Current Report Filing (8-k)
April 26 2021 - 6:30AM
Edgar (US Regulatory)
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2021-04-23
2021-04-23
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event
reported): April 26, 2021 (April 23, 2021)
EQT CORPORATION
(Exact name of registrant as specified in
its charter)
Pennsylvania
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001-3551
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25-0464690
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(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(IRS Employer
Identification Number)
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625 Liberty Avenue, Suite 1700,
Pittsburgh, Pennsylvania 15222
(Address of principal executive offices,
including zip code)
(412) 553-5700
(Registrant’s telephone number, including
area code)
Not Applicable
(Former name or former address, if changed
since last report)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities Registered Pursuant to Section 12(b) of
the Act:
Title of each class
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Trading symbol(s)
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Name of each exchange on which registered
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Common Stock, no par value
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EQT
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New York Stock Exchange
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Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of
the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ¨
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with
any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 1.01. Entry into a Material Definitive Agreement.
On April 23, 2021, EQT Corporation
(“EQT”) entered into an Extension Agreement and First Amendment to Second Amended and Restated Credit Agreement (the
“Extension Agreement and First Amendment”), amending the Second Amended and Restated Credit Agreement, dated as of July
31, 2017, among EQT, PNC Bank, National Association, as administrative agent, swing line lender and an L/C issuer and the other
lenders party thereto (the “Credit Agreement”).
The Extension Agreement and First Amendment, among
other things, (i) extends the maturity date of the commitments and loans under the Credit Agreement from July 31, 2022 to July 31, 2023,
(ii) adds customary provisions to provide for the eventual replacement of LIBOR as a benchmark interest rate and (iii) adds an additional
pricing level for the Applicable Rate (as defined in the Credit Agreement), such that the Applicable Rate pricing grid reads as follows:
Pricing
Level
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Public Debt Ratings
S&P/Moody’s/Fitch
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Commitment
Fee
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Eurodollar
Rate
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Letters of
Credit
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Base
Rate
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1
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A-/A3/A- or higher
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10.0 bps
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100 bps
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100 bps
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0.0 bps
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2
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BBB+/Baa1/BBB+
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12.5 bps
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112.5 bps
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112.5 bps
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12.5 bps
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3
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BBB/Baa2/BBB
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15.0 bps
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125.0 bps
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125.0 bps
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25.0 bps
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4
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BBB-/Baa3/BBB-
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20.0 bps
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150.0 bps
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150.0 bps
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50.0 bps
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5
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BB+/Ba1/BB+
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25.0 bps
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175.0 bps
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175.0 bps
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75.0 bps
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6
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BB/Ba2/BB
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30.0 bps
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200.0 bps
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200.0 bps
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100.0 bps
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7
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BB-/Ba3/BB- or lower
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35.0 bps
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225.0 bps
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225.0 bps
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125.0 bps
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The foregoing description of the Extension Agreement and First Amendment is not complete and is qualified in its entirety by reference
to the full text of the Extension Agreement and First Amendment, a copy of which is filed herewith as Exhibit 10.1 and is incorporated
into this Item 1.01 by reference.
Item 2.03. Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 above with
respect to the Extension Agreement and First Amendment is hereby incorporated into this Item 2.03 by reference, insofar as it relates
to the creation of a direct financial obligation.
Item 9.01. Financial Statement and Exhibits.
(d) Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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EQT CORPORATION
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Date: April 26, 2021
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By:
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/s/ David M. Khani
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Name:
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David M. Khani
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Title:
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Chief Financial Officer
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