivatives prior to settlement.
The Company has not provided projected net income or a reconciliation of projected adjusted EBITDA to projected net income, the most comparable financial measure calculated in accordance with GAAP. Net (loss) income includes the impact of interest expense, income tax expense, depletion and depreciation expense, the revenue impact of changes in the projected fair value of derivative instruments prior to settlement and certain other items that impact comparability between periods and the tax effect of such items, which may be significant and difficult to project with a reasonable degree of accuracy. Therefore, projected net income, and a reconciliation of projected adjusted EBITDA to projected net income, are not available without unreasonable effort.
Adjusted Operating Cash Flow and Adjusted Free Cash Flow
Adjusted operating cash flow is defined as the Company's net cash provided by operating activities less changes in other assets and liabilities, less EBITDA attributable to discontinued operations, plus interest expense attributable to discontinued operations and cash distributions from discontinued operations. Adjusted free cash flow is defined as adjusted operating cash flow less accrual-based capital expenditures attributable to continuing operations. Adjusted operating cash flow and adjusted free cash flow are non-GAAP supplemental financial measures that the Company's management and external users of its consolidated financial statements, such as industry analysts, lenders and ratings agencies use to assess the Company's liquidity. The Company believes that adjusted operating cash flow and adjusted free cash flow provide useful information to management and investors in assessing the Company's ability to generate cash flow in excess of capital requirements and return cash to shareholders. Adjusted operating cash flow and adjusted free cash flow should not be considered as alternatives to net cash provided by operating activities or any other measure of liquidity presented in accordance with GAAP.
The Company has not provided projected net cash provided by operating activities or reconciliations of projected adjusted operating cash flow and adjusted free cash flow to projected net cash provided by operating activities, the most comparable financial measure calculated in accordance with GAAP. The Company is unable to project net cash provided by operating activities for any future period because this metric includes the impact of changes in operating assets and liabilities related to the timing of cash receipts and disbursements that may not relate to the period in which the operating activities occurred. The Company is unable to project these timing differences with any reasonable degree of accuracy without unreasonable efforts such as predicting the timing of its and customers' payments, with accuracy to a specific day, months in advance. Furthermore, the Company does not provide guidance with respect to its average realized price, among other items, that impact reconciling items between net cash provided by operating activities and adjusted operating cash flow and adjusted free cash flow, as applicable. Natural gas prices are volatile and out of the Company's control, and the timing of transactions and the income tax effects of future transactions and other items are difficult to accurately predict. Therefore, the Company is unable to provide projected net cash provided by operating activities, or the related reconciliations of projected adjusted operating cash flow and adjusted free cash flow to projected net cash provided by operating activities, without unreasonable effort.
Cautionary Statements
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include the expectations of plans, strategies, objectives and growth and anticipated financial and operational performance of EQT Corporation and its subsidiaries (collectively, the Company), including guidance regarding the Company's strategy to develop its reserves; drilling plans and programs (including the number and type of drilling rigs, the number and type of frac crews, and the availability of capital to complete these plans and programs); projected production and sales volumes and growth rates (including liquids production and sales volumes and growth rates); the Company's ability to reduce its drilling and completions costs, other costs and expenses, and capital expenditures, and the timing of achieving any such reductions; monetization transactions, including asset sales, joint ventures or other transactions involving the Company's assets, and the Company's planned use of the proceeds from any such monetization transactions; acquisition transactions; the projected capital efficiency savings and other operating efficiencies and synergies resulting from the Company's monetization transactions and acquisition transactions; the amount and timing of any repurchases of the Company's outstanding debt securities or other debt maturities; projected cash flows, adjusted operating cash flow and adjusted free cash flow; projected capital expenditures; projected adjusted EBITDA; liquidity and financing requirements, including funding sources and availability; the Company's ability to maintain or improve its credit ratings, leverage levels and financial profile; and the Company's hedging strategy.
The forward-looking statements included in this new release involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control and which include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, natural gas liquids and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; and disruptions to the Company's business due to acquisitions and other significant transaction. These and other risks and uncertainties are described under Item 1A, "Risk Factors," of the Company's Annual Report on Form 10-K for the year ended December 31, 2019 as filed with the SEC, as updated by any subsequent Form 10-Qs, and those set forth in the other documents the Company files from time to time with the SEC.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company does not intend to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
Analyst inquiries please contact:
Andrew Breese - Director, Investor Relations
ABreese@eqt.com
412.395.2555
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SOURCE EQT Corporation
PITTSBURGH, March 3, 2020 /PRNewswire/ -- EQT Corporation (the "Company" or "EQT") (NYSE: EQT) announced today the early results and upsizing of its previously announced tender offer (the "Tender Offer") to purchase for cash up to an amended Maximum Tender Amount (as defined below) of its 4.875% Senior Notes due 2021 (the "Notes"). The Company has amended the Tender Offer to increase the aggregate principal amount of Notes subject to the Tender Offer (the "Maximum Tender Amount") from $400 million to $500 million. All other terms of the Tender Offer remain unchanged.
As of 5:00 p.m., New York City time, on March 2, 2020 (the "Early Tender Deadline"), approximately $649.3 million aggregate principal amount of Notes were validly tendered and not validly withdrawn. Because the aggregate principal amount of Notes validly tendered and not validly withdrawn at or prior to the Early Tender Deadline exceeded the Maximum Tender Amount, the Company will accept the Notes for purchase on a pro rata basis based on the proration factor described in the Offer to Purchase dated February 12, 2020 (the "Offer to Purchase"). Withdrawal rights for the Tender Offer expired at 5:00 p.m., New York City time, on March 2, 2020. As a result, tendered Notes may no longer be withdrawn.
The following table sets forth some of the terms of the Tender Offer, including the aggregate principal amount of Notes that were validly tendered and not withdrawn as of the Early Tender Deadline, the aggregate principal amount of Notes that the Company expects to accept for purchase on the Early Settlement Date (as defined below) and the approximate proration factor:
Title of Notes | CUSIP | Principal | Maximum | Principal | Principal Accepted | Tender Offer Consideration (1)(2) | Early Tender Premium (1) | Total Consideration (1)(2)(3) | Approximate Proration Factor (4) |
4.875% Senior | 26884LAB5 | $750,000,000 | $500,000,000 | $649,292,000 | $500,000,000 | $990.00 | $30.00 | $1,020.00 | 77.0% |
(1) Per $1,000 principal amount of Notes accepted for purchase.
(2) Does not include accrued and unpaid interest, which will also be paid.
(3) Includes the Early Tender Premium.
(4) The proration factor has been rounded to the nearest tenth of a percentage point for presentation purposes.
Payment for Notes accepted for purchase is expected to be made on March 4, 2020 (the "Early Settlement Date"). The Company's obligation to accept for payment and to pay for the Notes validly tendered in the Tender Offer is subject to the satisfaction or waiver of a number of conditions described in the Offer to Purchase.
Although the Tender Offer is scheduled to expire at 11:59 p.m., New York City time, on March 16, 2020, because holders of Notes subject to the Tender Offer validly tendered and did not validly withdraw Notes on or before the Early Tender Deadline in an aggregate principal amount that exceeds the Maximum Tender Amount, the Company does not expect to accept for purchase any tenders of Notes after the Early Tender Deadline. The Company reserves the right, subject to applicable law, to: (i) waive any and all conditions to the Tender Offer; (ii) extend, terminate or withdraw the Tender Offer; (iii) increase or decrease the Maximum Tender Amount; or (iv) otherwise amend the Tender Offer in any respect.
BofA Securities is acting as Dealer Manager for the Tender Offer. The Information Agent and Tender Agent is Global Bondholder Services Corporation. Copies of the Offer to Purchase, Letter of Transmittal and related offering materials are available by contacting the Information Agent at (866) 470-4500 (toll-free) or (212) 430-3774 (collect) or email contact@gbsc-usa.com. Questions regarding the Tender Offer should be directed to BofA Securities at (888) 292-0070 (toll-free) or (980) 386-6026 (collect).
This news release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The Tender Offer is being made only pursuant to the Offer to Purchase and only in such jurisdictions as is permitted under applicable law.
About EQT Corporation
EQT Corporation is a natural gas production company with emphasis in the Appalachian Basin and operations throughout Pennsylvania, West Virginia and Ohio. With 130 years of experience and a long-standing history of good corporate citizenship, EQT is the largest producer of natural gas in the United States. As a leader in the use of advanced horizontal drilling technology, EQT is committed to minimizing the impact of drilling-related activities and reducing its overall environmental footprint. Through safe and responsible operations, EQT is helping to meet our nation's demand for clean-burning energy, while continuing to provide a rewarding workplace and support for activities that enrich the communities where its employees live and work.
Cautionary Statements
This communication contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control. The risks and uncertainties that may affect the forward-looking statements include, but are not limited to, those set forth under Item 1A, "Risk Factors," of the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as filed with the Securities and Exchange Commission, and those set forth in the other documents the Company files from time to time with the SEC.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
Investor contact:
Andrew Breese – Director, Investor Relations
412.395.2555
ABreese@eqt.com
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SOURCE EQT Corporation
PITTSBURGH, Feb. 27, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) today announced financial and operational performance results for the fourth quarter and year-end 2019, as well as the successful renegotiation of its contractual midstream rates with EQM Midstream Partners, LP (EQM) and the exchange of 50% of its equity stake in Equitrans Midstream Corporation (ETRN).
Fourth Quarter Highlights:
Post Quarter Highlights:
President and CEO Toby Rice stated: "Since July, we have been preparing to tactically enhance EQT's financial footing and operational execution. We've repositioned our hedge book to protect the 2020 commodity price slide, refinanced our near-term maturities to create financial flexibility and are realizing the tangible benefits of our operational transformation. These decisive strategic actions have positioned us to successfully navigate this challenging commodity price environment."
Rice continued, "I am excited to announce that we have executed a mutually beneficial gas gathering agreement with EQM, which significantly improves our EBITDA and leverage outlook for 2021 and beyond. This agreement will enable EQT to optimize the development of our long-lived core Marcellus asset in the most capital-efficient manner, driving value accretion for EQT and its stakeholders. This agreement is just one of many strategic steps we are taking to create a long-term, durable and sustainable business model."
FOURTH QUARTER 2019 FINANCIAL AND OPERATIONAL PERFORMANCE | |||||||||||
Three Months Ended | |||||||||||
($ millions, except EPS) | 2019 | 2018 | Change | ||||||||
Total sales volume (Bcfe) | 373 | 394 | (21) | ||||||||
Average realized price ($/Mcfe) | $ | 2.54 | $ | 3.13 | $ | (0.59) | |||||
Loss from continuing operations | $ | (1,177) | $ | (598) | $ | (579) | |||||
Adjusted net (loss) income from continuing operations(1) | $ | (7) | $ | 202 | $ | (209) | |||||
Adjusted EBITDA from continuing operations(1) | $ | 458 | $ | 678 | $ | (220) | |||||
Diluted earnings per share (EPS) from continuing operations | $ | (4.61) | $ | (2.35) | $ | (2.26) | |||||
Adjusted EPS from continuing operations(1) | $ | (0.03) | $ | 0.79 | $ | (0.82) | |||||
Net cash provided by operating activities | $ | 218 | $ | 531 | $ | (313) | |||||
Capital expenditures attributable to continuing operations | $ | 355 | $ | 558 | $ | (203) | |||||
Adjusted free cash flow(1) | $ | 148 | $ | 134 | $ | 14 | |||||
(1) A non-GAAP financial measure. See the Non-GAAP Disclosures section of this news release for the definition of, and other important information regarding, this non-GAAP financial measure. |
STRATEGIC UPDATE
Execution of Gas Gathering Agreement and Exchange of Half ETRN Equity Stake
On February 26, 2020, EQT (and certain of its affiliates) and EQM executed a gas gathering agreement, consolidating nearly all of EQT's existing Pennsylvania and West Virginia gathering contracts with EQM into one new consolidated agreement (New Gathering Agreement). The New Gathering Agreement will provide EQT with gathering and compression fee relief, effective upon the Mountain Valley Pipeline's in-service date, which is currently expected to be January 1, 2021. As part of the New Gathering Agreement, EQT increased its minimum volume commitments (MVC) with EQM, dedicated over 100,000 additional acres in West Virginia to EQM and extended its contractual obligations with EQM to 2035. EQM has also agreed to defer approximately $250 million in current credit assurance posting requirements.
In addition, EQT exchanged half of its equity stake in ETRN for a combination of $52 million in cash proceeds and substantial incremental fee relief. The EBITDA impact of the fee relief is meaningfully more accretive to future leverage than applying the associated value toward debt reduction. The value of the equity stake was determined using ETRN's 20-day volume-weighted average price as of the day prior to execution date.
These transactions will result in approximately $535 million in total fee relief over a three-year period starting in 2021, substantially lowering the profile of EQT's gathering and compression fee structure. The extended contract duration provides EQT visibility into its long-term gathering fee structure, which is expected to decrease by approximately 35% for the period of 2024 through 2035 compared to expected 2020 levels. The economic benefits of these transactions could be enhanced with volume deliveries in excess of MVC's, driven by a beneficial overrun fee structure. These cost savings will significantly improve EQT's EBITDA and leverage metrics in 2021 and beyond, and solidify a peer-leading long-term gathering cost structure.
Water Services Agreement
EQT has signed a letter agreement with EQM to award a minimum of $60 million of water services to EQM for a period of five years commencing with the Mountain Valley Pipeline's in-service date. EQT and EQM expect to finalize the terms of a water services agreement in the coming months.
Asset Monetization Plans
EQT continues to pursue multiple asset monetization opportunities in conjunction with its previously-announced deleveraging plan. Despite weakened commodity prices, the aggregate potential value of these opportunities is substantially greater than EQT's stated debt reduction target. Further, EQT does not believe lower gas prices will impede on its ability to execute multiple transactions. Transaction processes are progressing as planned, market interest is strong and EQT continues to target execution by mid-year 2020.
OPERATIONAL UPDATE
EQT continued to make substantial progress toward its operational transformation during fourth quarter 2019. The infusion of new leadership and a streamlined organizational structure is driving cultural improvements and boosting operational performance. The business connectivity and transparency established through implementation of a digital work environment is driving enhanced performance and efficiencies across the organization. During the fourth quarter, well costs in EQT's Pennsylvania Marcellus operations averaged $800 per foot, a 6% improvement over prior quarter well costs of $850 per foot and an 18% improvement over well costs planned by EQT's legacy management team of $970 per foot. EQT is primed to deliver large-scale combo-development projects and is confident in its ability to deliver on its 2020 operational plan and achieve its Pennsylvania Marcellus well cost target of $730 per foot by second half 2020.
Since July, EQT has seen a step-change in operational performance across the well development cycle. Top-hole drilling days have been reduced by 28%, while horizontal drilling speeds have improved by 38%, driving down total drilling days per well by 16%. Completion operations continue to see efficiency gains, with multiple pads averaging 15% more stages per day than internal target forecasts. These efficiency gains, coupled with EQT's transition from conventional frac fleets to next generation electric frac fleets, set the stage for EQT to not only incrementally improve operations, but to also significantly reduce its carbon footprint, improve safety in its operations and reduce the impact on the communities where it operates. Additionally, EQT's base volume enhancement initiative has increased well performance and uptime, leading to a more robust production profile. The impact of this enhanced operational performance, coupled with the refinement of EQT's operations schedule, will now require $150 million less capital in 2020 to deliver the same production volumes.
With the business analytics and insights in place to optimize our assets, an operations schedule that provides transparency into future development and real-time visibility into key business drivers across the organization, EQT is positioned to become the low-cost leader in the Appalachian Basin. As EQT continues to expand on its digital work environment and moves toward a fully-integrated procure-to-pay enterprise resource planning system, the business will become more efficient and better horizontally integrated. This will enable EQT to better identify opportunities, have a granular understanding of impacts to the business and take decisive action to capitalize on those opportunities. EQT plans to continue driving incremental financial and operational efficiencies.
Net Wells Drilled (Spud)
During fourth quarter 2019, EQT ran two top-hole rigs to spud 24 net Pennsylvania Marcellus wells with average expected lateral lengths of 12,750' and six net Ohio Utica wells with average expected lateral lengths of 11,540'. During 2019, EQT spud 87 net Pennsylvania Marcellus wells with average expected lateral lengths of 11,510', six net West Virginia Marcellus wells with average expected lateral lengths of 5,890' and 21 net Ohio Utica wells with average expected lateral lengths of 10,240'.
During first quarter 2020, EQT plans to spud 18 net Pennsylvania Marcellus wells with average expected lateral lengths of 14,410' and one net Ohio Utica well with average expected lateral lengths of 14,650'. EQT plans to run two-to-three top-hole rigs in 2020.
Net Wells Horizontally Drilled
During fourth quarter 2019, EQT ran three horizontal drilling rigs to drill 11 net Pennsylvania Marcellus wells with average lateral lengths of 11,590' and eight net Ohio Utica wells with average lateral lengths of 10,530'. During 2019, EQT horizontally drilled 102 net Pennsylvania Marcellus wells with average lateral lengths of 10,900', 20 net West Virginia Marcellus wells with average lateral lengths of 6,310' and 16 net Ohio Utica wells with average lateral lengths of 10,040'.
During first quarter 2020, EQT plans to horizontally drill 17 net Pennsylvania Marcellus wells with average lateral lengths of 12,400' and three net Ohio Utica wells with average lateral lengths of 12,260'. EQT plans to run three-to-four horizontal rigs in 2020.
Net Wells Completed (Frac)
During fourth quarter 2019, EQT used three frac crews to complete 36 net Pennsylvania Marcellus wells with average lateral lengths of 9,990' and four net West Virginia Marcellus wells with average lateral lengths of 9,160'. During 2019, EQT completed 115 net Pennsylvania Marcellus wells with average lateral lengths of 10,590', 15 net West Virginia Marcellus wells with average lateral lengths of 5,770' and 15 net Ohio Utica wells with average lateral lengths of 8,620'.
During first quarter 2020, EQT plans to complete 16 net Pennsylvania Marcellus wells with average lateral lengths of 10,920' and six net Ohio Utica wells with average lateral lengths of 8,960'. EQT plans to run three-to-four frac crews in 2020, including at least one electric frac crew.
Net Wells Turned-in-line (TIL)
During fourth quarter 2019, EQT turned-in-line 25 net Pennsylvania Marcellus wells with average lateral lengths of 9,870' and one net Ohio Utica well with average lateral lengths of 7,490'. During 2019, EQT turned-in-line 105 net Pennsylvania Marcellus wells with average lateral lengths of 10,300', 12 net West Virginia Marcellus wells with average lateral lengths of 4,950' and 20 net Ohio Utica wells with average lateral lengths of 8,540'.
During first quarter 2020, EQT plans to turn-in-line 26 net Pennsylvania Marcellus wells with average lateral lengths of 11,720' and four net West Virginia Marcellus wells with average lateral lengths of 10,390'.
YEAR-END 2019 FINANCIAL AND OPERATIONAL PERFORMANCE | |||||||||||
Year Ended | |||||||||||
($ millions, except EPS) | 2019 | 2018 | Change | ||||||||
Total sales volume (Bcfe) | 1,508 | 1,488 | 20 | ||||||||
Average realized price ($/Mcfe) | $ | 2.69 | $ | 3.01 | $ | (0.32) | |||||
Loss from continuing operations | $ | (1,222) | $ | (2,381) | $ | 1,159 | |||||
Adjusted net income from continuing operations(1) | $ | 212 | $ | 445 | $ | (233) | |||||
Adjusted EBITDA from continuing operations(1) | $ | 2,073 | $ | 2,387 | $ | (314) | |||||
Diluted EPS from continuing operations | $ | (4.79) | $ | (9.12) | $ | 4.33 | |||||
Adjusted EPS from continuing operations(1) | $ | 0.83 | $ | 1.70 | $ | (0.87) | |||||
Net cash provided by operating activities | $ | 1,852 | $ | 2,976 | $ | (1,124) | |||||
Capital expenditures attributable to continuing operations | $ | 1,773 | $ | 2,739 | $ | (966) | |||||
Adjusted free cash flow(1) | $ | 60 | $ | (263) | $ | 323 | |||||
(1) A non-GAAP financial measure. See the Non-GAAP Disclosures section of this news release for definition and other important information regarding this non-GAAP financial measure. |
Loss from continuing operations for 2019 was $1.2 billion, or $4.79 per diluted share, an improvement compared to loss from continuing operations for 2018 of $2.4 billion, or $9.12 per diluted share. The variance was attributable primarily to lower impairments of long-lived assets and goodwill and dividends received on the Company's investment in ETRN, partly offset by lower income tax benefit and higher impairment and expiration of leases, unrealized loss on the Company's investment in ETRN and lower operating revenues.
Compared to last year, average realized price was 11% lower at $2.69 per Mcfe, due primarily to lower NYMEX and liquids prices and lower Btu uplift, partly offset by higher cash settled derivatives. Excluding sales volumes related to the Company's divestitures of its Permian and Huron assets in 2018 (2018 Divestitures), sales volumes of natural gas, oil and NGLs increased 4.2% in 2019.
Net cash provided by operating activities decreased by $1,124 million and adjusted free cash flow increased $323 million. Adjusted free cash flow was positively impacted by lower capital expenditures of $966 million. In addition, adjusted free cash flow for the year ended December 31, 2019 of $60 million included the impacts of litigation expense of $82 million and proxy, transaction and reorganization costs of $117 million.
Operating Expenses Per Unit | |||||||||||||||
The following presents certain of the Company's operating expenses on a per unit basis. | |||||||||||||||
Three Months Ended | Year Ended | ||||||||||||||
($/Mcfe) | 2019 | 2018 | 2019 | 2018 | |||||||||||
Gathering | $ | 0.57 | $ | 0.54 | $ | 0.56 | $ | 0.54 | |||||||
Transmission | 0.52 | 0.46 | 0.52 | 0.49 | |||||||||||
Processing | 0.08 | 0.09 | 0.08 | 0.11 | |||||||||||
Lease operating expenses, excluding production taxes | 0.06 | 0.04 | 0.06 | 0.07 | |||||||||||
Production taxes | 0.04 | 0.07 | 0.05 | 0.06 | |||||||||||
Exploration | — | — | — | — | |||||||||||
SG&A | 0.10 | 0.33 | 0.17 | 0.19 | |||||||||||
Total selected operating expenses per unit | $ | 1.37 | $ | 1.53 | $ | 1.44 | $ | 1.46 | |||||||
Production depletion | $ | 1.02 | $ | 1.06 | $ | 1.01 | $ | 1.04 | |||||||
Adjusted SG&A per unit(1) | $ | 0.10 | $ | 0.18 | $ | 0.11 | $ | 0.12 | |||||||
(1) A non-GAAP financial measure. See the Non-GAAP Disclosures section of this news release for definition and other important information regarding this non-GAAP financial measure. |
For the year ended December 31, 2019, per Mcfe processing expense and production taxes were lower due to the 2018 Divestitures. For the year ended December 31, 2019, excluding the sales volumes related to the 2018 Divestitures, gathering and transmission expense per Mcfe were $0.55 and $0.50, respectively, in 2018.
Liquidity
As of December 31, 2019, the Company had credit facility borrowings of $294 million and no letters of credit outstanding under its $2.5 billion credit facility and $1 billion in borrowings under its unsecured term loan facility. Net debt(1) was $5,288 million as of December 31, 2019 compared to $5,494 million as of December 31, 2018.
As of February 26, 2020, the Company had sufficient unused borrowing capacity under its credit facility, net of letters of credit, to satisfy any collateral requests that its counterparties would be permitted to seek. As of February 26, 2020, such amounts could be up to approximately $1.4 billion, inclusive of assurances posted of approximately $0.6 billion in the aggregate. As of February 26, 2020, the Company had no borrowings under it credit facility. Additional information related to financing activities and liquidity will be contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, to be filed with the SEC.
Year-End Proved Reserves
EQT reported year-end 2019 total proved reserves of 17.5 Tcfe, a 20% decrease from 2018 due to a downward revision of previously proved reserves. The implementation of EQT's combo-development strategy has resulted in removing previously booked proved undeveloped reserves that are outside of the revised five-year capital allocation program. EQT's future development strategy is planned on high-quality core acreage with a high degree of confidence in well performance, but, due to SEC reporting requirements, these locations have been classified as probable reserves.
EQT increased its proved developed reserves by 7%, or 0.8 Tcfe, to 12.4 Tcfe from 11.6 Tcfe last year. This increase was driven by proved undeveloped conversions to proved developed reserves.
Proved undeveloped reserves decreased by 50%, or 5.3 Tcfe, to 5.0 Tcfe from 10.3 Tcfe last year, as a result of the Company's strategic shift toward large-scale combo-development projects. Legacy development plans contained a prevalence of return-to-pad drilling, one-off wells and inefficient reservoir development, which resulted in poor operational performance and capital inefficiencies that lead to approximately 25% higher well costs and under-performing wells due to parent-child well interactions as compared to EQT's new combo-development strategy.
Proved Reserves by Play (Bcfe) | ||||||
Year Ended December 31, | ||||||
2019 | 2018 | |||||
Proved developed reserves | ||||||
Marcellus | 10,513 | 9,625 | ||||
Upper Devonian | 880 | 915 | ||||
Ohio Utica | 947 | 898 | ||||
Other | 104 | 112 | ||||
Total | 12,444 | 11,550 | ||||
Proved undeveloped reserves | ||||||
Marcellus | 4,584 | 9,464 | ||||
Upper Devonian | — | 92 | ||||
Ohio Utica | 441 | 711 | ||||
Total | 5,025 | 10,267 | ||||
Total proved reserves | 17,469 | 21,817 |
Summary of Changes in Proved Reserves (Bcfe) | ||
Balance at December 31, 2018 | 21,817 | |
Revision of previous estimates | (4,907) | |
Extensions, discoveries and other additions | 2,067 | |
Production | (1,508) | |
Balance at December 31, 2019 | 17,469 |
Year-end 2019 reserves are based on a $2.58 per MMBtu natural gas price (NYMEX), which is $0.52 lower than the price used to estimate the 2018 reserves. Prices are determined in accordance with the SEC requirement to use the unweighted arithmetic average of the first-day-of-the-month price for the preceding twelve months without giving effect to derivative transactions.
Ryder Scott Company, L.P., an independent consulting firm hired by management, reviewed 100% of the total net natural gas, NGLs and oil proved reserves attributable to the Company's interests as of December 31, 2019.
Year-End and Fourth Quarter 2019 Webcast Information
The Company's conference call with securities analysts begins at 9:30 a.m. ET today and will be broadcast live via the Company's web site at www.eqt.com and on the investor information page of the Company's web site at ir.eqt.com, with a replay available for seven days following the call.
2020 GUIDANCE
Production | Q1 2020 | Full-Year 2020 | ||
Total sales volume (Bcfe) | 360 - 370 | 1,450 - 1,500 | ||
Liquids sales volume, excluding ethane (Mbbls) | 1,900 - 2,000 | 7,450 - 7,550 | ||
Ethane sales volume (Mbbls) | 1,150 - 1,250 | 5,150 - 5,250 | ||
Total liquids sales volume (Mbbls) | 3,050 - 3,250 | 12,600 - 12,800 | ||
Btu uplift (MMbtu / Mcf) | 1.045 - 1.055 | |||
Average differential ($ / Mcf) | $(0.25) - $(0.05) | $(0.40) - $(0.20) | ||
Resource Counts | ||||
Top-hole Rigs | 2 - 3 | |||
Horizontal Rigs | 3 - 4 | |||
Frac Crews | 3 - 4 | |||
Unit Costs ($ / Mcfe) | ||||
Gathering | $0.57 - $0.59 | |||
Transmission | $0.55 - $0.57 | |||
Processing | $0.07 - $0.09 | |||
LOE, excluding production taxes | $0.07 - $0.09 | |||
Production taxes | $0.03 - $0.05 | |||
SG&A | $0.09 - $0.11 | |||
Total Unit Costs | $1.38 - $1.50 | |||
Interest Expense ($ / Mcfe) | $0.16 - $0.18 | |||
Financial ($ Billions) | ||||
Adjusted EBITDA (1) | $1.500 - $1.600 | |||
Adjusted operating cash flow (1) | $1.350 - $1.450 | |||
Capital expenditures | $1.150 - $1.250 | |||
Adjusted free cash flow (1) | $0.200 - $0.300 | |||
Based on NYMEX natural gas price of $2.07 per MMbtu as of January 31, 2020. | ||||
(1) See the Non-GAAP Disclosures section for important information regarding the non-GAAP financial measures included in this news release, including reasons why EQT is unable to provide a projection of its 2020 net cash provided by operating activities, the most comparable financial measure calculated in accordance with GAAP, to projected adjusted operating cash flow and adjusted free cash flow, or a projection of its 2020 net income, the most comparable financial measure calculated in accordance with GAAP, to projected adjusted EBITDA. |
HEDGING (as of February 25, 2020) | ||||||||||||||||||||
The Company's total natural gas production NYMEX hedge positions are: | ||||||||||||||||||||
2020 (a) | 2021 | 2022 | 2023 | 2024 | ||||||||||||||||
Swaps: | ||||||||||||||||||||
Volume (MMDth) | 1,093 | 155 | 3 | 2 | 2 | |||||||||||||||
Average Price ($/Dth) | $ | 2.75 | $ | 2.43 | $ | 2.72 | $ | 2.67 | $ | 2.67 | ||||||||||
Calls – Net Short: | ||||||||||||||||||||
Volume (MMDth) | 392 | 209 | 157 | 77 | 15 | |||||||||||||||
Average Short Strike Price ($/Dth) | $ | 2.99 | $ | 2.82 | $ | 2.79 | $ | 2.96 | $ | 3.11 | ||||||||||
Puts – Net Long: | ||||||||||||||||||||
Volume (MMDth) | 154 | 157 | 135 | 69 | 15 | |||||||||||||||
Average Long Strike Price ($/Dth) | $ | 2.38 | $ | 2.38 | $ | 2.35 | $ | 2.40 | $ | 2.45 | ||||||||||
Fixed Price Sales (b) | ||||||||||||||||||||
Volume (MMDth) | 15 | 65 | 4 | 3 | — | |||||||||||||||
Average Price ($/Dth) | $ | 2.76 | $ | 2.50 | $ | 2.38 | $ | 2.38 | $ | — | ||||||||||
(a) Full year 2020. | ||||||||||||||||||||
(b) The difference between the fixed price and NYMEX price is included in average differential presented in the Company's price reconciliation. |
For 2020, 2021, 2022, 2023 and 2024, the Company has natural gas sales agreements for approximately 13 MMDth, 18 MMDth, 18 MMDth, 79 MMDth and 11 MMDth, respectively, that include average NYMEX ceiling prices of $3.68, $3.17, $3.17, $2.84 and $3.21, respectively. The Company also has derivative instruments to hedge basis. The Company may use other contractual agreements to implement its commodity hedging strategy.
NON-GAAP DISCLOSURES
Adjusted Net (Loss) Income from Continuing Operations and Adjusted Earnings per Diluted Share (Adjusted EPS) from Continuing Operations
Adjusted net (loss) income from continuing operations and adjusted EPS from continuing operations are non-GAAP supplemental financial measures that are presented because they are important measures used by the Company's management to evaluate period-to-period comparisons of earnings trends. Adjusted net (loss) income from continuing operations and adjusted EPS from continuing operations should not be considered as alternatives to loss from continuing operations or diluted EPS from continuing operations presented in accordance with GAAP. Adjusted net (loss) income from continuing operations as presented excludes impairments, proxy, transaction and reorganization costs, the revenue impact of changes in the fair value of derivative instruments prior to settlement and certain other items that impact comparability between periods. Management utilizes adjusted net (loss) income from continuing operations to evaluate earnings trends because the measure reflects only the impact of settled derivative contracts; thus, the income from natural gas sales is not impacted by the often-volatile fluctuations in the fair value of derivatives prior to settlement. The measure also excludes other items that affect the comparability of results or that are not indicative of trends in the ongoing business. Management believes that adjusted net (loss) income from continuing operations as presented provides useful information for investors for evaluating period-over-period earnings.
The table below reconciles adjusted net (loss) income from continuing operations and adjusted EPS from continuing operations with loss from continuing operations and diluted EPS from continuing operations, respectively, the most comparable financial measures calculated in accordance with GAAP, each as derived from the Statements of Consolidated Operations to be included in the Company's Annual Report on Form 10-K for the year ended December 31, 2019.
Three Months Ended | Year Ended | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
(Thousands, except per share information) | |||||||||||||||
Loss from continuing operations | $ | (1,176,924) | $ | (598,062) | $ | (1,221,695) | $ | (2,380,920) | |||||||
Add back / (deduct): | |||||||||||||||
Impairment/loss on sale/exchange of long-lived assets | 1,124,352 | 3,538 | 1,138,287 | 2,709,976 | |||||||||||
Impairment of intangible assets | — | — | 15,411 | — | |||||||||||
Impairment of goodwill | — | 530,811 | — | 530,811 | |||||||||||
Impairment and expiration of leases | 428,705 | 244,124 | 556,424 | 279,708 | |||||||||||
Proxy, transaction and reorganization | 14,659 | 2,401 | 117,045 | 26,331 | |||||||||||
(Gain) loss on derivatives not designated as hedges | (160,682) | 184,211 | (616,634) | 178,591 | |||||||||||
Net cash settlements received (paid) on derivatives not designated as hedges | 94,490 | (197,878) | 246,639 | (225,279) | |||||||||||
Premiums received (paid) for derivatives that settled during the period | 3,065 | (18) | 19,676 | 435 | |||||||||||
Litigation expense | — | 51,677 | 82,395 | 51,677 | |||||||||||
Unrealized loss on investment in Equitrans Midstream Corporation | 60,214 | 72,366 | 336,993 | 72,366 | |||||||||||
Tax impact of non-GAAP items (a) | (395,052) | (91,527) | (462,193) | (798,927) | |||||||||||
Adjusted net (loss) income from continuing operations | $ | (7,173) | $ | 201,643 | $ | 212,348 | $ | 444,769 | |||||||
Diluted weighted average common shares outstanding | 255,384 | 255,033 | 255,325 | 261,166 | |||||||||||
Diluted EPS from continuing operations | $ | (4.61) | $ | (2.35) | $ | (4.79) | $ | (9.12) | |||||||
Adjusted EPS from continuing operations | $ | (0.03) | $ | 0.79 | $ | 0.83 | $ | 1.70 |
(a) | The tax impact of non-GAAP items represents the incremental tax expense that would have been incurred had these items been excluded from loss from continuing operations, which resulted in blended tax rates of 25.2% and 10.3% for the three months ended December 31, 2019 and 2018, respectively, and 24.4% and 22.0% for the years ended December 31, 2019 and 2018, respectively. These rates differ from the Company's statutory tax rate due primarily to the impact of items specific to each respective quarter. In addition, the tax benefit that may be recorded in any quarter is limited to the amount of benefit expected for the entire year. |
Adjusted EBITDA
Adjusted EBITDA is defined as loss from continuing operations, plus interest expense, income tax benefit, depreciation and depletion, amortization of intangible assets, impairments, proxy, transaction and reorganization costs, the revenue impact of changes in the fair value of derivative instruments prior to settlement and certain other items that impact comparability between periods. Adjusted EBITDA is a non-GAAP supplemental financial measure that management and external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies use to assess the Company's earnings trends. The Company believes that adjusted EBITDA is an important measure used by investors in evaluating period-over-period comparisons of earnings trends. Adjusted EBITDA should not be considered as an alternative to the Company's net (loss) income presented in accordance with GAAP. Adjusted EBITDA excludes the revenue impact of changes in the fair value of derivative instruments prior to settlement and other items that affect the comparability of results and are not trends in the ongoing business. Management utilizes adjusted EBITDA to evaluate earnings trends because the measure reflects only the impact of settled derivative contracts and thus the income from natural gas is not impacted by the often-volatile fluctuations in fair value of derivatives prior to settlement.
The table below reconciles adjusted EBITDA with loss from continuing operations, the most comparable financial measure as calculated in accordance with GAAP, as reported in the Statements of Consolidated Operations to be included in the Company's Annual Report on Form 10-K for the year ended December 31, 2019.
Three Months Ended | Year Ended | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
(Thousands) | |||||||||||||||
Loss from continuing operations | $ | (1,176,924) | $ | (598,062) | $ | (1,221,695) | $ | (2,380,920) | |||||||
Add back / (deduct): | |||||||||||||||
Interest expense | 45,066 | 57,747 | 199,851 | 228,958 | |||||||||||
Income tax benefit | (366,532) | (99,788) | (375,776) | (696,511) | |||||||||||
Depreciation and depletion | 384,226 | 416,620 | 1,538,745 | 1,569,038 | |||||||||||
Amortization of intangible assets | 7,477 | 10,342 | 35,916 | 41,367 | |||||||||||
Impairment/loss on sale/exchange of long-lived assets | 1,124,352 | 3,538 | 1,138,287 | 2,709,976 | |||||||||||
Impairment of intangible assets | — | — | 15,411 | — | |||||||||||
Impairment of goodwill | — | 530,811 | — | 530,811 | |||||||||||
Impairment and expiration of leases | 428,705 | 244,124 | 556,424 | 279,708 | |||||||||||
Proxy, transaction and reorganization | 14,659 | 2,401 | 117,045 | 26,331 | |||||||||||
(Gain) loss on derivatives not designated as hedges | (160,682) | 184,211 | (616,634) | 178,591 | |||||||||||
Net cash settlements received (paid) on derivatives not designated as hedges | 94,490 | (197,878) | 246,639 | (225,279) | |||||||||||
Premiums received (paid) for derivatives that settled during the period | 3,065 | (18) | 19,676 | 435 | |||||||||||
Litigation expense | — | 51,677 | 82,395 | 51,677 | |||||||||||
Unrealized loss on investment in Equitrans Midstream Corporation | 60,214 | 72,366 | 336,993 | 72,366 | |||||||||||
Adjusted EBITDA from continuing operations | $ | 458,116 | $ | 678,091 | $ | 2,073,277 | $ | 2,386,548 |
The Company has not provided projected net (loss) income or a reconciliation of projected adjusted EBITDA to projected net (loss) income, the most comparable financial measure calculated in accordance with GAAP. Net (loss) income includes the impact of interest expense, income tax benefit or expense, depreciation and depletion expense, the revenue impact of changes in the projected fair value of derivative instruments prior to settlement and certain other items that impact comparability between periods and the tax effect of such items, which may be significant and difficult to project with a reasonable degree of accuracy. Therefore, projected net (loss) income, and a reconciliation of projected adjusted EBITDA to projected net (loss) income, are not available without unreasonable effort.
Adjusted Operating Cash Flow and Adjusted Free Cash Flow
Adjusted operating cash flow is defined as the Company's net cash provided by operating activities less changes in other assets and liabilities, less EBITDA attributable to discontinued operations (a non-GAAP supplemental financial measure defined below), plus interest expense attributable to discontinued operations and cash distributions from discontinued operations. Adjusted free cash flow is defined as adjusted operating cash flow less accrual-based capital expenditures attributable to continuing operations. Adjusted operating cash flow and adjusted free cash flow are non-GAAP supplemental financial measures that the Company's management and external users of its consolidated financial statements, such as industry analysts, lenders and ratings agencies use to assess the Company's liquidity. The Company believes that adjusted operating cash flow and adjusted free cash flow provide useful information to management and investors in assessing the Company's ability to generate cash flow in excess of capital requirements and return cash to shareholders. Adjusted operating cash flow and adjusted free cash flow should not be considered as alternatives to net cash provided by operating activities or any other measure of liquidity presented in accordance with GAAP.
The table below reconciles adjusted operating cash flow and adjusted free cash flow with net cash provided by operating activities, the most comparable financial measure calculated in accordance with GAAP, as derived from the Statements of Consolidated Cash Flows to be included in the Company's Annual Report on Form 10-K for the year ended December 31, 2019.
Three Months Ended | Year Ended | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
(Thousands) | |||||||||||||||
Net cash provided by operating activities | $ | 217,850 | $ | 530,866 | $ | 1,851,704 | $ | 2,976,256 | |||||||
Add back / (deduct) changes in other assets and liabilities | 285,147 | 261,216 | (19,536) | 119,495 | |||||||||||
Operating cash flow | $ | 502,997 | $ | 792,082 | $ | 1,832,168 | $ | 3,095,751 | |||||||
(Deduct) / add back: | |||||||||||||||
EBITDA attributable to discontinued operations (a) | — | (118,934) | — | (988,291) | |||||||||||
Interest expense attributable to discontinued operations | — | 19,452 | — | 88,300 | |||||||||||
Cash distributions from discontinued operations (b) | — | — | — | 280,401 | |||||||||||
Adjusted operating cash flow | $ | 502,997 | $ | 692,600 | $ | 1,832,168 | $ | 2,476,161 | |||||||
(Deduct): | |||||||||||||||
Capital expenditures attributable to continuing operations | (355,470) | (558,351) | (1,772,479) | (2,739,103) | |||||||||||
Adjusted free cash flow | $ | 147,527 | $ | 134,249 | $ | 59,689 | $ | (262,942) |
(a) | As a result of the separation of the Company's midstream business from its upstream business and subsequent spin-off of ETRN in November 2018, the results of operations of ETRN are presented as discontinued operations in the Company's Statements of Consolidated Operations. EBITDA attributable to discontinued operations is a non-GAAP supplemental financial measure reconciled in the section below. |
(b) | Cash distributions from discontinued operations represents the cash distributions payable from EQM, EQGP Holdings, LP and Rice Midstream Partners LP (the Company's former midstream affiliates) to the Company in respect of the three months and year ended December 31, 2018. |
The Company has not provided projected net cash provided by operating activities or reconciliations of projected adjusted operating cash flow and adjusted free cash flow to projected net cash provided by operating activities, the most comparable financial measure calculated in accordance with GAAP. The Company is unable to project net cash provided by operating activities for any future period because this metric includes the impact of changes in operating assets and liabilities related to the timing of cash receipts and disbursements that may not relate to the period in which the operating activities occurred. The Company is unable to project these timing differences with any reasonable degree of accuracy without unreasonable efforts such as predicting the timing of its and customers' payments, with accuracy to a specific day, months in advance. Furthermore, the Company does not provide guidance with respect to its average realized price, among other items, that impact reconciling items between net cash provided by operating activities and adjusted operating cash flow and adjusted free cash flow, as applicable. Natural gas prices are volatile and out of the Company's control, and the timing of transactions and the income tax effects of future transactions and other items are difficult to accurately predict. Therefore, the Company is unable to provide projected net cash provided by operating activities, or the related reconciliations of projected adjusted operating cash flow and adjusted free cash flow to projected net cash provided by operating activities, without unreasonable effort.
EBITDA Attributable to Discontinued Operations
EBITDA attributable to discontinued operations is a non-GAAP supplemental financial measure defined as (loss) income from discontinued operations, net of tax plus interest expense, income tax (benefit) expense, depreciation, amortization of intangible assets and impairment of goodwill attributable to discontinued operations for the three months and year ended December 31, 2018.
The table below reconciles EBITDA attributable to discontinued operations with (loss) income from discontinued operations, net of tax, the most comparable financial measure calculated in accordance with GAAP, as reported in the Statements of Consolidated Operations to be included in the Company's Annual Report on Form 10-K for the year ended December 31, 2019.
Three Months Ended | Year Ended | ||||||
(Thousands) | |||||||
(Loss) income from discontinued operations, net of tax | $ | (163,911) | $ | 373,762 | |||
Add back / (deduct): | |||||||
Interest expense | 19,452 | 88,300 | |||||
Income tax (benefit) expense | (31,575) | 61,643 | |||||
Depreciation | 22,243 | 160,701 | |||||
Amortization of intangible assets | 4,847 | 36,007 | |||||
Impairment of goodwill | 267,878 | 267,878 | |||||
EBITDA attributable to discontinued operations | $ | 118,934 | $ | 988,291 |
Adjusted Operating Revenue
Adjusted operating revenue (also referred to as total natural gas & liquids sales, including cash settled derivatives) is a non-GAAP supplemental financial measure that is presented because it is an important measure used by the Company's management to evaluate period-over-period comparisons of earnings trends. Adjusted operating revenue as presented excludes the revenue impact of changes in the fair value of derivative instruments prior to settlement and the revenue impact of net marketing services and other revenues. Management utilizes adjusted operating revenue to evaluate earnings trends because the measure reflects only the impact of settled derivative contracts and thus does not impact the revenue from natural gas sales with the often-volatile fluctuations in the fair value of derivatives prior to settlement. Adjusted operating revenue also excludes "net marketing services and other" because management considers this revenue to be unrelated to the revenue for its natural gas and liquids production. "Net marketing services and other" includes both the cost of and recoveries on third-party pipeline capacity released as well as revenue for gathering services. Management further believes that adjusted operating revenue, as presented, provides useful information to investors for evaluating period-over-period earnings trends.
The table below reconciles adjusted operating revenue to total operating revenue, the most comparable financial measure calculated in accordance with GAAP, as reported in the Statements of Consolidated Operations to be included in the Company's Annual Report on Form 10-K for the year ended December 31, 2019.
Three Months Ended | Year Ended | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
(Thousands, unless noted) | |||||||||||||||
Total operating revenue | $ | 1,011,483 | $ | 1,245,138 | $ | 4,416,484 | $ | 4,557,868 | |||||||
Add back / (deduct): | |||||||||||||||
(Gain) loss on derivatives not designated as hedges | (160,682) | 184,211 | (616,634) | 178,591 | |||||||||||
Net cash settlements received (paid) on derivatives not designated as hedges | 94,490 | (197,878) | 246,639 | (225,279) | |||||||||||
Premiums received (paid) for derivatives that settled during the period | 3,065 | (18) | 19,676 | 435 | |||||||||||
Net marketing services and other | (1,154) | 1,442 | (8,436) | (40,940) | |||||||||||
Adjusted operating revenue | $ | 947,202 | $ | 1,232,895 | $ | 4,057,729 | $ | 4,470,675 | |||||||
Total sales volumes (MMcfe) | 373,489 | 393,907 | 1,507,896 | 1,487,689 | |||||||||||
Average realized price ($/Mcfe) | $ | 2.54 | $ | 3.13 | $ | 2.69 | $ | 3.01 |
Adjusted SG&A Per Unit
Adjusted SG&A per unit is a non-GAAP supplemental financial measure that is presented because it is an important measure used by the Company's management to evaluate period-to-period comparisons of earnings trends. Adjusted SG&A per unit is defined as SG&A less litigation expense and indirect costs allocated to the midstream business prior to separation that are not permitted to be allocated to discontinued operations under the accounting rules, divided by total sales volumes. The measure excludes items that affect the comparability of results or that are not indicative of trends in the ongoing business. Management believes that adjusted SG&A per unit as presented provides useful information for investors for evaluating period-over-period earnings.
The table below reconciles adjusted SG&A per unit with SG&A, the most comparable financial measure calculated in accordance with GAAP, as derived from the Statements of Consolidated Operations to be included in the Company's Annual Report on Form 10-K for the year ended December 31, 2019.
Three Months Ended | Year Ended | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
(Thousands, unless noted) | |||||||||||||||
Selling, general and administrative | $ | 38,444 | $ | 129,630 | $ | 253,006 | $ | 284,220 | |||||||
Less: | |||||||||||||||
Litigation expense | — | 51,677 | 82,395 | 51,677 | |||||||||||
Indirect costs allocated to midstream business prior to separation | — | 6,118 | — | 47,491 | |||||||||||
Adjusted SG&A | $ | 38,444 | $ | 71,835 | $ | 170,611 | $ | 185,052 | |||||||
Total sales volumes (MMcfe) | 373,489 | 393,907 | 1,507,896 | 1,487,689 | |||||||||||
Adjusted SG&A per unit ($/Mcfe) | $ | 0.10 | $ | 0.18 | $ | 0.11 | $ | 0.12 |
Net Debt
Net debt is a non-GAAP supplemental financial measure that is presented because it is an important measure used by the Company's management to determine the Company's outstanding debt obligations that would not be readily satisfied by cash and cash equivalents on hand. Net debt is defined as total debt less cash and cash equivalents. Total debt includes the current portion of debt plus, credit facility borrowings, term loan borrowings, senior notes and note payable to EQM. Management believes that net debt as presented provides useful information for investors for evaluating the Company's leverage since the Company could choose to use its cash and cash equivalents to retire debt.
The table below reconciles net debt with total debt, the most comparable financial measure calculated in accordance with GAAP, as derived from the Statements of Consolidated Balance Sheets to be included in the Company's Annual Report on Form 10-K for the year ended December 31, 2019.
December 31, 2019 | December 31, 2018 | ||||||
(Thousands) | |||||||
Current portion of debt | $ | 16,204 | $ | 704,390 | |||
Credit facility borrowings | 294,000 | 800,000 | |||||
Term loan facility borrowings | 999,353 | — | |||||
Senior notes | 3,878,366 | 3,882,932 | |||||
Note payable to EQM Midstream Partners, LP | 105,056 | 110,059 | |||||
Total debt | 5,292,979 | 5,497,381 | |||||
Less: Cash and cash equivalents | 4,596 | 3,487 | |||||
Net debt | $ | 5,288,383 | $ | 5,493,894 |
About EQT Corporation:
EQT Corporation is a natural gas production company with emphasis in the Appalachian Basin and operations throughout Pennsylvania, West Virginia and Ohio. With 130 years of experience and a long-standing history of good corporate citizenship, EQT is the largest producer of natural gas in the United States. As a leader in the use of advanced horizontal drilling technology, EQT is committed to minimizing the impact of drilling-related activities and reducing its overall environmental footprint. Through safe and responsible operations, EQT is helping to meet our nation's demand for clean-burning energy, while continuing to provide a rewarding workplace and support for activities that enrich the communities where its employees live and work. Visit EQT Corporation at https://www.EQT.com; and to learn more about EQT's sustainability efforts, please visit https://csr.eqt.com.
EQT Management speaks to investors from time to time and the analyst presentation for these discussions, which is updated periodically, is available via the Company's investor relationship website at https://ir.eqt.com.
Cautionary Statements
Reserve engineering is a process of estimating underground accumulations of natural gas, NGLs and oil that cannot be measured in an exact way. The accuracy of any reserve estimate depends on the quality of available data, the interpretation of such data and price and cost assumptions made by reserve engineers. In addition, the results of drilling, testing and production activities may justify revisions of estimates that were made previously. If significant, such revisions would change the schedule of any further production and development program. Accordingly, reserve estimates may differ significantly from the quantities of natural gas, NGLs and oil that are ultimately recovered.
This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include the expectations of plans, strategies, objectives and growth and anticipated financial and operational performance of the Company and its subsidiaries, including guidance regarding the Company's strategy to develop its reserves; drilling plans and programs (including the number, type, depth, spacing, lateral length and the number and location of wells to be drilled, spud or turned-in-line, the number and type of drilling rigs, the number and type of frac crews, and the availability of capital to complete these plans and programs); estimated reserves; projected production and sales volumes and growth rates (including liquids production and sales volumes and growth rates); natural gas prices, changes in basis and the impact of commodity prices on the Company's business; the Company's ability to reduce its drilling and completions costs, other costs and expenses, and capital expenditures, and the timing of achieving any such reductions; the Company's ability to successfully implement and execute the executive management team's operational, organizational and technological initiatives, and achieve the anticipated results of such initiatives; the projected reduction of the Company's gathering and compression rates resulting from the Company's new gathering agreement with EQM, and the anticipated cost savings and effects on the Company's EBITDA and financial profile associated with such anticipated rate changes; monetization transactions, including asset sales, joint ventures or other transactions involving the Company's assets, and the Company's planned use of the proceeds from any such monetization transactions; acquisition transactions; the projected capital efficiency savings and other operating efficiencies and synergies resulting from the Company's monetization transactions and acquisition transactions; the timing and structure of any additional dispositions of the Company's retained equity interest in ETRN, and the planned use of the proceeds from any such dispositions; the amount and timing of any repurchases of the Company's common stock or outstanding debt securities; projected dividend amounts and rates; projected cash flows, adjusted operating cash flow and free cash flow; projected capital expenditures; projected adjusted EBITDA; liquidity and financing requirements, including funding sources and availability; the Company's ability to maintain or improve its credit ratings, leverage levels and financial profile; the Company's hedging strategy; and the effects of litigation, government regulation and tax position.
The forward-looking statements included in this new release involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control and which include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; access to and cost of capital; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; the Company's ability to appropriately allocate capital and resources among its strategic opportunities; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, natural gas liquids and oil; cyber security risks; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and water required to execute the Company's exploration and development plans; the ability to obtain environmental and other permits and the timing thereof; government regulation or action; environmental and weather risks, including the possible impacts of climate change; and disruptions to the Company's business due to acquisitions and other significant transaction. These and other risks and uncertainties are described under Item 1A, "Risk Factors," of the Company's Annual Report on Form 10-K for the year ended December 31, 2018 as filed with the SEC and the Company's Annual Report on Form 10-K for the year ended December 31, 2019 to be filed with the SEC, as updated by any subsequent Form 10-Qs, and those set forth in the other documents the Company files from time to time with the SEC.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company does not intend to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
Analyst inquiries please contact:
Andrew Breese - Director, Investor Relations
ABreese@eqt.com
412.395.2555
EQT CORPORATION AND SUBSIDIARIES | |||||||||||||||
Three Months Ended | Year Ended | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
(Thousands except per share amounts) | |||||||||||||||
Operating revenues: | |||||||||||||||
Sales of natural gas, natural gas liquids and oil | $ | 849,647 | $ | 1,430,791 | $ | 3,791,414 | $ | 4,695,519 | |||||||
Gain (loss) on derivatives not designated as hedges | 160,682 | (184,211) | 616,634 | (178,591) | |||||||||||
Net marketing services and other | 1,154 | (1,442) | 8,436 | 40,940 | |||||||||||
Total operating revenues | 1,011,483 | 1,245,138 | 4,416,484 | 4,557,868 | |||||||||||
Operating expenses: | |||||||||||||||
Transportation and processing | 438,580 | 431,528 | 1,752,752 | 1,697,001 | |||||||||||
Production | 36,240 | 46,544 | 153,785 | 195,775 | |||||||||||
Exploration | 867 | 291 | 7,223 | 6,765 | |||||||||||
Selling, general and administrative | 38,444 | 129,630 | 253,006 | 284,220 | |||||||||||
Depreciation and depletion | 384,226 | 416,620 | 1,538,745 | 1,569,038 | |||||||||||
Amortization of intangible assets | 7,477 | 10,342 | 35,916 | 41,367 | |||||||||||
Impairment/loss on sale/exchange of long-lived assets | 1,124,352 | 3,538 | 1,138,287 | 2,709,976 | |||||||||||
Impairment of intangible assets | — | — | 15,411 | — | |||||||||||
Impairment of goodwill | — | 530,811 | — | 530,811 | |||||||||||
Impairment and expiration of leases | 428,705 | 244,124 | 556,424 | 279,708 | |||||||||||
Proxy, transaction and reorganization | 14,659 | 2,401 | 117,045 | 26,331 | |||||||||||
Total operating expenses | 2,473,550 | 1,815,829 | 5,568,594 | 7,340,992 | |||||||||||
Operating loss | (1,462,067) | (570,691) | (1,152,110) | (2,783,124) | |||||||||||
Unrealized loss on investment in Equitrans Midstream Corporation | 60,214 | 72,366 | 336,993 | 72,366 | |||||||||||
Dividend and other income | (23,891) | (2,954) | (91,483) | (7,017) | |||||||||||
Interest expense | 45,066 | 57,747 | 199,851 | 228,958 | |||||||||||
Loss from continuing operations before income taxes | (1,543,456) | (697,850) | (1,597,471) | (3,077,431) | |||||||||||
Income tax benefit | (366,532) | (99,788) | (375,776) | (696,511) | |||||||||||
Loss from continuing operations | (1,176,924) | (598,062) | (1,221,695) | (2,380,920) | |||||||||||
(Loss) income from discontinued operations, net of tax | — | (163,911) | — | 373,762 | |||||||||||
Net loss | (1,176,924) | (761,973) | (1,221,695) | (2,007,158) | |||||||||||
Less: Net (loss) income from discontinued operations attributable to noncontrolling interests | — | (125,286) | — | 237,410 | |||||||||||
Net loss attributable to EQT Corporation | $ | (1,176,924) | $ | (636,687) | $ | (1,221,695) | $ | (2,244,568) | |||||||
Amounts attributable to EQT Corporation: | |||||||||||||||
Loss from continuing operations | $ | (1,176,924) | $ | (598,062) | $ | (1,221,695) | $ | (2,380,920) | |||||||
(Loss) income from discontinued operations, net of tax | — | (38,625) | — | 136,352 | |||||||||||
Net loss attributable to EQT Corporation | $ | (1,176,924) | $ | (636,687) | $ | (1,221,695) | $ | (2,244,568) | |||||||
Earnings per share of common stock attributable to EQT Corporation: | |||||||||||||||
Basic and diluted: | |||||||||||||||
Weighted average common stock outstanding | 255,384 | 254,642 | 255,141 | 260,932 | |||||||||||
Loss from continuing operations | $ | (4.61) | $ | (2.35) | $ | (4.79) | $ | (9.12) | |||||||
(Loss) income from discontinued operations | — | (0.15) | — | 0.52 | |||||||||||
Net loss | $ | (4.61) | $ | (2.50) | $ | (4.79) | $ | (8.60) |
EQT CORPORATION AND SUBSIDIARIES | |||||||||||||||
Three Months Ended | Year Ended | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
(Thousands, unless noted) | |||||||||||||||
NATURAL GAS | |||||||||||||||
Sales volume (MMcf) | 357,172 | 372,882 | 1,435,134 | 1,386,718 | |||||||||||
NYMEX price ($/MMBtu) (a) | $ | 2.50 | $ | 3.65 | $ | 2.63 | $ | 3.10 | |||||||
Btu uplift | 0.14 | 0.21 | 0.13 | 0.19 | |||||||||||
Natural gas price ($/Mcf) | $ | 2.64 | $ | 3.86 | $ | 2.76 | $ | 3.29 | |||||||
Basis ($/Mcf) (b) | $ | (0.41) | $ | (0.26) | $ | (0.28) | $ | (0.25) | |||||||
Cash settled basis swaps (not designated as hedges) ($/Mcf) | (0.02) | (0.11) | (0.04) | (0.08) | |||||||||||
Average differential, including cash settled basis swaps ($/Mcf) | $ | (0.43) | $ | (0.37) | $ | (0.32) | $ | (0.33) | |||||||
Average adjusted price ($/Mcf) | $ | 2.21 | $ | 3.49 | $ | 2.44 | $ | 2.96 | |||||||
Cash settled derivatives (not designated as hedges) ($/Mcf) | 0.28 | (0.43) | 0.21 | (0.07) | |||||||||||
Average natural gas price, including cash settled derivatives ($/Mcf) | $ | 2.49 | $ | 3.06 | $ | 2.65 | $ | 2.89 | |||||||
Natural gas sales, including cash settled derivatives | $ | 889,086 | $ | 1,141,565 | $ | 3,805,977 | $ | 4,004,147 | |||||||
LIQUIDS | |||||||||||||||
NGLs, excluding ethane: | |||||||||||||||
Sales volume (MMcfe) (c) | 9,723 | 11,948 | 44,082 | 63,247 | |||||||||||
Sales volume (Mbbl) | 1,622 | 1,992 | 7,348 | 10,542 | |||||||||||
Price ($/Bbl) | $ | 25.84 | $ | 36.17 | $ | 23.63 | $ | 37.63 | |||||||
Cash settled derivatives (not designated as hedges) ($/Bbl) | 0.27 | 0.28 | 2.19 | (1.07) | |||||||||||
Average NGLs price, including cash settled derivatives ($/Bbl) | $ | 26.11 | $ | 36.45 | $ | 25.82 | $ | 36.56 | |||||||
NGLs sales | $ | 42,326 | $ | 72,596 | $ | 189,718 | $ | 385,364 | |||||||
Ethane: | |||||||||||||||
Sales volume (MMcfe) (c) | 5,509 | 8,232 | 23,748 | 33,645 | |||||||||||
Sales volume (Mbbl) | 917 | 1,371 | 3,957 | 5,607 | |||||||||||
Price ($/Bbl) | $ | 5.56 | $ | 8.92 | $ | 6.16 | $ | 8.09 | |||||||
Cash settled derivatives (not designated as hedges) ($/Bbl) | 4.40 | — | 1.02 | — | |||||||||||
Average Ethane price, including cash settled derivatives ($/Bbl) | $ | 9.96 | $ | 8.92 | $ | 7.18 | $ | 8.09 | |||||||
Ethane sales | $ | 9,141 | $ | 12,231 | $ | 28,414 | $ | 45,339 | |||||||
Oil: | |||||||||||||||
Sales volume (MMcfe) (c) | 1,085 | 845 | 4,932 | 4,079 | |||||||||||
Sales volume (Mbbl) | 181 | 141 | 822 | 680 | |||||||||||
Price ($/Bbl) | $ | 36.76 | $ | 46.17 | $ | 40.90 | $ | 52.70 | |||||||
Oil sales | $ | 6,649 | $ | 6,503 | $ | 33,620 | $ | 35,825 | |||||||
Total liquids sales volume (MMcfe) (c) | 16,317 | 21,025 | 72,762 | 100,971 | |||||||||||
Total liquids sales volume (Mbbl) | 2,720 | 3,504 | 12,127 | 16,829 | |||||||||||
Total liquids sales | $ | 58,116 | $ | 91,330 | $ | 251,752 | $ | 466,528 | |||||||
TOTAL | |||||||||||||||
Total natural gas & liquids sales, including cash settled derivatives (d) | $ | 947,202 | $ | 1,232,895 | $ | 4,057,729 | $ | 4,470,675 | |||||||
Total sales volume (MMcfe) | 373,489 | 393,907 | 1,507,896 | 1,487,689 | |||||||||||
Average realized price ($/Mcfe) | $ | 2.54 | $ | 3.13 | $ | 2.69 | $ | 3.01 |
(a) | The Company's volume weighted NYMEX natural gas price (actual average NYMEX natural gas price ($/MMBtu)) was $2.50 and $3.64 for the three months ended December 31, 2019 and 2018, respectively, and $2.63 and $3.09 for the year ended December 31, 2019 and 2018, respectively. |
(b) | Basis represents the difference between the ultimate sales price for natural gas and the NYMEX natural gas price. |
(c) | NGLs, ethane and crude oil were converted to Mcfe at the rate of six Mcfe per barrel for all periods. |
(d) | Also referred to in this report as adjusted operating revenues, a non-GAAP supplemental financial measure. |
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SOURCE EQT Corporation
PITTSBURGH, Feb. 12, 2020 /PRNewswire/ -- EQT Corporation (the "Company" or "EQT") (NYSE: EQT) announced today it has commenced a tender offer (the "Tender Offer") to purchase for cash up to $400.0 million aggregate principal amount (the "Maximum Tender Amount") of its 4.875% Senior Notes due 2021 (the "Notes").
The following table sets forth some of the terms of the Tender Offer:
Title of Notes | CUSIP Number | Principal Amount | Tender Offer | Early Tender | Total |
4.875% Senior Notes due 2021 | 26884LAB5 | $750,000,000 | $990.00 | $30.00 | $1,020.00 |
(1) Per $1,000 principal amount of Notes accepted for purchase. | |||||
(2) Does not include accrued interest, which will be paid in addition to the Tender Offer Consideration or the Total Consideration, as | |||||
(3) Includes the Early Tender Premium. |
The Tender Offer is being made upon and is subject to the terms and conditions set forth in the Offer to Purchase dated February 12, 2020 (the "Offer to Purchase") and the related Letter of Transmittal. The Tender Offer will expire at 11:59 p.m., New York City time, on March 16, 2020, unless extended or earlier terminated by the Company (the "Expiration Date"). Tenders of Notes may be withdrawn at any time at or prior to 5:00 p.m., New York City time, on March 2, 2020, but may not be withdrawn thereafter except in certain limited circumstances where additional withdrawal rights are required by law (the "Withdrawal Deadline").
The consideration paid in the Tender Offer for the Notes that are validly tendered on or prior to 5:00 p.m., New York City time, on March 2, 2020 (the "Early Tender Date"), and accepted for purchase, will be $1,020 per $1,000 principal amount of Notes as specified in the table above and in the Offer to Purchase (the "Total Consideration"), which includes an early tender premium of $30 per $1,000 principal amount of Notes (the "Early Tender Premium"). Holders of Notes who validly tender their Notes following the Early Tender Date and on or prior to the Expiration Date will receive $990 per $1,000 principal amount of any such Notes tendered by such holders that are accepted for purchase, which is equal to the Total Consideration minus the Early Tender Premium.
Payments for Notes purchased will include accrued and unpaid interest from and including the last interest payment date for the Notes up to, but not including, the applicable settlement date for such Notes accepted for purchase. The settlement date for Notes that are validly tendered on or prior to the Early Tender Date is expected to be March 4, 2020, the second business day following the Early Tender Date (the "Early Settlement Date"). The settlement date for the Notes that are tendered following the Early Tender Date but on or prior to the Expiration Date is expected to be March 18, 2020, the second business day after the Expiration Date (the "Final Settlement Date"), assuming the Maximum Tender Amount of Notes is not purchased on the Early Settlement Date.
The Notes may be subject to proration if the aggregate principal amount of the Notes validly tendered and not validly withdrawn would cause the Maximum Tender Amount to be exceeded. Furthermore, if the Tender Offer is fully subscribed as of the Early Tender Date, holders who validly tender Notes following the Early Tender Date will not have any of their Notes accepted for payment.
The Company's obligation to accept for payment and to pay for the Notes validly tendered in the Tender Offer is subject to the satisfaction or waiver of a number of conditions described in the Offer to Purchase. The Company reserves the right, subject to applicable law, to: (i) waive any and all conditions to the Tender Offer; (ii) extend, terminate or withdraw the Tender Offer; (iii) increase or decrease the Maximum Tender Amount; or (iv) otherwise amend the Tender Offer in any respect.
BofA Securities is acting as Dealer Manager for the Tender Offer. The Information Agent and Tender Agent is Global Bondholder Services Corporation. Copies of the Offer to Purchase, Letter of Transmittal and related offering materials are available by contacting the Information Agent at (866) 470-4500 (toll-free) or (212) 430-3774 (collect) or email contact@gbsc-usa.com. Questions regarding the Tender Offer should be directed to BofA Securities at (888) 292-0070 (toll-free) or (980) 386-6026 (collect).
This news release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The Tender Offer is being made only pursuant to the Offer to Purchase and only in such jurisdictions as is permitted under applicable law.
About EQT Corporation
EQT Corporation is a natural gas production company with emphasis in the Appalachian Basin and operations throughout Pennsylvania, West Virginia and Ohio. With 130 years of experience and a long-standing history of good corporate citizenship, EQT is the largest producer of natural gas in the United States. As a leader in the use of advanced horizontal drilling technology, EQT is committed to minimizing the impact of drilling-related activities and reducing its overall environmental footprint. Through safe and responsible operations, EQT is helping to meet our nation's demand for clean-burning energy, while continuing to provide a rewarding workplace and support for activities that enrich the communities where its employees live and work.
Cautionary Statements
This communication contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently available to the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company's control. The risks and uncertainties that may affect the forward-looking statements include, but are not limited to, those set forth under Item 1A, "Risk Factors," of the Company's Annual Report on Form 10-K for the year ended December 31, 2018, as filed with the Securities and Exchange Commission and as updated by subsequent Quarterly Reports on Form 10-Qs filed by the Company, and those set forth in the other documents the Company files from time to time with the SEC.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
Investor contact:
Andrew Breese – Director, Investor Relations
412.395.2555
ABreese@eqt.com
Media contact:
Mike Laffin – Vice President, Communications
412.395.2069
MLaffin@eqt.com
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SOURCE EQT Corporation
PITTSBURGH, Feb. 6, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT) will host a conference call with security analysts on February 27, 2020, beginning at 9:30 a.m. ET.
Topics of the teleconference will include financial and operational results, and other matters, with respect to the fourth quarter and year-end 2019. A brief Q&A session for security analysts will immediately follow the discussion. The Company plans to issue its financial and operating results prior to the market opening on the same day.
To access the live audio webcast of the conference call, visit the EQT's investor relations website at ir.eqt.com. A replay will also be available via the investor relations website for seven days following the live call.
About EQT Corporation:
EQT Corporation is a natural gas production company with emphasis in the Appalachian Basin and operations throughout Pennsylvania, West Virginia and Ohio. With 130 years of experience and a long-standing history of good corporate citizenship, EQT is the largest producer of natural gas in the United States. As a leader in the use of advanced horizontal drilling technology, EQT is committed to minimizing the impact of drilling-related activities and reducing its overall environmental footprint. Through safe and responsible operations, EQT is helping to meet our nation's demand for clean-burning energy, while continuing to provide a rewarding workplace and support for activities that enrich the communities where its employees live and work.
EQT Management speaks to investors from time to time and the analyst presentation for these discussions, which is updated periodically, is available via the Company's investor relations website at ir.eqt.com.
Company contacts
Investors
Andrew Breese – Director, Investor Relations
412.395.2555
ABreese@eqt.com
Media
Mike Laffin – Vice President Communications
412.395.2069
MLaffin@eqt.com
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SOURCE EQT Corporation
PITTSBURGH, Feb. 4, 2020 /PRNewswire/ -- EQT Corporation (NYSE: EQT), today, declared a quarterly cash dividend of $0.03 per share, payable March 1, 2020, to shareholders of record at the close of business on February 14, 2020.
About EQT Corporation:
EQT Corporation is a natural gas production company with emphasis in the Appalachian Basin and operations throughout Pennsylvania, West Virginia and Ohio. With 130 years of experience and a long-standing history of good corporate citizenship, EQT is the largest producer of natural gas in the United States. As a leader in the use of advanced horizontal drilling technology, EQT is committed to minimizing the impact of drilling-related activities and reducing its overall environmental footprint. Through safe and responsible operations, EQT is helping to meet our nation's demand for clean-burning energy, while continuing to provide a rewarding workplace and support for activities that enrich the communities where its employees live and work.
EQT Management speaks to investors from time to time and the analyst presentation for these discussions, which is updated periodically, is available via the Company's investor relations website at ir.eqt.com.
Company contacts
Investors
Andrew Breese – Director, Investor Relations
412.395.2555
ABreese@eqt.com
Media
Mike Laffin – Vice President Communications
412.395.2069
MLaffin@eqt.com
Source: EQT Corporation
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SOURCE EQT Corporation
NEW YORK, Sept. 9, 2019 /PRNewswire/ -- Scott+Scott Attorneys at Law LLP ("Scott+Scott"), an international securities and consumer rights litigation firm, is investigating whether certain directors and officers of EQT Corporation ("EQT" or the "Company") (NYSE: EQT) breached their fiduciary duties to the Company and its shareholders. If you are a EQT shareholder, you may contact attorney Joe Pettigrew for additional information at 844-818-6982 or jpettigrew@scott-scott.com.
Scott+Scott is investigating whether certain members of EQT's board of directors misled investors in connection with EQT's acquisition of Rice Energy Inc. ("Rice"), a rival gas producer. Specifically, on June 19, 2017, EQT announced that it had entered into an agreement to acquire Rice for $6.7 billion. EQT represented that because Rice had an acreage footprint largely contiguous to EQT's existing acreage, the acquisition would allow EQT to achieve "a 50% increase in average lateral [drilling] lengths" (as opposed to more traditional vertical well drilling). EQT claimed that as a result, the merger would result in $2.5 billion in synergies, including $100 million in cost savings in 2018 alone.
After the closing in November 2017, the Company continued to tout the "significant operational synergies" of the merger. On March 15, 2018, just five months after the acquisition closed, EQT announced the sudden and unexpected resignation of its Chief Executive Officer. Then, on October 25, 2018, the Company reported poor third quarter financial results caused by an increase in total costs and disclosed that its estimated capital expenditures for well development in 2018 would increase by $300 million. As a result, the Company reduced its full-year forecast for 2018.
What You Can Do
If you are a EQT shareholder, you may have legal claims against EQT's directors and officers. If you wish to discuss this investigation, or have questions about this notice or your legal rights, please contact attorney Joe Pettigrew toll-free at 844-818-6982 or jpettigrew@scott-scott.com.
About Scott+Scott
Scott+Scott has significant experience in prosecuting major securities, antitrust, and employee retirement plan actions throughout the United States. The firm represents pension funds, foundations, individuals, and other entities worldwide with offices in New York, London, Amsterdam, Connecticut, California, and Ohio.
Attorney Advertising
CONTACT:
Joe Pettigrew
Scott+Scott Attorneys at Law LLP
230 Park Avenue, 17th Floor, New York, NY 10169
844-818-6982
jpettigrew@scott-scott.com
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SOURCE Scott+Scott Attorneys at Law LLP
BOSTON, Aug. 20, 2019 /PRNewswire/ -- Thornton Law Firm LLP announces that a lawsuit has been filed against EQT Corporation on behalf of EQT shareholders (NYSE: EQT) alleging that EQT violated the federal securities laws. Investors who purchased EQT stock between June 19, 2017 and October 24, 2018, as well as investors who held shares of Rice Energy Inc. (RICE) and received EQT shares as a result of the takeover, and are interested in participating as a lead plaintiff in the action, are encouraged to contact the Thornton Law Firm and learn more about the case at www.tenlaw.com/cases/EQT. Investors may also email the firm to obtain information at shareholder@tenlaw.com or call (617) 531-3917.
The lawsuit alleges that unbeknownst to investors, EQT and its executives misled investors about its acquisition of Rice Energy Inc. EQT's share price has allegedly collapsed as a result of EQT's misstatements and omissions regarding the Rice acquisition.
Investors who purchased EQT securities between June 19, 2017 and October 24, 2018, as well as RICE investors who received EQT shares are encouraged to contact the Thornton Law Firm's shareholder rights team at www.tenlaw.com/cases/EQT. Interested EQT shareholders have until August 26, 2019 to apply to be lead plaintiff. The class has not yet been certified. Until certification occurs, you are not represented by an attorney. If you choose to take no action, you can remain an absent class member.
The Thornton Law Firm's securities attorneys are highly experienced in representing individual shareholders and institutional investors in recovering damages caused by violations of the securities laws. Its attorneys have established track records litigating securities cases in courts throughout the country and recovering losses on behalf of shareholders. The Thornton Law Firm is working with Franklin D. Azar & Associates, P.C. in investigating this action. This may be considered Attorney Advertising in some jurisdictions. Prior results do not guarantee or predict a similar outcome with respect to any future matter.
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SOURCE Thornton Law Firm LLP
NEW ORLEANS, June 26, 2019 /PRNewswire/ -- Kahn Swick & Foti, LLC ("KSF") and KSF partner, former Attorney General of Louisiana, Charles C. Foti, Jr., remind investors that they have until August 26, 2019 to file lead plaintiff applications in a securities class action lawsuit against EQT Corporation (NYSE: EQT), if they purchased the Company's shares between June 19, 2017 and October 24, 2018, inclusive (the "Class Period"). The action, pending in the United States District Court for the Western District of Pennsylvania, also asserts claims under ss14(a) of the Exchange Act, on behalf of Rice Energy Inc. shareholders who held Rice shares on 9/25/17, and under ss11, 12(a)(2), and 15 of the Securities Act of 1933 as related to this acquisition.
What You May Do
If you purchased shares of EQT and would like to discuss your legal rights and your right to recover for your economic loss, you may, without obligation or cost to you, contact KSF Managing Partner Lewis Kahn toll-free at 1-877-515-1850 or via email (lewis.kahn@ksfcounsel.com), or visit https://www.ksfcounsel.com/cases/nyse-eqt/ to learn more. If you wish to serve as a lead plaintiff in this action, you must petition the Court by August 26, 2019.
About the Lawsuit
EQT and certain of its executives are charged with failing to disclose material information during the Class Period, violating federal securities laws.
On October 25, 2018, the Company disclosed poor Q3 results due to an increase in total costs and a $300M increase in estimated capital expenditures for well development, and as a result, was reducing its full-year 2018 forecast.
On this news, the price of EQT shares declined by 13%, damaging investors.
About Kahn Swick & Foti, LLC
KSF, whose partners include former Louisiana Attorney General Charles C. Foti, Jr., is a law firm focused on securities, antitrust and consumer class actions, along with merger & acquisition and breach of fiduciary litigation against publicly traded companies on behalf of shareholders. The firm has offices in New York, California and Louisiana.
To learn more about KSF, you may visit www.ksfcounsel.com.
Contact:
Kahn Swick & Foti, LLC
Lewis Kahn, Managing Partner
lewis.kahn@ksfcounsel.com
1-877-515-1850
1100 Poydras St., Suite 3200
New Orleans, LA 70163
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SOURCE Kahn Swick & Foti, LLC
NEW YORK, June 26, 2019 /PRNewswire/ -- Faruqi & Faruqi, LLP, a leading national securities law firm, reminds investors in EQT Corporation ("EQT" or the "Company") (NYSE:EQT) of the August 26, 2019 deadline to seek the role of lead plaintiff in a federal securities class action that has been filed against the Company.
If you invested in EQT stock or options between June 19, 2017 and October 24, 2018 and would like to discuss your legal rights, click here: www.faruqilaw.com/EQT. There is no cost or obligation to you.
You can also contact us by calling Richard Gonnello toll free at 877-247-4292 or at 212-983-9330 or by sending an e-mail to rgonnello@faruqilaw.com.
CONTACT:
FARUQI & FARUQI, LLP
685 Third Avenue, 26th Floor
New York, NY 10017
Attn: Richard Gonnello, Esq.
rgonnello@faruqilaw.com
Telephone: (877) 247-4292 or (212) 983-9330
The lawsuit has been filed in the U.S. District Court for the Western District of Pennsylvania on behalf of all those who: (1) purchased EQT common stock between June 19, 2017 and October 24, 2018 (the "Class Period"); (2) held EQT or Rice Energy, Inc. ("Rice") shares as of the record dates of September 25, 2017, and September 21, 2017, respectively, and were entitled to vote at an EQT or Rice special meeting on November 9, 2017 with respect to EQT's acquisition of Rice; and (3) purchased or otherwise acquired EQT common stock in exchange for their shares of Rice common stock in the Acquisition. The case, Cambridge Retirement System v. EQT Corporation, et al., No. 19-cv-00754 was filed on June 25, 2019 and has been assigned to Judge Maureen P. Kelly.
The lawsuit focuses on whether the Company and its executives violated federal securities laws by misrepresenting the billions of dollars in synergies, based on purported operational benefits, that would be achieved in EQT's acquisition of Rice, a rival gas producer. Specifically, on June 19, 2017, EQT announced that it had entered into an agreement to acquire Rice for $6.7 billion. EQT claimed that, as a result of the two companies' contiguous acreage footprints, the merger would result in $2.5 billion in synergies, including $100 million in cost savings in 2018 alone. After the acquisition's closing in November 2017, the Company continued to tout the "significant operational synergies" of the merger.
On October 25, 2018, Company disclosed shockingly bad financial results for the three months ended September 30, 2018. Among other things, the Company's earnings press release issued that day stated that "[e]stimated well development capital expenditures for 2018 increased by $300 million to $2.5 billion. This was driven by inefficiencies resulting from higher activity levels, the learning curve on ultra-long laterals and service cost increases."
After the announcement, EQT's share price fell from $40.46 per share on October 24, 2018 to a closing price of $35.34 on October 25, 2018—a $5.12 or a 12.65% drop.
The court-appointed lead plaintiff is the investor with the largest financial interest in the relief sought by the class who is adequate and typical of class members who directs and oversees the litigation on behalf of the putative class. Any member of the putative class may move the Court to serve as lead plaintiff through counsel of their choice, or may choose to do nothing and remain an absent class member. Your ability to share in any recovery is not affected by the decision to serve as a lead plaintiff or not.
Faruqi & Faruqi, LLP also encourages anyone with information regarding EQT's conduct to contact the firm, including whistleblowers, former employees, shareholders and others.
Attorney Advertising. The law firm responsible for this advertisement is Faruqi & Faruqi, LLP (www.faruqilaw.com). Prior results do not guarantee or predict a similar outcome with respect to any future matter. We welcome the opportunity to discuss your particular case. All communications will be treated in a confidential manner.
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SOURCE Faruqi & Faruqi, LLP
NEW YORK, June 25, 2019 /PRNewswire/ -- Bernstein Litowitz Berger & Grossmann LLP ("BLB&G") today announced that it has filed a securities class action lawsuit on behalf of Cambridge Retirement System against EQT Corporation ("EQT" or the "Company") (NYSE: EQT) and certain of the Company's senior executives (collectively, "Defendants") in the federal district court for the Western District of Pennsylvania. The action, which is captioned Cambridge Retirement System v. EQT Corporation, et al., asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the "Exchange Act"), 15 U.S.C. §§ 78j(b) and 78t(a), and SEC Rule 10b-5 promulgated thereunder, 17 C.F.R. § 240.10b-5, on behalf of investors who purchased EQT's common stock between June 19, 2017 and October 24, 2018, inclusive (the "Class Period").
The action also asserts claims under Section 14(a) of the Exchange Act, 15 U.S.C. § 78n(a), and SEC Rule 14a-9 promulgated thereunder, 17 C.F.R. § 240.14a-9, on behalf of shareholders of EQT and Rice Energy Inc. ("Rice") who held EQT or Rice shares as of the record dates of September 25, 2017, and September 21, 2017, respectively, and were entitled to vote at an EQT or Rice special meeting on November 9, 2017 with respect to EQT's acquisition of Rice, which closed on November 13, 2017. The action further asserts claims under Sections 11, 12(a)(2), and 15 of the Securities Act of 1933 (the "Securities Act"), 15 U.S.C. §§ 77k, 77l, and 77o, on behalf of all persons who purchased or otherwise acquired EQT common stock in exchange for their shares of Rice common stock in the Acquisition. A copy of the Complaint filed in the action is available on BLB&G's website at www.blbglaw.com.
The Complaint alleges that during the Class Period, Defendants falsely stated that EQT's acquisition of Rice, a rival gas producer, would yield billions of dollars in synergies based on purported operational benefits. Specifically, on June 19, 2017, Defendants announced that EQT had entered into an agreement to acquire Rice for $6.7 billion. Defendants represented that because Rice had an acreage footprint largely contiguous to EQT's existing acreage, the acquisition would allow EQT to achieve "a 50% increase in average lateral [drilling] lengths" (as opposed to more traditional vertical well drilling). EQT claimed that as a result, the merger would result in $2.5 billion in synergies, including $100 million in cost savings in 2018 alone.
After the closing in November 2017, the Company continued to tout the "significant operational synergies" of the merger. As a result of Defendants' misrepresentations, EQT shares traded at artificially inflated prices throughout the Class Period.
On March 15, 2018, just five months after the acquisition closed, EQT announced the sudden and unexpected resignation of its CEO. Then, on October 25, 2018, the Company reported poor third-quarter financial results caused by an increase in total costs, and disclosed that its estimated capital expenditures for well development in 2018 would increase by $300 million. As a result, the Company reduced its full-year forecast for 2018. These disclosures caused EQT shares to decline by 13%, dropping from a close of $40.46 per share on October 24, 2018 to $35.34 on October 25, 2018.
If you wish to serve as lead plaintiff for the Class, you must file a motion with the Court no later than August 26, 2019, which is the first business day on which the United States District Court for the Western District of Pennsylvania is open that is 60 days after the publication date of June 25, 2019. Any member of the proposed class may move the Court to serve as lead plaintiff through counsel of their choice, or may choose to do nothing and remain a member of the proposed class.
Cambridge Retirement System is represented by BLB&G, a firm of over 100 attorneys with offices in New York, California, Louisiana, and Illinois. If you wish to discuss this Action or have any questions concerning this notice or your rights or interests, please contact Avi Josefson of BLB&G at 212-554-1493, or via email at avi@blbglaw.com.
Since its founding in 1983, BLB&G has built an international reputation for excellence and integrity. Specializing in securities fraud, corporate governance, shareholders' rights, employment discrimination, and civil rights litigation, among other practice areas, BLB&G prosecutes class and private actions on behalf of institutional and individual clients worldwide. Unique among its peers, BLB&G has obtained several of the largest and most significant securities recoveries in history, recovering billions of dollars on behalf of defrauded investors. More information about BLB&G can be found online at www.blbglaw.com.
CONTACT:
Avi Josefson
Bernstein Litowitz Berger & Grossmann LLP
1251 Avenue of the Americas
New York, New York 10020
Telephone: (212) 554-1493
SOURCE Bernstein Litowitz Berger & Grossmann LLP
CANONSBURG, Pa., Nov. 2, 2017 /PRNewswire/ -- Rice Energy Inc. (NYSE: RICE) ("Rice Energy") today reported third quarter 2017 financial and operating results. Highlights include:
Commenting on the results, Daniel J. Rice IV, Chief Executive Officer, said, "On behalf of the Rice family and our board, I want to take this opportunity to express our gratitude to our employees and shareholders for their unwavering dedication to Rice Energy's mission of becoming the paradigm for oil and gas companies of the shale generation. We are proud of the shareholder value that we have created while operating within our core values of stewardship, innovation, seeking excellence and teamwork."
Mr. Rice continued, "Our success is a testament to the core assets that we have acquired and developed with our shalennial(3) team and I am highly confident that our operational momentum, as evidenced by our record third quarter results, will meaningfully contribute to EQT's future success. We are excited to combine our core assets with EQT's to create one of the most complete energy companies in the United States and derive even more long-term value for our shareholders."
1. |
Please see Supplemental "Non-GAAP Financial Measures" for a description of Adjusted EBITDAX, Further Adjusted EBITDAX and related reconciliations to the comparable GAAP financial measures. Leverage is defined as the ratio of net debt to last twelve months Further Adjusted EBITDAX. |
|
2. |
On September 29, 2017, Rice Energy received $141 million associated with the closing of the sale of the Barnett assets, which reflects customary purchase price adjustments attributable to a January 1, 2017 effective date. |
|
3. |
Shalennial /SHālˈenēəl/ |
Special Meeting of Stockholders
We expect to hold a special meeting of stockholders in connection with the proposed merger with EQT Corporation (NYSE: EQT) ("EQT") on November 9, 2017 at 8:00 a.m. local time at Rice Energy's executive offices at 2200 Rice Drive, Canonsburg, PA 15317. Rice Energy stockholders of record at the close of business on September 21, 2017 will be entitled to receive notice of the special meeting and to vote at the special meeting.
Third Quarter 2017 Results
Consolidated Results |
Three Months Ended September 30, 2017 |
Nine Months Ended September 30, 2017 | ||||||||||||||
Operating revenues (in thousands) |
$ |
365,282 |
$ |
1,157,395 |
||||||||||||
Operating expenses |
(in |
($ / Mcfe) |
(in |
($ / Mcfe) | ||||||||||||
Lease operating(1) |
$ |
14,392 |
$ |
0.11 |
$ |
54,336 |
$ |
0.15 |
||||||||
Gathering, compression, transportation |
45,138 |
0.34 |
123,695 |
0.33 |
||||||||||||
Production taxes and impact fees |
6,179 |
0.05 |
19,011 |
0.05 |
||||||||||||
General and administrative(1) |
29,906 |
0.23 |
91,641 |
0.25 |
||||||||||||
Depreciation, depletion and amortization |
156,890 |
1.18 |
439,672 |
1.19 |
||||||||||||
(in |
(per diluted |
(in |
(per diluted | |||||||||||||
Net loss attributable to common stockholders |
$ |
(107,092) |
$ |
(0.49) |
$ |
(79,382) |
$ |
(0.38) |
||||||||
Adjusted EBITDAX(2) |
$ |
233,858 |
$ |
710,175 |
||||||||||||
Adjusted net income(3) |
$ |
11,706 |
$ |
0.05 |
$ |
85,481 |
$ |
0.40 |
||||||||
Financial position (in millions) |
As of September 30, 2017 | |||||||||||||||
Total liquidity(4) |
$ |
1,648 |
||||||||||||||
Cash and cash equivalents |
$ |
271 |
||||||||||||||
Long-term debt |
$ |
1,803 |
||||||||||||||
Leverage(2) |
1.4 |
As of September 30, 2017, our liquidity position, excluding RMP, was $1,648 million comprised of $1,439 million of upstream liquidity ($187 million of cash on hand and $1,252 million revolver availability) and $209 million of RMH liquidity ($83 million of cash on hand and $127 million revolver availability). Our balance sheet remains strong with low leverage(2) of 1.4x.
1. |
Excludes stock-based compensation expense of $0.1 million and $6.3 million attributable to lease operating and general and administrative expenses, respectively, for the three months ended September 30, 2017 and $0.5 million and $17.6 million is excluded in lease operating and general and administrative expenses, respectively, for the nine months ended September 30, 2017. |
2. |
Please see Supplemental "Non-GAAP Financial Measures" for a description of Adjusted EBITDAX, Further Adjusted EBITDAX and related reconciliations to the comparable GAAP financial measures. Leverage is defined as the ratio of net debt to last twelve months Further Adjusted EBITDAX. |
3. |
The above Adjusted net income per diluted share calculation is computed based on the weighted average number of diluted shares outstanding of 220,893,125 and 211,353,970 for the three and nine months ended September 30, 2017, respectively. |
4. |
Excludes Rice Midstream Partners LP. |
E&P Segment Results |
Three Months Ended |
Nine Months Ended |
|||||||||||||||||||
Production |
|||||||||||||||||||||
Net production (Bcfe) |
132 |
370 |
|||||||||||||||||||
Net production (MMcfe/d) |
1,440 |
1,356 |
|||||||||||||||||||
Operated |
93% |
92% |
|||||||||||||||||||
Operating revenues (in thousands) |
|||||||||||||||||||||
Natural gas, oil & NGL sales |
$ |
303,196 |
$ |
1,008,922 |
|||||||||||||||||
Other revenue |
11,200 |
29,179 |
|||||||||||||||||||
Realized gain (loss) on derivative instruments |
25,642 |
(1,522) |
|||||||||||||||||||
Total operating revenues and realized loss on derivative instruments |
$ |
340,038 |
$ |
1,036,579 |
|||||||||||||||||
Realized Pricing ($/MMBtu) |
|||||||||||||||||||||
NYMEX Henry Hub price |
$ |
3.00 |
$ |
3.17 |
|||||||||||||||||
Average basis impact |
(0.76) |
(0.51) |
|||||||||||||||||||
FT fuel and variables |
(0.08) |
(0.08) |
|||||||||||||||||||
Btu uplift (MMBtu/Mcf) |
0.12 |
0.14 |
|||||||||||||||||||
Pre-hedge realized price ($/Mcf) |
2.28 |
2.72 |
|||||||||||||||||||
Post-hedge realized price ($/Mcf) |
$ |
2.47 |
$ |
2.71 |
|||||||||||||||||
Operating expenses |
(in |
($ / Mcfe) |
(in |
($ / Mcfe) |
|||||||||||||||||
Lease operating(1) |
$ |
14,419 |
$ |
0.11 |
$ |
54,458 |
$ |
0.15 |
|||||||||||||
Gathering and compression |
60,068 |
0.45 |
160,635 |
0.43 |
|||||||||||||||||
Transportation |
35,795 |
0.27 |
103,038 |
0.28 |
|||||||||||||||||
Production taxes and impact fees |
6,179 |
0.05 |
19,011 |
0.05 |
|||||||||||||||||
Exploration |
5,042 |
0.04 |
16,160 |
0.04 |
|||||||||||||||||
General and administrative(1) |
18,759 |
0.14 |
58,709 |
0.16 |
|||||||||||||||||
Depreciation, depletion and amortization |
153,221 |
1.16 |
426,538 |
1.15 |
|||||||||||||||||
Operating (loss) income (in thousands) |
$ |
(21,396) |
$ |
29,338 |
|||||||||||||||||
E&P capital expenditures (in millions) |
|||||||||||||||||||||
Operated Marcellus |
$ |
149 |
$ |
352 |
|||||||||||||||||
Operated Ohio Utica |
69 |
202 |
|||||||||||||||||||
Non-operated Utica |
8 |
42 |
|||||||||||||||||||
Total Drilling & Completion |
226 |
596 |
|||||||||||||||||||
Land(2) |
35 |
139 |
|||||||||||||||||||
Total |
$ |
261 |
$ |
735 |
|||||||||||||||||
Financial position (in millions) |
As of September 30, 2017 |
||||||||||||||||||||
E&P liquidity |
$ |
1,439 |
|||||||||||||||||||
Cash and cash equivalents |
$ |
187 |
|||||||||||||||||||
Long-term debt |
$ |
1,407 |
E&P Operational Highlights |
Three Months Ended | |||||||||||
Marcellus |
Utica |
Barnett |
Total | |||||||||
Production (MMcfe/d) |
899 |
472 |
69 |
1,440 |
||||||||
Operational activity (net wells) |
||||||||||||
Drilled |
25 |
7 |
— |
32 |
||||||||
Completed |
20 |
10 |
— |
30 |
||||||||
Average lateral lengths |
7,750 |
11,000 |
— |
— |
||||||||
Appalachia net acres |
211,000 |
66,000 |
— |
277,000 |
During the quarter, we turned to sales three net Marcellus wells with an average lateral length of 6,600 feet and five net operated Utica wells with an average lateral length of 8,000 feet. In addition, we turned to sales four net non-operated Ohio Utica wells. Our third quarter development costs per lateral foot averaged $860 in the Marcellus and $1,150 in the Utica for wells drilled and completed.
1. |
Excludes stock-based compensation expense of $0.1 million and $4.7 million attributable to lease operating and general and administrative expenses, respectively, for the three months ended September 30, 2017 and $0.5 million and $13.6 million is included in lease operating and general and administrative expenses, respectively, for the nine months ended September 30, 2017. |
2. |
Excludes $36 million and $105 million of royalty purchases for the three and nine months ended September 30, 2017, respectively. During the first nine months of the year, we added approximately 11,000 royalty acres. |
RMH Segment Results (in thousands, except volumes) |
Three Months Ended |
Nine Months Ended | |||||
Operating volumes (MDth/d) |
|||||||
Gathering volumes |
|||||||
Affiliate |
546 |
487 | |||||
Third-party |
892 |
709 | |||||
Total |
1,438 |
1,196 | |||||
Compression volumes |
|||||||
Affiliate |
295 |
270 | |||||
Third-party |
235 |
242 | |||||
Total |
530 |
512 | |||||
Operating revenues |
|||||||
Gathering |
$ |
36,312 |
$ |
89,185 | |||
Compression |
3,212 |
9,130 | |||||
Total |
39,524 |
98,315 | |||||
Total operating expenses |
10,554 |
29,413 | |||||
Operating income |
$ |
28,970 |
$ |
68,902 | |||
Capital expenditures (in millions) |
$ |
60 |
$ |
173 | |||
LP + IDR cash distributions received from RMP(1) (in millions) |
$ |
9 |
$ |
26 | |||
Financial position (in millions) |
As of September 30, 2017 | ||||||
RMH liquidity |
$ |
209 | |||||
Cash and cash equivalents |
$ |
83 | |||||
Revolving credit facility |
$ |
174 | |||||
Acreage dedication |
172,000 | ||||||
Third-party |
72% |
Second quarter gathering throughput averaged 1,438 MDth/d, which consisted of 1,093 MDth/d related to the operations of Rice Olympus Midstream ("ROM") and 668 MDth/d related to the operations of Strike Force Midstream, offset by an elimination of 323 MDth/d that is related to operations of both ROM and Strike Force Midstream.
1. |
Net of 91.75% ownership interest. |
RMP Segment Results (in thousands, except volumes) |
Three Months Ended September 30, 2017 |
Nine Months Ended | ||||||
Operating volumes (MDth/d) |
||||||||
Gathering volumes |
||||||||
Affiliate |
1,168 |
1,106 | ||||||
Third-party |
315 |
254 | ||||||
Total |
1,483 |
1,360 | ||||||
Compression volumes |
||||||||
Affiliate |
712 |
661 | ||||||
Third-party |
315 |
255 | ||||||
Total |
1,027 |
916 | ||||||
Water services assets (MMGal) |
||||||||
Pennsylvania |
279 |
652 | ||||||
Ohio |
298 |
714 | ||||||
Total |
577 |
1,366 | ||||||
Operating revenues |
||||||||
Gathering |
$ |
47,068 |
$ |
123,601 | ||||
Compression |
7,266 |
19,318 | ||||||
Water |
27,367 |
73,909 | ||||||
Total |
81,701 |
216,828 | ||||||
Total operating expenses |
27,054 |
74,571 | ||||||
Operating income |
54,647 |
142,257 | ||||||
Capital expenditures (in millions) |
$ |
63 |
$ |
136 | ||||
Financial position (in millions) |
As of September 30, 2017 | |||||||
RMP liquidity |
$ |
630 | ||||||
Cash and cash equivalents |
$ |
2 | ||||||
Revolving credit facility |
$ |
222 | ||||||
Acreage dedication |
243,000 | |||||||
Third-party |
14% |
Third quarter gathering throughput averaged 1,483 MDth/d, consisting of 1,168 MDth/d affiliate volumes and 315 MDth/d third party volumes. Freshwater delivery volumes were 577 MMgal, consisting of 431 MMgal affiliate volumes and 146 MMgal third party volumes, driving significant growth as a result of accelerated completion activity.
On October 20, 2017, RMP declared a quarterly distribution of $0.2814 per unit for the third quarter 2017, an increase of $0.0103 per unit, or 4%, relative to second quarter 2017. The distribution will be payable on November 16, 2017 to unitholders of record as of November 7, 2017.
RMP's results were released today and are available at www.ricemidstream.com.
About Rice Energy
Rice Energy Inc. is an independent natural gas and oil company focused on the acquisition, exploration and development of natural gas and oil properties in the Appalachian Basin. For more information, please visit our website at www.riceenergy.com.
Forward Looking Statements
This release includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond our control. All statements, other than historical facts included or incorporated herein that address activities, events or developments that we expect or anticipate will or may occur in the future, including such things as future capital expenditures (including the amount and nature thereof), projected operational results, production growth, basis exposure, hedging, the timing and number of well completions, forecasted gathering volumes, revenues, Adjusted EBITDAX, further Adjusted EBITDAX; distribution growth, distributable cash flow, the timing of completion and nature of midstream projects, the terms, timing and completion of any acquisitions or divestitures, business strategy and measures to implement strategy, competitive strengths, goals, expansion and growth of our business and operations, plans, market conditions, references to future success, references to intentions as to future matters and other such matters are forward-looking statements. All forward-looking statements speak only as of the date of this release. Although we believe that the plans, intentions and expectations reflected in or suggested by the forward-looking statements are reasonable, there is no assurance that these plans, intentions or expectations will be achieved. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in such statements.
We caution you that these forward-looking statements are subject to risks and uncertainties, most of which are difficult to predict and many of which are beyond our control, incident to the exploration for and development, production, gathering and sale of natural gas, NGLs and oil. These risks include, but are not limited to: commodity price volatility; inflation; lack of availability of drilling and production equipment and services; environmental risks; drilling and other operating risks; regulatory changes; the uncertainty inherent in estimating natural gas reserves and in projecting future rates of production, cash flow and access to capital; the timing of development expenditures; and risks related to joint venture operations. Information concerning these and other factors can be found in our filings with the Securities and Exchange Commission, including our Forms 10-K, 10-Q and 8-K. Consequently, all of the forward-looking statements made in this news release are qualified by these cautionary statements and there can be no assurances that the actual results or developments anticipated by us will be realized, or even if realized, that they will have the expected consequences to or effects on us, our business or operations. We have no intention, and disclaim any obligation, to update or revise any forward-looking statements, whether as a result of new information, future results or otherwise.
This release does not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities or a solicitation of any vote or approval. This communication relates to a proposed business combination between EQT and Rice.
In connection with the proposed transaction, EQT has filed with the Securities and Exchange Commission (the "SEC") a registration statement on Form S-4 on July 27, 2017, that includes a joint proxy statement of EQT and Rice and also constitutes a prospectus of EQT, and has filed a definitive proxy statement on October 12, 2017. Each of EQT and Rice also plan to file other relevant documents with the SEC regarding the proposed transactions. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended. The definitive joint proxy statement/prospectus(es) for EQT and/or Rice will be mailed to shareholders of EQT and/or Rice, as applicable.
INVESTORS AND SECURITY HOLDERS OF EQT AND RICE ARE URGED TO READ THE PROXY STATEMENT(S), REGISTRATION STATEMENT(S), PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS THAT MAY BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.
Investors and security holders will be able to obtain free copies of these documents (if and when available) and other documents containing important information about EQT and Rice, once such documents are filed with the SEC through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC by EQT will be available free of charge on EQT's website at www.eqt.com or by directing a request to Investor Relations, EQT Corporation, EQT Plaza, 625 Liberty Avenue, Pittsburgh, Pennsylvania 15222-3111, Tel. No. (412) 553-5700. Copies of the documents filed with the SEC by Rice will be available free of charge on Rice's website at www.riceenergy.com or by directing a request to Investor Relations, Rice Energy Inc., 2200 Rice Drive, Canonsburg, Pennsylvania 15317, Tel. No. (724) 271-7200.
EQT, Rice and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information about the directors and executive officers of Rice is set forth in Rice's proxy statement for its 2017 annual meeting of shareholders, which was filed with the SEC on April 17, 2017. Information about the directors and executive officers of EQT is set forth in its proxy statement for its 2017 annual meeting, which was filed with the SEC on March 6, 2017. These documents may be obtained free of charge from the sources indicated above.
Other information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when such materials become available. Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions. You may obtain free copies of these documents from EQT or Rice using the sources indicated above.
Rice Energy Inc. | |||||||||||||||
Consolidated Statements of Operations | |||||||||||||||
(Unaudited) | |||||||||||||||
Three Months Ended September 30, |
Nine Months Ended | ||||||||||||||
(in thousands, except share data) |
2017 |
2016 |
2017 |
2016 | |||||||||||
Operating revenues: |
|||||||||||||||
Natural gas, oil and natural gas liquids sales |
$ |
303,196 |
$ |
162,354 |
$ |
1,008,922 |
$ |
397,108 |
|||||||
Gathering, compression and water services |
50,886 |
25,176 |
119,294 |
73,456 |
|||||||||||
Other revenue |
11,200 |
11,390 |
29,179 |
24,296 |
|||||||||||
Total operating revenues |
365,282 |
198,920 |
1,157,395 |
494,860 |
|||||||||||
Operating expenses: |
|||||||||||||||
Lease operating |
14,392 |
11,668 |
54,336 |
31,557 |
|||||||||||
Gathering, compression and transportation |
45,138 |
29,597 |
123,695 |
84,898 |
|||||||||||
Production taxes and impact fees |
6,179 |
3,695 |
19,011 |
8,005 |
|||||||||||
Exploration |
5,042 |
3,396 |
16,160 |
9,934 |
|||||||||||
Midstream operation and maintenance |
6,536 |
4,080 |
21,498 |
18,225 |
|||||||||||
Incentive unit expense |
3,271 |
5,920 |
10,954 |
44,902 |
|||||||||||
Acquisition expense |
6,330 |
614 |
8,945 |
1,171 |
|||||||||||
Stock compensation expense |
6,469 |
5,953 |
18,170 |
16,994 |
|||||||||||
Impairment of gas properties |
— |
— |
92,355 |
— |
|||||||||||
Impairment of fixed assets |
— |
— |
— |
2,595 |
|||||||||||
Loss on sale of Barnett Assets |
15,915 |
— |
15,915 |
— |
|||||||||||
General and administrative |
29,906 |
24,365 |
91,641 |
67,721 |
|||||||||||
Depreciation, depletion and amortization |
156,890 |
83,195 |
439,672 |
247,132 |
|||||||||||
Amortization of intangible assets |
412 |
411 |
1,220 |
1,222 |
|||||||||||
Other expense |
14,876 |
10,153 |
34,241 |
25,800 |
|||||||||||
Total operating expenses |
311,356 |
183,047 |
947,813 |
560,156 |
|||||||||||
Operating income (loss) |
53,926 |
15,873 |
209,582 |
(65,296) |
|||||||||||
Interest expense |
(28,734) |
(24,421) |
(83,026) |
(73,744) |
|||||||||||
Other (expense) income |
(196) |
(1,900) |
258 |
862 |
|||||||||||
Gain on derivative instruments |
32,534 |
183,915 |
121,313 |
52,539 |
|||||||||||
Gain (loss) on embedded derivatives |
1,049 |
— |
(14,368) |
— |
|||||||||||
Amortization of deferred financing costs |
(3,262) |
(1,247) |
(9,340) |
(4,416) |
|||||||||||
Income (loss) before income taxes |
55,317 |
172,220 |
224,419 |
(90,055) |
|||||||||||
Income tax benefit (expense) |
(10,559) |
(81,142) |
(43,900) |
45,729 |
|||||||||||
Net income (loss) |
44,758 |
91,078 |
180,519 |
(44,326) |
|||||||||||
Less: Net income attributable to noncontrolling interests |
(44,438) |
(16,665) |
(122,971) |
(55,535) |
|||||||||||
Net (loss) income attributable to Rice Energy Inc. |
320 |
74,413 |
57,548 |
(99,861) |
|||||||||||
Less: Preferred dividends and accretion of redeemable noncontrolling interests |
(107,412) |
(8,581) |
(136,930) |
(19,983) |
|||||||||||
Net (loss) income attributable to Rice Energy Inc. common stockholders |
$ |
(107,092) |
$ |
65,832 |
$ |
(79,382) |
$ |
(119,844) |
|||||||
(Loss) earnings per share—basic |
$ |
(0.49) |
$ |
0.42 |
$ |
(0.38) |
$ |
(0.80) |
|||||||
(Loss) earnings per share—diluted |
$ |
(0.49) |
$ |
0.41 |
$ |
(0.38) |
$ |
(0.80) |
Rice Energy Inc. | |||||||||||||||
Segment Results of Operations | |||||||||||||||
(Unaudited) | |||||||||||||||
Exploration and Production Segment | |||||||||||||||
Three Months Ended September 30, |
Nine Months Ended | ||||||||||||||
(in thousands, except volumes) |
2017 |
2016 |
2017 |
2016 | |||||||||||
Operating volumes: |
|||||||||||||||
Natural gas production (MMcf) |
131,162 |
68,524 |
366,295 |
198,269 |
|||||||||||
Oil and NGL production (MBbls) |
215 |
35 |
646 |
132 |
|||||||||||
Total production (MMcfe) |
132,449 |
68,733 |
370,168 |
199,058 |
|||||||||||
Operating results: |
|||||||||||||||
Operating revenues: |
|||||||||||||||
Natural gas, oil and NGL sales |
$ |
303,196 |
$ |
162,695 |
$ |
1,008,922 |
$ |
397,449 |
|||||||
Other revenue |
11,200 |
11,390 |
29,179 |
24,296 |
|||||||||||
Total operating revenues |
314,396 |
174,085 |
1,038,101 |
421,745 |
|||||||||||
Operating expenses: |
|||||||||||||||
Lease operating |
14,419 |
11,668 |
54,458 |
31,557 |
|||||||||||
Gathering, compression and transportation |
95,863 |
56,957 |
263,673 |
156,467 |
|||||||||||
Production taxes and impact fees |
6,179 |
3,695 |
19,011 |
8,005 |
|||||||||||
Exploration |
5,042 |
3,396 |
16,160 |
9,934 |
|||||||||||
Incentive unit expense |
3,177 |
5,751 |
10,641 |
42,763 |
|||||||||||
Acquisition costs |
6,410 |
614 |
7,973 |
614 |
|||||||||||
Impairment of gas properties |
— |
— |
92,355 |
— |
|||||||||||
Impairment of fixed assets |
— |
— |
— |
2,595 |
|||||||||||
Loss on sale of Barnett Assets |
15,915 |
— |
15,915 |
— |
|||||||||||
Stock compensation expense |
4,794 |
4,053 |
14,062 |
10,035 |
|||||||||||
General and administrative |
18,759 |
15,934 |
58,709 |
45,027 |
|||||||||||
Depreciation, depletion and amortization |
153,221 |
79,736 |
426,538 |
234,207 |
|||||||||||
Other expense |
12,013 |
10,063 |
29,268 |
25,561 |
|||||||||||
Total operating expenses |
335,792 |
191,867 |
1,008,763 |
566,765 |
|||||||||||
Operating income (loss) |
$ |
(21,396) |
$ |
(17,782) |
$ |
29,338 |
$ |
(145,020) |
|||||||
Average costs per Mcfe: |
|||||||||||||||
Lease operating |
$ |
0.11 |
$ |
0.17 |
$ |
0.15 |
$ |
0.16 |
|||||||
Gathering and compression |
0.45 |
0.44 |
0.43 |
0.42 |
|||||||||||
Transportation |
0.27 |
0.39 |
0.28 |
0.37 |
|||||||||||
Production taxes & impact fees |
0.05 |
0.05 |
0.05 |
0.04 |
|||||||||||
Exploration |
0.04 |
0.05 |
0.04 |
0.05 |
|||||||||||
Incentive unit expense |
0.02 |
0.08 |
0.03 |
0.21 |
|||||||||||
Stock compensation |
0.04 |
0.06 |
0.04 |
0.05 |
|||||||||||
General and administrative |
0.14 |
0.23 |
0.16 |
0.23 |
|||||||||||
Depreciation, depletion and amortization |
1.16 |
1.16 |
1.15 |
1.18 |
Rice Midstream Holdings Segment | ||||||||||||||||
Three Months Ended |
Nine Months Ended | |||||||||||||||
(in thousands, except volumes) |
2017 |
2016 |
2017 |
2016 | ||||||||||||
Operating volumes: |
||||||||||||||||
Gathering volumes (MDth/d) |
1,438 |
812 |
1,196 |
642 |
||||||||||||
Compression volumes (MDth/d) |
530 |
483 |
512 |
436 |
||||||||||||
Operating results: |
||||||||||||||||
Operating revenues: |
||||||||||||||||
Gathering revenues |
$ |
36,312 |
$ |
16,189 |
$ |
89,185 |
$ |
33,969 |
||||||||
Compression revenues |
3,212 |
2,796 |
9,130 |
7,540 |
||||||||||||
Total operating revenues |
39,524 |
18,985 |
98,315 |
41,509 |
||||||||||||
Operating expenses: |
||||||||||||||||
Midstream operation and maintenance |
1,505 |
960 |
3,242 |
2,418 |
||||||||||||
Incentive unit expense |
94 |
169 |
313 |
2,139 |
||||||||||||
Acquisition expense |
(115) |
— |
443 |
484 |
||||||||||||
Stock compensation expense |
1,505 |
1,291 |
3,679 |
4,231 |
||||||||||||
General and administrative |
4,882 |
4,058 |
13,889 |
9,958 |
||||||||||||
Depreciation, depletion and amortization |
2,067 |
1,577 |
5,254 |
4,222 |
||||||||||||
Other expense |
616 |
— |
2,593 |
— |
||||||||||||
Total operating expenses |
10,554 |
8,055 |
29,413 |
23,452 |
||||||||||||
Operating income |
$ |
28,970 |
$ |
10,930 |
$ |
68,902 |
$ |
18,057 |
Rice Midstream Partners Segment | ||||||||||||||||
Three Months Ended |
Nine Months Ended | |||||||||||||||
(in thousands, except volumes) |
2017 |
2016 |
2017 |
2016 | ||||||||||||
Operating volumes: |
||||||||||||||||
Gathering volumes (MDth/d) |
1,483 |
957 |
1,360 |
909 |
||||||||||||
Compression volumes (MDth/d) |
1,027 |
745 |
916 |
488 |
||||||||||||
Water services volumes (MMGal) |
577 |
135 |
1,366 |
932 |
||||||||||||
Operating results: |
||||||||||||||||
Operating revenues: |
||||||||||||||||
Gathering revenues |
$ |
47,068 |
$ |
28,473 |
$ |
123,601 |
$ |
80,408 |
||||||||
Compression revenues |
7,266 |
5,030 |
19,318 |
9,931 |
||||||||||||
Water services revenues |
27,367 |
7,564 |
73,909 |
51,818 |
||||||||||||
Total operating revenues |
81,701 |
41,067 |
216,828 |
142,157 |
||||||||||||
Operating expenses: |
||||||||||||||||
Midstream operation and maintenance |
10,259 |
4,559 |
28,139 |
17,292 |
||||||||||||
Acquisition expense |
35 |
411 |
529 |
73 |
||||||||||||
Equity compensation expense |
169 |
609 |
429 |
2,728 |
||||||||||||
General and administrative |
6,265 |
4,373 |
19,043 |
12,736 |
||||||||||||
Depreciation expense |
7,667 |
5,489 |
22,831 |
17,714 |
||||||||||||
Amortization of intangible assets |
412 |
— |
1,220 |
1,222 |
||||||||||||
Other expense |
2,247 |
90 |
2,380 |
239 |
||||||||||||
Total operating expenses |
27,054 |
15,531 |
74,571 |
52,004 |
||||||||||||
Operating income |
$ |
54,647 |
$ |
25,536 |
$ |
142,257 |
$ |
90,153 |
Rice Energy Inc.
Supplemental Non-GAAP Financial Measures
(Unaudited)
Adjusted EBITDAX and Further Adjusted EBITDAX are supplemental non-GAAP financial measures that are used by management and external users of our consolidated financial statements, such as industry analysts, investors, lenders and rating agencies. We define Adjusted EBITDAX as net (loss) before non-controlling interest; interest expense; income taxes; depreciation, depletion and amortization; amortization of deferred financing costs; amortization of intangible assets; derivative fair value (gain) loss, excluding net cash receipts on settled derivative instruments; non-cash stock compensation expense; non-cash incentive unit expense; exploration expenses; and other non-recurring items. We define Further Adjusted EBITDAX as Adjusted EBITDAX after non-controlling interest and water revenue adjustment. Neither Adjusted EBITDAX nor Further Adjusted EBITDAX is a measure of net income as determined by United States generally accepted accounting principles, or GAAP.
Management believes Adjusted EBITDAX is a useful measure to the users of our financial statements because it allows them to more effectively evaluate our operating performance and compare the results of our operations from period to period and against our peers without regard to our financing methods or capital structure. We exclude the items listed above from net income (loss) in arriving at Adjusted EBITDAX because these amounts can vary substantially from company to company within our industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Management believes Further Adjusted EBITDAX is useful because it allows them to assess the level of consolidated leverage of the company and compare this level to peers. The adjustments made to Adjusted EBITDAX to calculate Further Adjusted EBITDAX address the intercompany eliminations of items impacting Adjusted EBITDAX as a result of the consolidation of RMP, the outstanding indebtedness of which is consolidated with that of the company without regard to non-controlling interest. These adjustments include the addition of non-controlling interest as well as the addition of a water revenue adjustment attributable to charges for fresh water delivery services and produced water hauling services provided by RMP to RICE, a charge that generates revenue for RMP but does not have a corresponding expense at the RICE level, as such costs are capitalized.
Adjusted EBITDAX and Further Adjusted EBITDAX should not be considered as alternatives to, or more meaningful than, net income as determined in accordance with GAAP or as indicators of our operating performance or liquidity. Certain items excluded from Adjusted EBITDAX and Further Adjusted EBITDAX are significant components in understanding and assessing a company's financial performance, such as a company's cost of capital and tax structure, as well as the historic costs of depreciable assets, none of which are components of Adjusted EBITDAX or Further Adjusted EBITDAX. Our computations of Adjusted EBITDAX and Further Adjusted EBITDAX may not be comparable to other similarly titled measures of other companies. We believe that these measures are widely followed measures of operating performance used by investors.
The following table presents a reconciliation of the non-GAAP financial measure of Adjusted EBITDAX to the GAAP financial measure of net income (loss).
(in thousands) |
Three Months Ended |
Nine Months Ended |
Twelve Months Ended September 30, 2017 | ||||||||
Adjusted EBITDAX reconciliation to net income: |
|||||||||||
Net income (loss) |
$ |
44,758 |
$ |
180,519 |
$ |
(23,975) |
|||||
Interest expense |
28,734 |
83,026 |
108,909 |
||||||||
Depreciation, depletion and amortization |
156,890 |
439,672 |
560,995 |
||||||||
Amortization of deferred financing costs |
3,262 |
9,340 |
12,469 |
||||||||
Amortization of intangible assets |
412 |
1,220 |
1,632 |
||||||||
Acquisition expense |
6,330 |
8,945 |
13,883 |
||||||||
Impairment of gas properties |
— |
92,355 |
113,208 |
||||||||
Impairment of fixed assets |
— |
— |
20,462 |
||||||||
(Gain) loss on derivative instruments (1) |
(32,534) |
(121,313) |
151,462 |
||||||||
Net cash receipts (payments) on settled derivative instruments (1) |
25,642 |
(1,522) |
36,243 |
||||||||
Non-cash stock compensation expense |
6,469 |
18,170 |
40,068 |
||||||||
Non-cash incentive unit expense |
3,271 |
10,954 |
17,813 |
||||||||
Income tax expense |
10,559 |
43,900 |
(52,583) |
||||||||
Exploration expense |
5,042 |
16,160 |
21,385 |
||||||||
(Gain) loss on embedded derivatives |
(1,049) |
14,368 |
14,368 |
||||||||
Loss on sale of Barnett Assets |
15,915 |
15,915 |
15,915 |
||||||||
Other expense |
— |
— |
6,506 |
||||||||
Non-controlling interest attributable to midstream entities |
(39,843) |
(101,534) |
(121,414) |
||||||||
Adjusted EBITDAX(2) |
$ |
233,858 |
$ |
710,175 |
$ |
937,346 |
1. |
The adjustments for the derivative fair value (gains) losses and net cash receipts on settled commodity derivative instruments have the effect of adjusting net income (loss) for changes in the fair value of derivative instruments, which are recognized at the end of each accounting period because we do not designate commodity derivative instruments as accounting hedges. This results in reflecting commodity derivative gains and losses within Adjusted EBITDAX on a cash basis during the period the derivatives settled. |
2. |
Excluded from the above Adjusted EBITDAX reconciliation is the impact of non-controlling interest attributable to midstream entities and the elimination of intercompany water revenues between Rice Energy subsidiaries and Rice Midstream Partners of $39.8 million and $14.4 million, respectively, for the three months ended September 30, 2017, $101.5 million and $46.0 million, respectively, for the nine months ended September 30, 2017, and $121.4 million and $64.7 million, respectively, for the twelve months ended September 30, 2017. When including these impacts, our Further Adjusted EBITDAX is $288.1 million, $857.7 million and $1.1 billion for the three, nine and twelve months ended September 30, 2017, respectively. Our consolidated net debt to last twelve months Further Adjusted EBITDAX ratio is 1.4x. Also included in the above reconciliation is the non-controlling interest attributable to Rice Energy Operating LLC, as we view our business on a fully diluted basis. |
Rice Energy Inc.
Supplemental Non-GAAP Financial Measures
(Unaudited)
Adjusted net income (loss) is a supplemental non-GAAP financial measure that is used by management and external users of our consolidated financial statements, such as industry analysts, investors, lenders and rating agencies. We define adjusted net income (loss) as net income (loss) before impairment of gas properties, impairment of fixed assets, derivative fair value (gain) loss, net cash receipts on settled derivative instruments, incentive unit expense, acquisition expense and other non-recurring items. Adjusted net income (loss) is not a measure of net income as determined by United States generally accepted accounting principles, or GAAP.
We believe that many investors use adjusted net income (loss) in making investment decisions and in evaluating our operational trends and our performance relative to other oil and gas producing companies.
The following table presents a reconciliation of the non-GAAP financial measure of adjusted net income to the GAAP financial measure of net income.
(in thousands) |
Three Months Ended |
Nine Months Ended | |||||
Reconciliation to net income attributable to Rice Energy Inc: |
|||||||
Net income |
$ |
44,758 |
$ |
180,519 |
|||
Non-controlling interest attributable to midstream entities |
(39,843) |
(101,534) |
|||||
Impairment of gas properties |
— |
92,355 |
|||||
Gain on derivative instruments (1) |
(32,534) |
(121,313) |
|||||
Net cash receipts (payments) on settled derivative instruments (1) |
25,642 |
(1,522) |
|||||
Incentive unit expense |
3,271 |
10,954 |
|||||
(Gain) loss on embedded derivatives |
(1,049) |
14,368 |
|||||
Loss on sale of Barnett Assets |
15,915 |
15,915 |
|||||
Income tax effect of reconciling items |
(4,454) |
(4,261) |
|||||
Adjusted net income attributable to Rice Energy Inc.(2) |
$ |
11,706 |
$ |
85,481 |
1. |
The adjustments for the derivative fair value (gains) losses and net cash receipts on settled commodity derivative instruments have the effect of adjusting net income (loss) for changes in the fair value of derivative instruments, which are recognized at the end of each accounting period because we do not designate commodity derivative instruments as accounting hedges. This results in reflecting commodity derivative gains and losses within adjusted net income on a cash basis during the period the derivatives settled. |
2. |
The above Adjusted net income reconciliation deducts the tax impact of non-controlling interest attributable to midstream entities of $39.8 million and $101.5 million for the three and nine months ended September 30, 2017, respectively. Also, the above reconciliation does not deduct the non-controlling interest attributable to Rice Energy Operating LLC, as we view our business on a fully diluted basis. |
Rice Energy Inc. | |||
Supplemental Balance Sheet Data | |||
(Unaudited) | |||
The table below provides supplemental balance sheet data as of September 30, 2017. | |||
(in thousands) |
September 30, 2017 | ||
Cash and cash equivalents |
$ |
271,243 |
|
Long-term debt |
|||
6.25% Senior Notes Due April 2022(1) |
889,668 |
||
7.25% Senior Notes Due May 2023(2) |
392,510 |
||
Senior Secured Revolving Credit Facility |
125,000 |
||
Midstream Holdings Revolving Credit Facility |
173,500 |
||
RMP Revolving Credit Facility |
222,000 |
||
Total long-term debt |
$ |
1,802,678 |
|
Net debt |
$ |
1,531,435 |
1. |
Net of unamortized deferred finance costs and original discount issuances of $10,332 (in thousands). |
2. |
Net of unamortized deferred finance costs and original discount issuances of $7,490 (in thousands). |
Rice Energy Inc. | |||||||||||||||||||
Derivatives Information | |||||||||||||||||||
(Unaudited) | |||||||||||||||||||
This table provides data associated with our derivatives as of October 9, 2017 for the periods indicated: | |||||||||||||||||||
All-In Fixed Price Derivatives |
Rem. |
2018 |
2019 |
2020 |
2021 | ||||||||||||||
NYMEX Natural Gas Swaps: |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
720 |
665 |
467 |
578 |
338 |
||||||||||||||
Wtd Average Swap Price ($/MMBtu) |
$ |
3.22 |
$ |
3.00 |
$ |
2.93 |
$ |
2.92 |
$ |
2.85 |
|||||||||
NYMEX Natural Gas Collars: |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
290 |
285 |
190 |
— |
— |
||||||||||||||
Wtd Average Floor Price ($/MMBtu) |
$ |
3.08 |
$ |
3.15 |
$ |
3.00 |
$ |
— |
$ |
— |
|||||||||
Wtd Average Call Price ($/MMBtu) |
$ |
3.73 |
$ |
3.63 |
$ |
3.50 |
$ |
— |
$ |
— |
|||||||||
NYMEX Natural Gas Calls: |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
50 |
120 |
152 |
135 |
20 |
||||||||||||||
Wtd Average Price ($/MMBtu) |
$ |
2.92 |
$ |
3.32 |
$ |
3.45 |
$ |
3.47 |
$ |
3.70 |
|||||||||
NYMEX Natural Gas Deferred Puts: |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
80 |
30 |
20 |
— |
— |
||||||||||||||
Wtd Avg. Net Floor Price ($/MMBtu) |
$ |
2.59 |
$ |
2.77 |
$ |
2.80 |
$ |
— |
$ |
— |
|||||||||
NYMEX Volume Excl Calls (BBtu/d) |
1,090 |
980 |
677 |
578 |
338 |
||||||||||||||
NYMEX Volume Incl Calls (BBtu/d) |
1,140 |
1,100 |
829 |
713 |
358 |
||||||||||||||
Swap, Collar & Put Floor ($/MMBtu) |
$ |
3.14 |
$ |
3.04 |
$ |
2.95 |
$ |
2.92 |
$ |
2.85 |
|||||||||
Waha Natural Gas Swaps |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
45 |
22 |
9 |
— |
— |
||||||||||||||
Wtd Average Swap Price ($/MMBtu) |
$ |
3.11 |
$ |
3.01 |
$ |
3.29 |
$ |
— |
$ |
— |
|||||||||
Dominion Natural Gas Swaps |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
250 |
257 |
92 |
— |
— |
||||||||||||||
Wtd Average Swap Price ($/MMBtu) |
$ |
2.24 |
$ |
2.23 |
$ |
2.34 |
$ |
— |
$ |
— |
|||||||||
Total Fixed Price Derivatives |
|||||||||||||||||||
Volume Hedged Excl. Calls (BBtu/d) |
1,385 |
1,259 |
778 |
578 |
338 |
||||||||||||||
Volume Hedged Incl. Calls (BBtu/d) |
1,435 |
1,379 |
930 |
713 |
358 |
||||||||||||||
Wtd Average Swap Price ($/MMBtu) |
$ |
2.97 |
$ |
2.87 |
$ |
2.88 |
$ |
2.92 |
$ |
2.85 |
|||||||||
Basis Contract Derivatives |
|||||||||||||||||||
Appalachian Basis |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
500 |
361 |
450 |
515 |
340 |
||||||||||||||
Wtd Average Swap Price ($/MMBtu) |
$ |
(0.96) |
$ |
(0.65) |
$ |
(0.58) |
$ |
(0.56) |
$ |
(0.54) |
|||||||||
Other Basis (MichCon/Gulf Coast) |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
447 |
302 |
167 |
73 |
20 |
||||||||||||||
Wtd Average Swap Price ($/MMBtu) |
$ |
(0.13) |
$ |
(0.13) |
$ |
(0.15) |
$ |
(0.14) |
$ |
(0.12) |
|||||||||
Total Basis Swaps |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
947 |
663 |
617 |
588 |
360 |
||||||||||||||
Wtd Average Swap Price ($/MMBtu) |
$ |
(0.57) |
$ |
(0.41) |
$ |
(0.46) |
$ |
(0.51) |
$ |
(0.52) |
|||||||||
WTI Swaps |
|||||||||||||||||||
Volume Hedged (Bbls/d) |
50 |
— |
— |
— |
— |
||||||||||||||
Wtd Average Swap Price ($/bbl) |
$ |
45 |
$ |
— |
$ |
— |
$ |
— |
$ |
— |
|||||||||
NGL Swaps |
|||||||||||||||||||
Volume Hedged (Bbls/d) |
496 |
— |
— |
— |
— |
||||||||||||||
Wtd Average Swap Price ($/bbl) |
$ |
15 |
$ |
— |
$ |
— |
$ |
— |
$ |
— |
Logo - http://mma.prnewswire.com/media/594198/RICE_ENERGY_INC.jpg
View original content:http://www.prnewswire.com/news-releases/rice-energy-reports-third-quarter-2017-results-300548773.html
SOURCE Rice Energy Inc.
CANONSBURG, Pa., Aug. 2, 2017 /PRNewswire/ -- Rice Energy Inc. (NYSE: RICE) ("Rice Energy") today reported second quarter 2017 financial and operating results. Highlights include:
Commenting on the results, Daniel J. Rice IV, Chief Executive Officer, said, "We delivered solid results this quarter, a reflection of the hard work and dedication of our entire team. We achieved record production and throughput, significantly reduced our operating costs, increased our core acreage position by almost 20,000 net acres and divested a non-core asset. I am proud of our team's collaborative efforts, evidenced by our strong quarterly results and successful strategic transactions."
1. |
Please see Supplemental "Non-GAAP Financial Measures" for a description of Adjusted EBITDAX, Further Adjusted EBITDAX and related reconciliations to the comparable GAAP financial measures. Leverage is defined as the ratio of net debt to last twelve months Further Adjusted EBITDAX. |
2017 Capital Budget Update
We are updating our 2017 drilling and completion capital ("D&C") budget to reflect well costs continuing to trend below budget driven by operational efficiencies in both the Marcellus and Utica that offset previously anticipated rising service costs. Additionally, we are increasing our land capital budget due to continued success acquiring leasehold and royalties that extend lateral lengths, lower cost structure and increase single well returns primarily in Greene County, Pennsylvania. We decreased our D&C capital budget from $1,035 million to $965 million, a decrease of 7%. We increased our land budget from $225 million to $245 million and also expect to spend an additional $115 million on royalty acquisitions. At RMH, we decreased our capital budget from $315 million to $300 million, a 5% decrease, as capital projects are trending below budget relative to prior expectations.
Proposed Merger with EQT Corporation
As previously announced, on June 19, 2017, Rice Energy and EQT entered into a definitive merger agreement, pursuant to which EQT will acquire all of the outstanding shares of Rice Energy common stock for total net consideration of approximately $6.7 billion, consisting of 0.37 shares of EQT common stock and $5.30 in cash per share of Rice Energy common stock. EQT will also obtain Rice Energy's midstream assets, including a 92% interest in Rice Midstream GP Holdings LP, which owns 100% of the general partner incentive distribution rights and 28% of the limited partner interests in Rice Midstream Partners LP (NYSE: RMP) ("RMP"), and the retained midstream assets currently held at Rice Energy. EQT will also assume, retire or refinance approximately $1.5 billion of net debt and preferred equity. Subject to the approval by both Rice Energy and EQT shareholders and certain customary regulatory and other closing conditions, the transaction is expected to close in the fourth quarter 2017.
In light of the pending merger with EQT, we have discontinued providing guidance and long-term outlook information regarding our results of operations. In addition, investors are cautioned not to rely on historical forward-looking statements regarding guidance and long-term outlook information, which forward-looking statements spoke only as of the date provided and were subject to the specific risks and uncertainties that accompanied such forward-looking statements.
Second Quarter 2017 Results | ||||||||||||||||
Consolidated Results |
Three Months Ended June 30, 2017 |
Six Months Ended June 30, 2017 | ||||||||||||||
Operating revenues (in thousands) |
$ |
398,307 |
$ |
792,113 |
||||||||||||
Operating expense |
(in thousands) |
($ / Mcfe) |
(in thousands) |
($ / Mcfe) | ||||||||||||
Lease operating(1) |
$ |
17,485 |
$ |
0.14 |
$ |
39,944 |
$ |
0.17 |
||||||||
Gathering, compression, transportation |
39,131 |
0.32 |
78,557 |
0.33 |
||||||||||||
Production taxes and impact fees |
6,679 |
0.05 |
12,832 |
0.05 |
||||||||||||
General and administrative(1) |
32,997 |
0.27 |
61,735 |
0.26 |
||||||||||||
Depreciation, depletion and amortization |
145,904 |
1.18 |
282,782 |
1.19 |
||||||||||||
(in thousands) |
(per diluted share) |
(in thousands) |
(per diluted share) | |||||||||||||
Net income attributable to common stockholders |
$ |
62,869 |
$ |
0.30 |
$ |
28,239 |
$ |
0.14 |
||||||||
Adjusted EBITDAX(2) |
$ |
229,507 |
$ |
473,726 |
||||||||||||
Adjusted net income |
$ |
42,560 |
$ |
0.20 |
$ |
72,210 |
$ |
0.35 |
||||||||
Financial position (in millions) |
As of June 30, 2017 | |||||||||||||||
Total liquidity(3) |
$ |
1,726 | ||||||||||||||
Cash and cash equivalents |
$ |
162 | ||||||||||||||
Long-term debt |
$ |
1,600 | ||||||||||||||
Leverage(2) |
1.5x |
As of June 30, 2017, our liquidity position, excluding RMP, was $1,726 million comprised of $1,499 million of upstream liquidity ($110 million of cash on hand and $1,389 million revolver availability) and $227 million of RMH liquidity ($39 million of cash on hand and $188 million revolver availability). Our balance sheet remains strong with low leverage(2) of 1.5x.
1. |
Excludes stock-based compensation expense of $0.2 million and $6.2 million attributable to lease operating and general and administrative expenses, respectively, for the three months ended June 30, 2017 and $0.4 million and $11.3 million is included in lease operating and general and administrative expenses, respectively, for the six months ended June 30, 2017. |
2. |
Please see Supplemental "Non-GAAP Financial Measures" for a description of Adjusted EBITDAX, Further Adjusted EBITDAX and related reconciliations to the comparable GAAP financial measures. Leverage is defined as the ratio of net debt to last twelve months Further Adjusted EBITDAX. |
3. |
Excludes Rice Midstream Partners LP. |
E&P Segment Results |
Three Months Ended June 30, 2017 |
Six Months Ended | ||||||||||||||
Production |
||||||||||||||||
Net production (Bcfe) |
123 |
238 |
||||||||||||||
Net production (MMcfe/d) |
1,354 |
1,313 |
||||||||||||||
Operated |
93% |
92% |
||||||||||||||
Operating revenues (in thousands) |
||||||||||||||||
Natural gas, oil & NGL sales |
$ |
348,892 |
$ |
705,726 |
||||||||||||
Other revenue |
11,350 |
17,979 |
||||||||||||||
Realized loss on derivative instruments |
(17,390) |
(29,753) |
||||||||||||||
Total operating revenues and realized loss on derivative instruments |
$ |
342,852 |
$ |
693,952 |
||||||||||||
Realized Pricing ($/MMBtu) |
||||||||||||||||
NYMEX Henry Hub price |
$ |
3.18 |
$ |
3.25 |
||||||||||||
Average basis impact |
(0.41) |
(0.34) |
||||||||||||||
FT fuel and variables |
(0.08) |
(0.09) |
||||||||||||||
Btu uplift (MMBtu/Mcf) |
0.14 |
0.14 |
||||||||||||||
Pre-hedge realized price ($/Mcf) |
2.83 |
2.96 |
||||||||||||||
Post-hedge realized price ($/Mcf) |
$ |
2.69 |
$ |
2.84 |
||||||||||||
Operating expenses |
(in thousands) |
($ / Mcfe) |
(in thousands) |
($ / Mcfe) | ||||||||||||
Lease operating(1) |
$ |
17,580 |
$ |
0.14 |
$ |
40,039 |
$ |
0.17 |
||||||||
Gathering and compression |
53,854 |
0.44 |
100,567 |
0.42 |
||||||||||||
Transportation |
32,061 |
0.26 |
67,243 |
0.28 |
||||||||||||
Production taxes and impact fees |
6,679 |
0.05 |
12,832 |
0.05 |
||||||||||||
Exploration |
7,106 |
0.06 |
11,118 |
0.05 |
||||||||||||
General and administrative(1) |
20,730 |
0.17 |
39,950 |
0.17 |
||||||||||||
Depreciation, depletion and amortization |
141,478 |
1.15 |
273,317 |
1.15 |
||||||||||||
Operating income (in thousands) |
$ |
58,441 |
$ |
50,734 |
||||||||||||
E&P capital expenditures (in millions) |
||||||||||||||||
Operated Marcellus |
$ |
96 |
$ |
203 |
||||||||||||
Operated Ohio Utica |
69 |
133 |
||||||||||||||
Non-operated Utica |
25 |
34 |
||||||||||||||
Total Drilling & Completion |
190 |
370 |
||||||||||||||
Land(2) |
53 |
104 |
||||||||||||||
Total |
$ |
243 |
$ |
474 |
||||||||||||
Financial position (in millions) |
As of June 30, 2017 | |||||||||||||||
E&P liquidity |
$ |
1,499 |
||||||||||||||
Cash and cash equivalents |
$ |
110 |
||||||||||||||
Long-term debt |
$ |
1,281 |
||||||||||||||
E&P Operational Highlights |
Three Months Ended June 30, 2017 | |||||||||||
Marcellus |
Utica |
Barnett |
Total | |||||||||
Production (MMcfe/d) |
885 |
393 |
76 |
1,354 | ||||||||
Operational activity (net wells) |
||||||||||||
Drilled |
22 |
4 |
— |
26 | ||||||||
Completed |
9 |
7 |
— |
16 | ||||||||
Average lateral lengths |
9,200 |
9,800 |
— |
— | ||||||||
Appalachia net acres |
190,000 |
65,000 |
— |
255,000(3) |
During the quarter, we turned to sales 18 net Marcellus wells with an average lateral length of 9,200 feet and 7 net operated Utica wells with an average lateral length of 10,500 feet. Our second quarter development costs per lateral foot were under budget and averaged $805 in the Marcellus and $1,105 in the Utica for wells drilled and completed.
Subsequent to quarter end, we completed an acquisition of 16,500 net acres in the Marcellus Shale core in Pennsylvania and West Virginia from an undisclosed seller for $180 million. This acquisition is highly complementary to our existing position and consists of 11,700 net undeveloped acres in Greene County, Pennsylvania and 4,800 net undeveloped acres in Monongalia and Wetzel counties, West Virginia. The leasehold has attractive terms with an average NRI of 86% and 97% of it is held in fee or expires beyond 2021. The acquired Greene County acreage is automatically dedicated to RMP pursuant to its gas gathering and compression and water services agreements.
In addition, on July 11, 2017, we entered into a PSA to sell approximately 36,000 net non-core Barnett Shale acres to an undisclosed private buyer for $175 million, subject to customary closing purchase price adjustments. Included in the transaction is approximately 76 MMcfe/d of second quarter net production. Proceeds from the sale will be used for general corporate purposes and the transaction is expected to close in the third quarter 2017 with an effective date of January 1, 2017.
1. |
Excludes stock-based compensation expense of $0.2 million and $4.9 million attributable to lease operating and general and administrative expenses, respectively, for the three months ended June 30, 2017 and $0.4 million and $8.9 million is included in lease operating and general and administrative expenses, respectively, for the six months ended June 30, 2017. |
2. |
Excludes $37 million and $49 million of royalty purchases for the three and six months ended June 30, 2017, respectively. During the first six months of the year, we added approximately 6,000 royalty acres. |
3. |
Excludes 16,500 net Marcellus acres acquired subsequent to quarter end. |
RMH Segment Results (in thousands, except volumes) |
Three Months Ended |
Six Months Ended | |||||||
Operating volumes (MDth/d) |
|||||||||
Gathering volumes |
|||||||||
Affiliate |
452 |
457 |
|||||||
Third-party |
723 |
616 |
|||||||
Total |
1,175 |
1,073 |
|||||||
Compression volumes |
|||||||||
Affiliate |
216 |
256 |
|||||||
Third-party |
230 |
246 |
|||||||
Total |
446 |
502 |
|||||||
Operating revenues |
|||||||||
Gathering |
$ |
29,334 |
$ |
52,874 |
|||||
Compression |
2,613 |
5,918 |
|||||||
Total |
31,947 |
58,792 |
|||||||
Total operating expenses |
11,847 |
18,858 |
|||||||
Operating income |
$ |
20,100 |
$ |
39,934 |
|||||
Capital expenditures (in millions) |
$ |
44 |
$ |
113 |
|||||
LP + IDR cash distributions received from RMP(1) (in millions) |
$ |
9 |
$ |
17 |
|||||
Financial position (in millions) |
As of June 30, 2017 | ||||||||
RMH liquidity |
$ |
227 |
|||||||
Cash and cash equivalents |
$ |
39 |
|||||||
Revolving credit facility |
$ |
113 |
|||||||
Acreage dedication |
172,000 |
||||||||
Third-party |
72% |
Second quarter gathering throughput averaged 1,175 MDth/d, which consisted of 921 MDth/d related to the operations of Rice Olympus Midstream ("ROM") and 523 MDth/d related to the operations of Strike Force Midstream, offset by an elimination of 270 MDth/d that is related to operations of both ROM and Strike Force Midstream.
1. |
Net of 91.75% ownership interest. |
RMP Segment Results (in thousands, except volumes) |
Three Months Ended June 30, 2017 |
Six Months Ended | ||||||
Operating volumes (MDth/d) |
||||||||
Gathering volumes |
||||||||
Affiliate |
1,144 |
1,074 |
||||||
Third-party |
216 |
224 |
||||||
Total |
1,360 |
1,298 |
||||||
Compression volumes |
||||||||
Affiliate |
676 |
635 |
||||||
Third-party |
216 |
224 |
||||||
Total |
892 |
859 |
||||||
Water services assets (MMGal) |
||||||||
Pennsylvania |
149 |
373 |
||||||
Ohio |
275 |
416 |
||||||
Total |
424 |
789 |
||||||
Operating revenues |
||||||||
Gathering |
$ |
40,314 |
$ |
76,534 |
||||
Compression |
6,270 |
12,052 |
||||||
Water |
25,793 |
46,541 |
||||||
Total |
72,377 |
135,127 |
||||||
Total operating expenses |
25,364 |
47,518 |
||||||
Operating income |
47,013 |
87,609 |
||||||
Capital expenditures (in millions) |
$ |
41 |
$ |
73 |
||||
Financial position (in millions) |
As of June 30, 2017 | |||||||
RMP liquidity |
$ |
656 |
||||||
Cash and cash equivalents |
$ |
12 |
||||||
Revolving credit facility |
$ |
206 |
||||||
Acreage dedication |
221,000 |
|||||||
Third-party |
13% |
On July 21, 2017, RMP declared a quarterly distribution of $0.2711 per unit for the second quarter 2017, an increase of $0.0103 per unit, or 4%, relative to first quarter 2017. The distribution will be payable on August 17, 2017 to unitholders of record as of August 8, 2017.
RMP's results were released today and are available at www.ricemidstream.com.
Conference Call
Rice Energy will host a conference call on August 3, 2017 at 10:00 a.m. Eastern Time (9:00 a.m. Central Time) to discuss second quarter 2017 results. The conference format will only include prepared remarks, given the restrictions related to discussing the signed merger agreement with EQT.
To listen to a live audio webcast of the conference call, please visit Rice Energy's website at www.riceenergy.com. A replay of the conference call will be available for two weeks and can also be accessed from our homepage.
About Rice Energy
Rice Energy Inc. is an independent natural gas and oil company focused on the acquisition, exploration and development of natural gas and oil properties in the Appalachian Basin. For more information, please visit our website at www.riceenergy.com.
Forward Looking Statements
This release includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond our control. All statements, other than historical facts included or incorporated herein that address activities, events or developments that we expect or anticipate will or may occur in the future, including such things as future capital expenditures (including the amount and nature thereof), projected operational results, production growth, basis exposure, hedging, the timing and number of well completions, forecasted gathering volumes, revenues, Adjusted EBITDAX, further Adjusted EBITDAX; distribution growth, distributable cash flow, the timing of completion and nature of midstream projects, the terms, timing and completion of any acquisitions or divestitures, business strategy and measures to implement strategy, competitive strengths, goals, expansion and growth of our business and operations, plans, market conditions, references to future success, references to intentions as to future matters and other such matters are forward-looking statements. All forward-looking statements speak only as of the date of this release. Although we believe that the plans, intentions and expectations reflected in or suggested by the forward-looking statements are reasonable, there is no assurance that these plans, intentions or expectations will be achieved. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in such statements.
We caution you that these forward-looking statements are subject to risks and uncertainties, most of which are difficult to predict and many of which are beyond our control, incident to the exploration for and development, production, gathering and sale of natural gas, NGLs and oil. These risks include, but are not limited to: commodity price volatility; inflation; lack of availability of drilling and production equipment and services; environmental risks; drilling and other operating risks; regulatory changes; the uncertainty inherent in estimating natural gas reserves and in projecting future rates of production, cash flow and access to capital; the timing of development expenditures; and risks related to joint venture operations. Information concerning these and other factors can be found in our filings with the Securities and Exchange Commission, including our Forms 10-K, 10-Q and 8-K. Consequently, all of the forward-looking statements made in this news release are qualified by these cautionary statements and there can be no assurances that the actual results or developments anticipated by us will be realized, or even if realized, that they will have the expected consequences to or effects on us, our business or operations. We have no intention, and disclaim any obligation, to update or revise any forward-looking statements, whether as a result of new information, future results or otherwise.
This release does not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities or a solicitation of any vote or approval. This communication relates to a proposed business combination between EQT and Rice.
In connection with the proposed transaction, EQT has filed with the Securities and Exchange Commission (the "SEC") a registration statement on Form S-4 on July 27, 2017, that includes a joint proxy statement of EQT and Rice and also constitutes a prospectus of EQT. Each of EQT and Rice also plan to file other relevant documents with the SEC regarding the proposed transactions. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended. The definitive joint proxy statement/prospectus(es) for EQT and/or Rice will be mailed to shareholders of EQT and/or Rice, as applicable.
INVESTORS AND SECURITY HOLDERS OF EQT AND RICE ARE URGED TO READ THE PROXY STATEMENT(S), REGISTRATION STATEMENT(S), PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS THAT MAY BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.
Investors and security holders will be able to obtain free copies of these documents (if and when available) and other documents containing important information about EQT and Rice, once such documents are filed with the SEC through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC by EQT will be available free of charge on EQT's website at www.eqt.com or by directing a request to Investor Relations, EQT Corporation, EQT Plaza, 625 Liberty Avenue, Pittsburgh, Pennsylvania 15222-3111, Tel. No. (412) 553-5700. Copies of the documents filed with the SEC by Rice will be available free of charge on Rice's website at www.riceenergy.com or by directing a request to Investor Relations, Rice Energy Inc., 2200 Rice Drive, Canonsburg, Pennsylvania 15317, Tel. No. (724) 271-7200.
EQT, Rice and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information about the directors and executive officers of Rice is set forth in Rice's proxy statement for its 2017 annual meeting of shareholders, which was filed with the SEC on April 17, 2017. Information about the directors and executive officers of EQT is set forth in its proxy statement for its 2017 annual meeting, which was filed with the SEC on March 6, 2017. These documents may be obtained free of charge from the sources indicated above.
Other information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when such materials become available. Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions. You may obtain free copies of these documents from EQT or Rice using the sources indicated above.
Rice Energy Inc. | |||||||||||||||
Consolidated Statements of Operations | |||||||||||||||
(Unaudited) | |||||||||||||||
Three Months Ended June 30, |
Six Months Ended June 30, | ||||||||||||||
(in thousands, except share data) |
2017 |
2016 |
2017 |
2016 | |||||||||||
Operating revenues: |
|||||||||||||||
Natural gas, oil and natural gas liquids sales |
$ |
348,892 |
$ |
122,312 |
$ |
705,726 |
$ |
234,754 |
|||||||
Gathering, compression and water services |
38,065 |
23,728 |
68,408 |
48,280 |
|||||||||||
Other revenue |
11,350 |
9,958 |
17,979 |
12,906 |
|||||||||||
Total operating revenues |
398,307 |
155,998 |
792,113 |
295,940 |
|||||||||||
Operating expenses: |
|||||||||||||||
Lease operating |
17,485 |
8,913 |
39,944 |
19,888 |
|||||||||||
Gathering, compression and transportation |
39,131 |
27,169 |
78,557 |
55,301 |
|||||||||||
Production taxes and impact fees |
6,679 |
2,659 |
12,832 |
4,310 |
|||||||||||
Exploration |
7,106 |
5,548 |
11,118 |
6,538 |
|||||||||||
Midstream operation and maintenance |
8,326 |
4,596 |
14,962 |
14,144 |
|||||||||||
Incentive unit expense |
4,800 |
14,840 |
7,683 |
38,982 |
|||||||||||
Acquisition expense |
2,408 |
84 |
2,615 |
556 |
|||||||||||
Stock compensation expense |
6,411 |
6,232 |
11,701 |
11,042 |
|||||||||||
Impairment of gas properties |
— |
— |
92,355 |
— |
|||||||||||
Impairment of fixed assets |
— |
— |
— |
2,595 |
|||||||||||
General and administrative |
32,997 |
23,123 |
61,735 |
43,356 |
|||||||||||
Depreciation, depletion and amortization |
145,904 |
84,752 |
282,782 |
163,937 |
|||||||||||
Amortization of intangible assets |
406 |
403 |
808 |
811 |
|||||||||||
Other expense |
13,207 |
11,457 |
19,365 |
15,648 |
|||||||||||
Total operating expenses |
284,860 |
189,776 |
636,457 |
377,108 |
|||||||||||
Operating income (loss) |
113,447 |
(33,778) |
155,656 |
(81,168) |
|||||||||||
Interest expense |
(27,269) |
(24,802) |
(54,292) |
(49,323) |
|||||||||||
Other income |
273 |
2,549 |
453 |
2,762 |
|||||||||||
Gain (loss) on derivative instruments |
103,558 |
(201,555) |
88,779 |
(131,376) |
|||||||||||
Loss on embedded derivatives |
(15,417) |
— |
(15,417) |
— |
|||||||||||
Amortization of deferred financing costs |
(3,426) |
(1,618) |
(6,078) |
(3,169) |
|||||||||||
Income (loss) before income taxes |
171,166 |
(259,204) |
169,101 |
(262,274) |
|||||||||||
Income tax (expense) benefit |
(33,917) |
120,496 |
(33,341) |
126,871 |
|||||||||||
Net income (loss) |
137,249 |
(138,708) |
135,760 |
(135,403) |
|||||||||||
Less: Net income attributable to noncontrolling interests |
(53,724) |
(17,977) |
(78,533) |
(38,870) |
|||||||||||
Net income (loss) attributable to Rice Energy Inc. |
83,525 |
(156,685) |
57,227 |
(174,273) |
|||||||||||
Less: Preferred dividends and accretion of redeemable noncontrolling interests |
(20,656) |
(7,944) |
(28,988) |
(11,402) |
|||||||||||
Net income (loss) attributable to Rice Energy Inc. common stockholders |
$ |
62,869 |
$ |
(164,629) |
$ |
28,239 |
$ |
(185,675) |
|||||||
Earnings (loss) per share—basic |
$ |
0.31 |
$ |
(1.07) |
$ |
0.14 |
$ |
(1.28) |
|||||||
Earnings (loss) per share—diluted |
$ |
0.30 |
$ |
(1.07) |
$ |
0.14 |
$ |
(1.28) |
Rice Energy Inc. | |||||||||||||||
Segment Results of Operations | |||||||||||||||
(Unaudited) | |||||||||||||||
Exploration and Production Segment | |||||||||||||||
Three Months Ended June 30, |
Six Months Ended June 30, | ||||||||||||||
(in thousands, except volumes) |
2017 |
2016 |
2017 |
2016 | |||||||||||
Operating volumes: |
|||||||||||||||
Natural gas production (MMcf) |
121,942 |
68,702 |
235,133 |
129,744 |
|||||||||||
Oil and NGL production (MBbls) |
208 |
41 |
431 |
97 |
|||||||||||
Total production (MMcfe) |
123,189 |
68,946 |
237,719 |
130,325 |
|||||||||||
Operating results: |
|||||||||||||||
Operating revenues: |
|||||||||||||||
Natural gas, oil and NGL sales |
$ |
348,892 |
$ |
122,312 |
$ |
705,726 |
$ |
234,754 |
|||||||
Other revenue |
11,350 |
9,958 |
17,979 |
12,906 |
|||||||||||
Total operating revenues |
360,242 |
132,270 |
723,705 |
247,660 |
|||||||||||
Operating expenses: |
|||||||||||||||
Lease operating |
17,580 |
8,913 |
40,039 |
19,888 |
|||||||||||
Gathering, compression and transportation |
85,915 |
51,307 |
167,810 |
99,510 |
|||||||||||
Production taxes and impact fees |
6,679 |
2,659 |
12,832 |
4,310 |
|||||||||||
Exploration |
7,106 |
5,548 |
11,118 |
6,538 |
|||||||||||
Incentive unit expense |
4,664 |
14,141 |
7,464 |
37,012 |
|||||||||||
Acquisition costs |
1,356 |
— |
1,563 |
— |
|||||||||||
Impairment of gas properties |
— |
— |
92,355 |
— |
|||||||||||
Impairment of fixed assets |
— |
— |
— |
2,595 |
|||||||||||
Stock compensation expense |
5,083 |
3,347 |
9,268 |
5,982 |
|||||||||||
General and administrative |
20,730 |
15,191 |
39,950 |
29,092 |
|||||||||||
Depreciation, depletion and amortization |
141,478 |
79,515 |
273,317 |
154,471 |
|||||||||||
Other expense |
11,210 |
11,097 |
17,255 |
15,500 |
|||||||||||
Total operating expenses |
301,801 |
191,718 |
672,971 |
374,898 |
|||||||||||
Operating income (loss) |
$ |
58,441 |
$ |
(59,448) |
$ |
50,734 |
$ |
(127,238) |
|||||||
Average costs per Mcfe: |
|||||||||||||||
Lease operating |
$ |
0.14 |
$ |
0.13 |
$ |
0.17 |
$ |
0.15 |
|||||||
Gathering and compression |
0.44 |
0.42 |
0.42 |
0.41 |
|||||||||||
Transportation |
0.26 |
0.32 |
0.28 |
0.35 |
|||||||||||
Production taxes and impact fees |
0.05 |
0.04 |
0.05 |
0.03 |
|||||||||||
Exploration |
0.06 |
0.08 |
0.05 |
0.05 |
|||||||||||
Incentive unit expense |
0.04 |
0.21 |
0.03 |
0.28 |
|||||||||||
Stock compensation |
0.04 |
0.05 |
0.04 |
0.05 |
|||||||||||
General and administrative |
0.17 |
0.22 |
0.17 |
0.22 |
|||||||||||
Depreciation, depletion and amortization |
1.15 |
1.15 |
1.15 |
1.19 |
Rice Midstream Holdings Segment | ||||||||||||||||
Three Months Ended June 30, |
Six Months Ended June 30, | |||||||||||||||
(in thousands, except volumes) |
2017 |
2016 |
2017 |
2016 | ||||||||||||
Operating volumes: |
||||||||||||||||
Gathering volumes (MDth/d) |
1,175 |
658 |
1,073 |
556 |
||||||||||||
Compression volumes (MDth/d) |
446 |
461 |
502 |
412 |
||||||||||||
Operating results: |
||||||||||||||||
Operating revenues: |
||||||||||||||||
Gathering revenues |
$ |
29,334 |
$ |
9,240 |
$ |
52,874 |
$ |
17,776 |
||||||||
Compression revenues |
2,613 |
2,633 |
5,918 |
4,748 |
||||||||||||
Total operating revenues |
31,947 |
11,873 |
58,792 |
22,524 |
||||||||||||
Operating expenses: |
||||||||||||||||
Midstream operation and maintenance |
991 |
457 |
1,738 |
1,458 |
||||||||||||
Incentive unit expense |
136 |
699 |
219 |
1,970 |
||||||||||||
Acquisition expense |
556 |
84 |
556 |
484 |
||||||||||||
Stock compensation expense |
1,201 |
1,751 |
2,174 |
2,940 |
||||||||||||
General and administrative |
5,196 |
3,325 |
9,007 |
5,900 |
||||||||||||
Depreciation, depletion and amortization |
1,790 |
1,556 |
3,187 |
2,645 |
||||||||||||
Other expense |
1,977 |
— |
1,977 |
— |
||||||||||||
Total operating expenses |
11,847 |
7,872 |
18,858 |
15,397 |
||||||||||||
Operating income |
$ |
20,100 |
$ |
4,001 |
$ |
39,934 |
$ |
7,127 |
Rice Midstream Partners Segment | ||||||||||||||||
Three Months Ended June 30, |
Six Months Ended June 30, | |||||||||||||||
(in thousands, except volumes) |
2017 |
2016 |
2017 |
2016 | ||||||||||||
Operating volumes: |
||||||||||||||||
Gathering volumes (MDth/d) |
1,360 |
934 |
1,298 |
885 |
||||||||||||
Compression volumes (MDth/d) |
892 |
564 |
859 |
358 |
||||||||||||
Water services volumes (MMGal) |
424 |
335 |
789 |
797 |
||||||||||||
Operating results: |
||||||||||||||||
Operating revenues: |
||||||||||||||||
Gathering revenues |
$ |
40,314 |
$ |
26,249 |
$ |
76,534 |
$ |
51,934 |
||||||||
Compression revenues |
6,270 |
3,787 |
12,052 |
4,902 |
||||||||||||
Water services revenues |
25,793 |
16,511 |
46,541 |
44,254 |
||||||||||||
Total operating revenues |
72,377 |
46,547 |
135,127 |
101,090 |
||||||||||||
Operating expenses: |
||||||||||||||||
Midstream operation and maintenance |
9,701 |
4,187 |
17,880 |
12,733 |
||||||||||||
Acquisition expense |
496 |
— |
496 |
73 |
||||||||||||
Stock compensation expense |
127 |
1,134 |
259 |
2,119 |
||||||||||||
General and administrative |
7,071 |
4,607 |
12,778 |
8,363 |
||||||||||||
Depreciation, depletion and amortization |
7,543 |
6,855 |
15,164 |
12,225 |
||||||||||||
Amortization of intangible assets |
406 |
403 |
808 |
811 |
||||||||||||
Other expense |
20 |
361 |
133 |
149 |
||||||||||||
Total operating expenses |
25,364 |
17,547 |
47,518 |
36,473 |
||||||||||||
Operating income |
$ |
47,013 |
$ |
29,000 |
$ |
87,609 |
$ |
64,617 |
Rice Energy Inc.
Supplemental Non-GAAP Financial Measures
(Unaudited)
Adjusted EBITDAX and Further Adjusted EBITDAX are supplemental non-GAAP financial measures that are used by management and external users of our consolidated financial statements, such as industry analysts, investors, lenders and rating agencies. We define Adjusted EBITDAX as net (loss) before non-controlling interest; interest expense; income taxes; depreciation, depletion and amortization; amortization of deferred financing costs; amortization of intangible assets; derivative fair value (gain) loss, excluding net cash receipts on settled derivative instruments; non-cash stock compensation expense; non-cash incentive unit expense; exploration expenses; and other non-recurring items. We define Further Adjusted EBITDAX as Adjusted EBITDAX after non-controlling interest and water revenue adjustment. Neither Adjusted EBITDAX nor Further Adjusted EBITDAX is a measure of net income as determined by United States generally accepted accounting principles, or GAAP.
Management believes Adjusted EBITDAX is a useful measure to the users of our financial statements because it allows them to more effectively evaluate our operating performance and compare the results of our operations from period to period and against our peers without regard to our financing methods or capital structure. We exclude the items listed above from net income (loss) in arriving at Adjusted EBITDAX because these amounts can vary substantially from company to company within our industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Management believes Further Adjusted EBITDAX is useful because it allows them to assess the level of consolidated leverage of the company and compare this level to peers. The adjustments made to Adjusted EBITDAX to calculate Further Adjusted EBITDAX address the intercompany eliminations of items impacting Adjusted EBITDAX as a result of the consolidation of RMP, the outstanding indebtedness of which is consolidated with that of the company without regard to non-controlling interest. These adjustments include the addition of non-controlling interest as well as the addition of a water revenue adjustment attributable to charges for fresh water delivery services and produced water hauling services provided by RMP to RICE, a charge that generates revenue for RMP but does not have a corresponding expense at the RICE level, as such costs are capitalized.
Adjusted EBITDAX and Further Adjusted EBITDAX should not be considered as alternatives to, or more meaningful than, net income as determined in accordance with GAAP or as indicators of our operating performance or liquidity. Certain items excluded from Adjusted EBITDAX and Further Adjusted EBITDAX are significant components in understanding and assessing a company's financial performance, such as a company's cost of capital and tax structure, as well as the historic costs of depreciable assets, none of which are components of Adjusted EBITDAX or Further Adjusted EBITDAX. Our computations of Adjusted EBITDAX and Further Adjusted EBITDAX may not be comparable to other similarly titled measures of other companies. We believe that these measures are widely followed measures of operating performance used by investors.
The following table presents a reconciliation of the non-GAAP financial measure of Adjusted EBITDAX to the GAAP financial measure of net income (loss).
(in thousands) |
Three Months Ended |
Twelve Months Ended | |||||
Adjusted EBITDAX reconciliation to net income: |
|||||||
Net income |
$ |
137,249 |
$ |
22,344 |
|||
Interest expense |
27,269 |
104,596 |
|||||
Depreciation, depletion and amortization |
145,904 |
487,300 |
|||||
Amortization of deferred financing costs |
3,426 |
10,454 |
|||||
Amortization of intangible assets |
406 |
1,631 |
|||||
Acquisition expense |
2,408 |
8,168 |
|||||
Impairment of gas properties |
— |
113,208 |
|||||
Impairment of fixed assets |
— |
20,462 |
|||||
(Gain) loss on derivative instruments (1) |
(103,558) |
81 |
|||||
Net cash (payments) receipts on settled derivative instruments (1) |
(17,390) |
39,863 |
|||||
Non-cash stock compensation expense |
6,411 |
33,605 |
|||||
Non-cash incentive unit expense |
4,800 |
20,462 |
|||||
Income tax expense |
33,917 |
18,000 |
|||||
Exploration expense |
7,106 |
19,739 |
|||||
Loss on embedded derivatives |
15,417 |
15,417 |
|||||
Other expense |
— |
6,508 |
|||||
Non-controlling interest attributable to midstream entities |
(33,858) |
(98,236) |
|||||
Adjusted EBITDAX(2) |
$ |
229,507 |
$ |
823,602 |
1. |
The adjustments for the derivative fair value (gains) losses and net cash receipts on settled commodity derivative instruments have the effect of adjusting net income (loss) for changes in the fair value of derivative instruments, which are recognized at the end of each accounting period because we do not designate commodity derivative instruments as accounting hedges. This results in reflecting commodity derivative gains and losses within Adjusted EBITDAX on a cash basis during the period the derivatives settled. |
2. |
Excluded from the above Adjusted EBITDAX reconciliation is the impact of non-controlling interest and the elimination of intercompany water revenues between Rice Energy subsidiaries and Rice Midstream Partners of $33.9 million and $17.1 million, respectively, for the three months ended June 30, 2017 and $98.2 million and $56.4 million, respectively, for the twelve months ended June 30, 2017. When including these impacts, our Further Adjusted EBITDAX is $280.5 million and $978.2 million for the three and twelve months ended June 30, 2017, respectively. Our consolidated net debt to last twelve months Further Adjusted EBITDAX ratio is 1.5x. Also included in the above reconciliation is the non-controlling interest attributable to Rice Energy Operating LLC, as we view our business on a fully diluted basis. |
Rice Energy Inc.
Supplemental Non-GAAP Financial Measure
(Unaudited)
Adjusted net income (loss) is a supplemental non-GAAP financial measure that is used by management and external users of our consolidated financial statements, such as industry analysts, investors, lenders and rating agencies. We define adjusted net income (loss) as net income (loss) before impairment of gas properties, impairment of fixed assets, derivative fair value (gain) loss, net cash receipts on settled derivative instruments, incentive unit expense, acquisition expense and other non-recurring items. Adjusted net income (loss) is not a measure of net income as determined by United States generally accepted accounting principles, or GAAP.
We believe that many investors use adjusted net income (loss) in making investment decisions and in evaluating our operational trends and our performance relative to other oil and gas producing companies.
The following table presents a reconciliation of the non-GAAP financial measure of adjusted net income to the GAAP financial measure of net income.
(in thousands) |
Three Months Ended |
Six Months Ended | |||||
Reconciliation to net income attributable to Rice Energy Inc: |
|||||||
Net income |
$ |
137,249 |
$ |
135,760 |
|||
Non-controlling interest attributable to midstream entities |
(33,858) |
(61,692) |
|||||
Impairment of gas properties |
— |
92,355 |
|||||
Gain on derivative instruments (1) |
(103,558) |
(88,779) |
|||||
Net cash payments on settled derivative instruments (1) |
(17,390) |
(29,753) |
|||||
Incentive unit expense |
4,800 |
7,683 |
|||||
Loss on embedded derivatives |
15,417 |
15,417 |
|||||
Income tax effect of reconciling items |
39,900 |
1,219 |
|||||
Adjusted net income attributable to Rice Energy Inc.(2) |
$ |
42,560 |
$ |
72,210 |
1. |
The adjustments for the derivative fair value (gains) losses and net cash receipts on settled commodity derivative instruments have the effect of adjusting net income (loss) for changes in the fair value of derivative instruments, which are recognized at the end of each accounting period because we do not designate commodity derivative instruments as accounting hedges. This results in reflecting commodity derivative gains and losses within adjusted net income on a cash basis during the period the derivatives settled. |
2. |
Excluded from the above Adjusted net income reconciliation is the impact of non-controlling interest of $33.9 million and $61.7 million for the three and six months ended June 30, 2017, respectively. |
Rice Energy Inc.
Supplemental Non-GAAP Financial Measure
Finding and development cost ("F&D") is a supplemental non-GAAP financial measure that is used by management and external users of our consolidated financial statements, such as industry analysts, investors, lenders and rating agencies. We define F&D as gross drilling and completion capital expenditures divided by gross estimated ultimate recovery.
Management believes that F&D is a useful measure to the users of our financial statements because it allows them to more effectively evaluate our operating performance and compare the results of our operations to other oil and gas producing companies.
Rice Energy Inc. | |||
Supplemental Balance Sheet Data | |||
(Unaudited) | |||
The table below provides supplemental balance sheet data as of June 30, 2017. | |||
(in thousands) |
June 30, 2017 | ||
Cash and cash equivalents |
$ |
161,540 |
|
Long-term debt |
|||
Senior Secured Revolving Credit Facility |
— |
||
6.25% Senior Notes Due April 2022(1) |
$ |
889,104 |
|
7.25% Senior Notes Due May 2023(2) |
392,175 |
||
Midstream Holdings Revolving Credit Facility |
112,500 |
||
RMP Revolving Credit Facility |
206,000 |
||
Total long-term debt |
$ |
1,599,779 |
|
Net debt |
$ |
1,438,239 |
1. |
Net of unamortized deferred finance costs and original discount issuances of $10,896 (in thousands). |
2. |
Net of unamortized deferred finance costs and original discount issuances of $7,825 (in thousands). |
Rice Energy Inc. | |||||||||||||||||||
Derivatives Information | |||||||||||||||||||
(Unaudited) | |||||||||||||||||||
This table provides data associated with our derivatives as of July 20, 2017 for the periods indicated: | |||||||||||||||||||
All-In Fixed Price Derivatives |
Rem. |
2018 |
2019 |
2020 |
2021 | ||||||||||||||
NYMEX Natural Gas Swaps: |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
724 |
665 |
445 |
570 |
338 |
||||||||||||||
Wtd Average Swap Price ($/MMBtu) |
$ |
3.22 |
$ |
3.00 |
$ |
2.92 |
$ |
2.92 |
$ |
2.85 |
|||||||||
NYMEX Natural Gas Collars: |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
290 |
285 |
190 |
— |
— |
||||||||||||||
Wtd Average Floor Price ($/MMBtu) |
$ |
3.08 |
$ |
3.15 |
$ |
3.00 |
$ |
— |
$ |
— |
|||||||||
Wtd Average Call Price ($/MMBtu) |
$ |
3.73 |
$ |
3.63 |
$ |
3.50 |
$ |
— |
$ |
— |
|||||||||
NYMEX Natural Gas Calls: |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
90 |
120 |
130 |
135 |
20 |
||||||||||||||
Wtd Average Price ($/MMBtu) |
$ |
3.54 |
$ |
3.32 |
$ |
3.51 |
$ |
3.47 |
$ |
3.70 |
|||||||||
NYMEX Natural Gas Deferred Puts: |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
90 |
30 |
20 |
— |
— |
||||||||||||||
Wtd Avg. Net Floor Price ($/MMBtu) |
$ |
2.60 |
$ |
2.77 |
$ |
2.80 |
$ |
— |
$ |
— |
|||||||||
NYMEX Volume Excl Calls (BBtu/d) |
1,104 |
980 |
655 |
570 |
338 |
||||||||||||||
NYMEX Volume Incl Calls (BBtu/d) |
1,194 |
1,100 |
785 |
705 |
358 |
||||||||||||||
Swap, Collar & Put Floor ($/MMBtu) |
$ |
3.13 |
$ |
3.04 |
$ |
2.94 |
$ |
2.92 |
$ |
2.85 |
|||||||||
Waha Natural Gas Swaps |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
68 |
22 |
9 |
— |
— |
||||||||||||||
Wtd Average Swap Price ($/MMBtu) |
$ |
3.05 |
$ |
3.01 |
$ |
3.29 |
$ |
— |
$ |
— |
|||||||||
Dominion Natural Gas Swaps |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
235 |
257 |
92 |
— |
— |
||||||||||||||
Wtd Average Swap Price ($/MMBtu) |
$ |
2.21 |
$ |
2.23 |
$ |
2.34 |
$ |
— |
$ |
— |
|||||||||
Total Fixed Price Derivatives |
|||||||||||||||||||
Volume Hedged Excl. Calls (BBtu/d) |
1,406 |
1,259 |
756 |
570 |
338 |
||||||||||||||
Volume Hedged Incl. Calls (BBtu/d) |
1,496 |
1,379 |
886 |
705 |
358 |
||||||||||||||
Wtd Average Swap Price ($/MMBtu) |
$ |
2.97 |
$ |
2.87 |
$ |
2.87 |
$ |
2.92 |
$ |
2.85 |
|||||||||
Basis Contract Derivatives |
|||||||||||||||||||
Appalachian Basis |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
550 |
361 |
450 |
515 |
340 |
||||||||||||||
Wtd Average Swap Price ($/MMBtu) |
$ |
(1.07) |
$ |
(0.65) |
$ |
(0.58) |
$ |
(0.56) |
$ |
(0.54) |
|||||||||
Other Basis (MichCon/Gulf Coast) |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
494 |
302 |
167 |
73 |
20 |
||||||||||||||
Wtd Average Swap Price ($/MMBtu) |
$ |
(0.12) |
$ |
(0.13) |
$ |
(0.15) |
$ |
(0.14) |
$ |
(0.12) |
|||||||||
Total Basis Swaps |
|||||||||||||||||||
Volume Hedged (BBtu/d) |
1,044 |
663 |
617 |
588 |
360 |
||||||||||||||
Wtd Average Swap Price ($/MMBtu) |
$ |
(0.62) |
$ |
(0.42) |
$ |
(0.47) |
$ |
(0.51) |
$ |
(0.51) |
|||||||||
WTI Swaps |
|||||||||||||||||||
Volume Hedged (Bbls/d) |
50 |
— |
— |
— |
— |
||||||||||||||
Wtd Average Swap Price ($/bbl) |
$ |
45 |
$ |
— |
$ |
— |
$ |
— |
$ |
— |
|||||||||
NGL Swaps |
|||||||||||||||||||
Volume Hedged (Bbls/d) |
496 |
— |
— |
— |
— |
||||||||||||||
Wtd Average Swap Price ($/bbl) |
$ |
15 |
$ |
— |
$ |
— |
$ |
— |
$ |
— |
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View original content:http://www.prnewswire.com/news-releases/rice-energy-reports-second-quarter-2017-results-and-updates-2017-capital-budget-300498682.html
SOURCE Rice Energy Inc.
NEW ORLEANS, June 20, 2017 /PRNewswire/ -- Former Attorney General of Louisiana Charles C. Foti, Jr., Esq. and the law firm of Kahn Swick & Foti, LLC ("KSF") are investigating the proposed sale of Rice Energy Inc. ("Rice Energy" or the "Company") (NYSE: RICE) to EQT Corporation (NYSE: EQT). Under the terms of the proposed transaction, shareholders of Rice will receive only 0.37 shares of EQT and $5.30 in cash for each share of Rice Energy that they own. KSF is seeking to determine whether this consideration and the process that led to it are adequate, or whether the consideration undervalues the Company.
If you believe that this transaction undervalues the Company and/or if you would like to discuss your legal rights regarding the proposed sale, you may, without obligation or cost to you, e-mail or call KSF Managing Partner Lewis S. Kahn (lewis.kahn@ksfcounsel.com) toll free at any time at 855-768-1857.
To learn more about KSF, whose partners include the Former Louisiana Attorney General, visit www.ksfcounsel.com.
Kahn Swick & Foti, LLC
206 Covington St.
Madisonville, LA 70447
SOURCE Kahn Swick & Foti, LLC
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EQT Midstream Partners, LP
Hammerhead Pipeline (subscriber access)
Status: (subscriber access)
Parent Entities:
EQT Midstream Partners, LP
National Fuel Gas Line QP, Line Q, and Queen Storage Project (subscriber access)
Status: (subscriber access)
Parent Entities:
EQT Midstream Partners, LP
Ohio Valley Connector (subscriber access)
Status: (subscriber access)
Parent Entities:
EQT Midstream Partners, LP
TP-371 Pipeline Replacement Project (subscriber access)
Status: (subscriber access)
Parent Entities:
EQT Midstream Partners, LP
Equitrans, L.P.
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