0001104659-18-067923.txt : 20181113
0001104659-18-067923.hdr.sgml : 20181113
20181113163030
ACCESSION NUMBER: 0001104659-18-067923
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20181112
FILED AS OF DATE: 20181113
DATE AS OF CHANGE: 20181113
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: EQT Corp
CENTRAL INDEX KEY: 0000033213
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
STATE OF INCORPORATION: PA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35574
FILM NUMBER: 181178394
BUSINESS ADDRESS:
STREET 1: 625 LIBERTY AVENUE
STREET 2: SUITE 1700
CITY: PITTSBURGH
STATE: PA
ZIP: 15222
BUSINESS PHONE: 4125535700
MAIL ADDRESS:
STREET 1: 625 LIBERTY AVENUE
STREET 2: SUITE 1700
CITY: PITTSBURGH
STATE: PA
ZIP: 15222
FORMER NAME:
FORMER CONFORMED NAME: EQT Corp /PA/
DATE OF NAME CHANGE: 20090206
FORMER NAME:
FORMER CONFORMED NAME: EQUITABLE RESOURCES INC /PA/
DATE OF NAME CHANGE: 19920703
FORMER NAME:
FORMER CONFORMED NAME: EQUITABLE GAS CO
DATE OF NAME CHANGE: 19841120
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: EQM Midstream Partners, LP
CENTRAL INDEX KEY: 0001540947
STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922]
IRS NUMBER: 371661577
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 625 LIBERTY AVENUE, SUITE 2000
CITY: PITTSBURGH
STATE: PA
ZIP: 15222
BUSINESS PHONE: 412-553-5700
MAIL ADDRESS:
STREET 1: 625 LIBERTY AVENUE, SUITE 2000
CITY: PITTSBURGH
STATE: PA
ZIP: 15222
FORMER COMPANY:
FORMER CONFORMED NAME: EQT Midstream Partners, LP
DATE OF NAME CHANGE: 20120131
4
1
a4.xml
4
X0306
4
2018-11-12
1
0001540947
EQM Midstream Partners, LP
EQM
0000033213
EQT Corp
625 LIBERTY AVENUE
SUITE 1700
PITTSBURGH
PA
15222
0
0
1
0
Common Units representing limited partner interests
2018-11-12
4
J
0
37245455
D
0
I
See footnotes
Effective as of 11:59 p.m. (ET) on November 12, 2018 (the Effective Time), EQT Corporation, a Pennsylvania corporation (EQT), completed the separation of its midstream business from its upstream business (the Separation) by means of a pro rata distribution of 80.1% of the outstanding shares of common stock of Equitrans Midstream Corporation, a Pennsylvania corporation formed to hold EQT's midstream business following the Separation (ETRN), to EQT's shareholders of record as of the close of business on November 1, 2018 (the Distribution). As a result of the Separation and the Distribution, ETRN is a standalone publicly traded company, and as of the Effective Time, EQT is no longer deemed a beneficial owner of the common units representing limited partner interests (Common Units) of EQM Midstream Partners, LP beneficially owned by ETRN or its subsidiaries.
ETRN is the sole member of Equitrans Midstream Holdings, LLC, a Delaware limited liability company (EMH) and Equitrans Gathering Holdings, LLC, a Delaware limited liability company (Gathering Holdings). Gathering Holdings is the direct or indirect owner of approximately 79.3% of the limited partner interests in EQGP Holdings, LP, a Delaware limited partnership (EQGP) and the sole member of EQGP Services, LLC, a Delaware limited liability company (EQGP GP), the general partner of EQGP. EQGP is the record and beneficial owner of 21,811,643 Common Units, which represent approximately 18.1% of the outstanding Common Units. EMH is the record and beneficial owner of 15,433,812 Common Units, which represent approximately 12.8% of the outstanding Common Units. As the direct or indirect owner of 79.3% of the limited partner interests in EQGP and sole member of EQGP GP, Gathering Holdings may be deemed to beneficially own the 21,811,643 Common Units beneficially owned by EQGP.
As the sole member of EMH and Gathering Holdings, ETRN may be deemed to beneficially own the 21,811,643 Common Units beneficially owned by EQGP and the 15,433,812 Common Units beneficially owned by EMH, which in the aggregate represent approximately 30.9% of the outstanding Common Units. Prior to the completion of the Separation and the Distribution, EQT did not directly own any Common Units; however, as the sole shareholder of ETRN, it was deemed to beneficially own the 37,245,455 Common Units deemed to be beneficially owned by ETRN.
/s/ Jimmi Sue Smith Senior Vice President and Chief Financial Officer of EQT Corporation
2018-11-13