EQT Midstream Partners, LP (NYSE: EQM) (Partnership) announced
today that it has priced an offering of $1.1 billion in aggregate
principal amount of its 4.75% senior notes due 2023, $850 million
in aggregate principal amount of its 5.5% senior notes due 2028,
and $550 million in aggregate principal amount of its 6.5% senior
notes due 2048, at prices to the public of 99.761%, 99.538%,
99.055% of their face value, respectively. The Partnership expects
the offering to close on June 25, 2018, subject to the satisfaction
of customary closing conditions.
The Partnership intends to use the net proceeds from the
offering to repay the amounts outstanding under its 364-day term
loan facility and for general partnership purposes. In addition, if
the proposed merger between the Partnership and Rice Midstream
Partners LP (NYSE: RMP) (RMP) is consummated, the Partnership
intends to use a portion of the net proceeds from the offering to
repay the amounts outstanding under RMP’s revolving credit
facility.
Merrill Lynch, Pierce, Fenner & Smith Incorporated, Wells
Fargo Securities, LLC, Deutsche Bank Securities Inc., PNC Capital
Markets LLC, Credit Suisse Securities (USA) LLC, J.P. Morgan
Securities LLC, MUFG Securities Americas Inc., RBC Capital Markets,
LLC, Scotia Capital (USA) Inc., TD Securities (USA) LLC, and U.S.
Bancorp Investments, Inc. are acting as joint book-running managers
for the offering. SMBC Nikko Securities America, Inc., Citizens
Capital Markets, Inc., The Huntington Investment Company, and CIBC
World Markets Corp. are acting as co-managers for the offering.
Copies of the preliminary prospectus supplement, prospectus
supplement and accompanying base prospectus relating to the
offering may be obtained, free of charge, on the Securities and
Exchange Commission's website at www.sec.gov or from the
underwriters of the offering as follows:
Merrill Lynch, Pierce, Fenner & Smith Incorporated
Attn: Prospectus Dept.
200 North College Street
NC1-004-03-43
Charlotte, NC 28255-0001
Tel: 1 (800) 294-1322
Email: dg.prospectus_requests@baml.com
Wells Fargo Securities, LLC
Attn: WFS Customer Service
608 2nd Avenue South, Suite 1000
Minneapolis, MN 55402
Tel: 1 (800) 645-3751
Email:
wfscustomerservice@wellsfargo.com
PNC Capital Markets LLC
Attn: Kathleen Riley
300 Fifth Avenue, Floor 10
Pittsburgh, PA 15222
Tel: 1 (855) 881-0697
Email: Kathleen.Riley@pnc.com
Deutsche Bank Securities Inc.
Attn: Prospectus Group
60 Wall Street
New York, NY 10005-2836
Tel: 1 (800) 503-4611
Email: prospectus.CPDG@db.com
This news release does not constitute an offer to sell or the
solicitation of an offer to buy the securities described herein,
nor shall there be any sale of these securities in any state or
jurisdiction in which such an offer, solicitation, or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction. The offering is
being made only by means of a prospectus and related prospectus
supplement meeting the requirements of Section 10 of the Securities
Act of 1933, as amended.
About EQT Midstream
Partners:
EQT Midstream Partners, LP is a growth-oriented limited
partnership formed by EQT Corporation to own, operate, acquire, and
develop midstream assets in the Appalachian Basin. The Partnership
provides midstream services to EQT Corporation and third-party
companies through its strategically located transmission, storage,
and gathering systems that service the Marcellus, Utica and Upper
Devonian regions. The Partnership owns approximately 950 miles of
FERC-regulated interstate pipelines; and also owns approximately
1,950 miles of high- and low-pressure gathering lines.
Important Additional
Information
In connection with the proposed merger between EQT Midstream
Partners (EQM) and RMP (collectively, Partnerships), EQM has filed
a registration statement on Form S-4 containing a proxy
statement/prospectus (Form S-4) with the SEC. This communication is
not a substitute for the registration statement, definitive proxy
statement/prospectus or any other documents that EQM or RMP may
file with the SEC or send to RMP unitholders in connection with the
proposed transaction. UNITHOLDERS OF RMP ARE URGED TO READ ALL
RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE FORM S-4 AND
THE DEFINITIVE PROXY STATEMENT/PROSPECTUS INCLUDED THEREIN, AND ANY
OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN
IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When
available, investors and security holders will be able to obtain
copies of these documents, including the proxy statement/prospectus
and the registration statement, and any other documents that may be
filed with the SEC with respect to the proposed transaction free of
charge at the SEC’s website, http://www.sec.gov. The documents
filed with the SEC by EQT Corporation (EQT) and its publicly traded
subsidiaries (including EQM, RMP and EQT GP Holdings, LP (EQGP))
may be obtained free of charge at the applicable website
(www.eqt.com for EQT, www.eqtmidstreampartners.com for EQGP and
EQM, and www.ricemidstream.com for RMP) or by requesting them by
mail at EQT Corporation, 625 Liberty Avenue, Suite 1700,
Pittsburgh, PA 15222, Attention: Investor Relations, or by
telephone at (412) 553-5700.
Participants in the
Solicitation
The Partnerships and certain of their respective directors and
executive officers may be deemed to be participants in the
solicitation of proxies from the unitholders of RMP in connection
with the proposed transaction. Information about the directors and
executive officers of the general partners of EQM and RMP is set
forth, respectively, in the Annual Report on Form 10-K for the year
ended December 31, 2017 filed by such Partnership with the SEC on
February 15, 2018 and certain of the Partnerships’ respective
Current Reports on Form 8-K. These documents can be obtained free
of charge from the sources indicated above. Other information
regarding the participants in the proxy solicitation and a
description of their direct and indirect interests, by security
holdings or otherwise, will be contained in the proxy
statement/prospectus and other relevant materials to be filed with
the SEC when they become available.
Cautionary Statements
Disclosures in this news release contain 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 of the
Partnership and its subsidiaries, including guidance relating to
the expected consummation of the offering and the Partnership’s
expected use of proceeds from the offering. These 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 Partnership has based these
forward-looking statements on current expectations and assumptions
about future events. While the Partnership 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 Partnership's control. The risks and
uncertainties that may affect the operations, performance and
results of the Partnership's business and forward-looking
statements include, but are not limited to, those risks discussed
in the Partnership's most recent Annual Report on Form 10-K,
Quarterly Reports on Form 10-Q and other filings with the
Securities and Exchange Commission. Any forward-looking statement
speaks only as of the date on which such statement is made and the
Partnership does not intend to correct or update any
forward-looking statement, whether as a result of new information,
future events or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20180620006337/en/
EQT Midstream Partners, LPAnalyst inquiries please
contact:Nate Tetlow, 412-553-5834Investor Relations
Directorntetlow@eqtmidstreampartners.comorPatrick
Kane,412-553-7833Chief Investor Relations
Officerpkane@eqtmidstreampartners.comorMedia inquiries please
contact:Natalie Cox, 412-395-3941Corporate Director,
Communicationsncox@eqtmidstreampartners.com
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