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EQT Shareholders Approve Rice Energy Acquisition


EQT Corporation (NYSE:EQT) today announced that, based on the final
tabulation provided by its proxy solicitor, EQT shareholders have
approved the pending transaction with Rice Energy Inc. (NYSE:RICE) at
the Company's special meeting held earlier today. Of the total shares
cast, approximately 84% percent voted in favor of the proposal to issue
stock for execution of the transaction. EQT expects to file final vote
results, as certified by the Judges of Election, later today and expects
the transaction to close on Monday, November 13, 2017.

"We appreciate the strong support from our shareholders and are pleased
that they recognize the outstanding strategic and operational fit of the
Rice acquisition," said Steve Schlotterbeck, EQT's president and chief
executive officer. "EQT is now one of the lowest-cost producers in the
United States, possessing significant financial flexibility and an
anticipated investment-grade credit rating, as well as more optionality
to address the sum-of-the-parts discount. As a stronger, more profitable
company, we are excited about the unique value creation opportunities
available for EQT and look forward to continuing to unlock significant
value for all EQT shareholders."

As previously announced, immediately upon closing the Rice transaction,
EQT will establish a Committee of the Board of Directors to evaluate
options for addressing the sum-of-the-parts discount. EQT's Board will
announce a decision by the end of the first quarter 2018.

About EQT Corporation:

EQT Corporation is an integrated energy company with emphasis on
Appalachian area natural gas production, gathering, and transmission.
With more than 125 years of experience, EQT continues to be a leader in
the use of advanced horizontal drilling technology – designed to
minimize the potential impact of drilling-related activities and reduce
the overall environmental footprint. Through safe and responsible
operations, the Company is committed to meeting the country's growing
demand for clean-burning energy, while continuing to provide a rewarding
workplace and enrich the communities where its employees live and work.
EQT also owns a 90% limited partner interest in EQT GP Holdings, LP. EQT
GP Holdings, LP owns the general partner interest, all of the incentive
distribution rights, and a portion of the limited partner interests in
EQT Midstream Partners, LP.

Visit EQT Corporation at

Cautionary Statement Regarding Forward-Looking Information

This communication may contain certain forward-looking statements,
including certain plans, expectations, goals, projections, and
statements about the benefits of the proposed transaction, EQT's and
Rice's plans, objectives, expectations and intentions, the expected
timing of completion of the transaction, and other statements that are
not historical facts. Such statements are subject to numerous
assumptions, risks, and uncertainties. Statements that do not describe
historical or current facts, including statements about beliefs and
expectations, are forward-looking statements. Forward-looking statements
may be identified by words such as expect, anticipate, believe, intend,
estimate, plan, target, goal, or similar expressions, or future or
conditional verbs such as will, may, might, should, would, could, or
similar variations. The forward-looking statements are intended to be
subject to the safe harbor provided by Section 27A of the Securities Act
of 1933, Section 21E of the Securities Exchange Act of 1934, and the
Private Securities Litigation Reform Act of 1995.

While there is no assurance that any list of risks and uncertainties or
risk factors is complete, below are certain factors which could cause
actual results to differ materially from those contained or implied in
the forward-looking statements including: risks related to EQT's
acquisition and integration of acquired businesses and assets; the cost
of defending EQT's intellectual property; technological changes and
other trends affecting the oil and gas industry; the possibility that
the proposed transaction does not close when expected or at all because
conditions to the closing are not satisfied on a timely basis or at all;
potential adverse reactions or changes to business or employee
relationships, including those resulting from the announcement or
completion of the transaction; uncertainties as to the timing of the
transaction; competitive responses to the transaction; the possibility
that the anticipated benefits of the transaction are not realized when
expected or at all, including as a result of the impact of, or problems
arising from, the integration of the two companies; the possibility that
the transaction may be more expensive to complete than anticipated,
including as a result of unexpected factors or events; diversion of
management's attention from ongoing business operations and
opportunities; EQT's ability to complete the acquisition and integration
of Rice successfully; the possibility of litigation relating to the
transaction; and other factors that may affect future results of EQT and
Rice. Additional factors that could cause results to differ materially
from those described above can be found in EQT's Annual Report on Form
10-K for the year ended December 31, 2016 and in its subsequent
Quarterly Reports on Form 10-Q for the quarters ended March 31, 2017,
June 30, 2017 or September 30, 2017, each of which is on file with the
SEC and available in the "Investors" section of EQT's website,,
under the heading "SEC Filings" and in other documents EQT files with
the SEC, and in Rice's Annual Report on Form 10-K for the year ended
December 31, 2016 and in its subsequent Quarterly Reports on Form 10-Q
for the quarters ended March 31, 2017, June 30, 2017 or September 30,
2017, each of which is on file with the SEC and available in the
"Investor Relations" section of Rice's website,,
under the subsection "Financial Information" and then under the heading
"SEC Filings" and in other documents Rice files with the SEC.

All forward-looking statements speak only as of the date they are made
and are based on information available at that time. Neither EQT nor
Rice assumes any obligation to update forward-looking statements to
reflect circumstances or events that occur after the date the
forward-looking statements were made or to reflect the occurrence of
unanticipated events except as required by federal securities laws. As
forward-looking statements involve significant risks and uncertainties,
caution should be exercised against placing undue reliance on such

Important Additional Information

In connection with the proposed transaction, EQT has filed with the SEC
a registration statement on Form S-4 that contains a joint proxy
statement of EQT and Rice and also constitutes a prospectus of EQT.

The registration statement was declared effective by the SEC on October
12, 2017 and EQT and Rice commenced mailing the definitive joint proxy
statement/prospectus to their respective shareholders on or about
October 12, 2017. This communication does not constitute an offer to
sell or the solicitation of an offer to buy any securities or a
solicitation of any vote or approval. SHAREHOLDERS OF EQT AND
WILL CONTAIN IMPORTANT INFORMATION. Investors may obtain a free copy of
the registration statement and the joint proxy statement/prospectus, as
well as other filings containing information about EQT and Rice, without
charge, at the SEC's website (
Copies of the documents filed with the SEC by EQT can be obtained,
without charge, 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 can be obtained, without charge, by directing a request
to Investor Relations, Rice Energy Inc., 2200 Rice Drive, Canonsburg,
Pennsylvania 15317, Tel. No. (724) 271-7200.

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