EQT Corporation (NYSE: EQT) announced today it has commenced a tender offer to purchase for cash up to $150.0 million combined aggregate principal amount of its outstanding 4.875% Senior Notes due 2021 and 3.000% Senior Notes due 2022. 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 in the column entitled "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 Number | Principal Amount Outstanding | Acceptance Priority Level | Tender Offer Consideration(1)(2) | Early Tender Premium(1) | Total Consideration(1)(2)(3) |
| 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 Tenders of Notes may be withdrawn at any time at or prior to 5:00 p.m., New York City time, on November 13, 2020, but may not be withdrawn thereafter except in certain limited circumstances where additional withdrawal rights are required by law (the "Withdrawal Deadline").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.
