EQT Midstream Partners, LP (NYSE: EQM) (Partnership) today
announced its intent to offer, subject to market conditions, three
new series of senior unsecured notes (collectively, Notes), in an
underwritten public offering, each in an aggregate principal amount
to be determined at pricing. Each series of the Notes will be
issued pursuant to a new supplemental indenture to the
Partnership’s existing base indenture. The Partnership intends to
use the net proceeds from the offering of the Notes 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)
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, Deutsche
Bank Securities Inc., PNC Capital Markets LLC, and Wells Fargo
Securities are acting as joint book-running managers for the
offering. When available, 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 Department, 200 North College Street, NC1-004-03-43,
Charlotte, NC 28255-0001. By telephone at 1-800-294-1322 or by
email at dg.prospectus_requests@baml.com.
Deutsche Bank Securities Inc., Attn: Prospectus Group, 60 Wall
Street, New York, NY 10005-2836. By telephone at 1-800-503-4611 or
by email at prospectus.CPDG@db.com.
PNC Capital Markets LLC, Attn: Kathleen Riley, 300 Fifth Avenue,
Floor 10, Pittsburgh, PA 15222. By telephone at 1-855-881-0697 or
by email at Kathleen.Riley@pnc.com.
Wells Fargo Securities, LLC, Attn: WFS Customer Service, 608 2nd
Avenue South, Suite 1000, Minneapolis, MN 55402. By telephone at
1-800-645-3751 or by email at
wfscustomerservice@wellsfargo.com.
The Notes will be offered and sold pursuant to an effective
shelf registration statement previously filed with the Securities
and Exchange Commission. 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/20180620005674/en/
EQT Midstream Partners analysts:Nate Tetlow,
412-553-5834Investor Relations
Directorntetlow@eqtmidstreampartners.comorPatrick Kane,
412-553-7833Chief Investor Relations
Officerpkane@eqtmidstreampartners.comorMedia
inquiries:Natalie Cox, 412-395-3941Corporate Director,
Communicationsncox@eqtmidstreampartners.com
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