0001104659-18-046527.txt : 20180723 0001104659-18-046527.hdr.sgml : 20180723 20180723163323 ACCESSION NUMBER: 0001104659-18-046527 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180723 FILED AS OF DATE: 20180723 DATE AS OF CHANGE: 20180723 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: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35574 FILM NUMBER: 18964754 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EQT Investments Holdings, LLC CENTRAL INDEX KEY: 0001552977 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35574 FILM NUMBER: 18964755 BUSINESS ADDRESS: STREET 1: 101 CONVENTION CENTER DRIVE, SUITE 850 CITY: LAS VEGAS STATE: NV ZIP: 89109 BUSINESS PHONE: (702) 598-3738 MAIL ADDRESS: STREET 1: 101 CONVENTION CENTER DRIVE, SUITE 850 CITY: LAS VEGAS STATE: NV ZIP: 89109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EQT Production Co CENTRAL INDEX KEY: 0001607430 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35574 FILM NUMBER: 18964756 BUSINESS ADDRESS: STREET 1: 625 LIBERTY AVENUE, SUITE 1700 CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: 412-553-5700 MAIL ADDRESS: STREET 1: 625 LIBERTY AVENUE, SUITE 1700 CITY: PITTSBURGH STATE: PA ZIP: 15222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EQT Gathering Holdings, LLC CENTRAL INDEX KEY: 0001607404 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35574 FILM NUMBER: 18964757 BUSINESS ADDRESS: STREET 1: 625 LIBERTY AVENUE, SUITE 1700 CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: 412-553-5700 MAIL ADDRESS: STREET 1: 625 LIBERTY AVENUE, SUITE 1700 CITY: PITTSBURGH STATE: PA ZIP: 15222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EQT GP Holdings, LP CENTRAL INDEX KEY: 0001632933 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35574 FILM NUMBER: 18964758 BUSINESS ADDRESS: STREET 1: 625 LIBERTY AVENUE, SUITE 1700 CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: 412-553-5700 MAIL ADDRESS: STREET 1: 625 LIBERTY AVENUE, SUITE 1700 CITY: PITTSBURGH STATE: PA ZIP: 15222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EQT GP Services, LLC CENTRAL INDEX KEY: 0001632934 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35574 FILM NUMBER: 18964759 BUSINESS ADDRESS: STREET 1: 625 LIBERTY AVENUE, SUITE 1700 CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: 412-553-5700 MAIL ADDRESS: STREET 1: 625 LIBERTY AVENUE, SUITE 1700 CITY: PITTSBURGH STATE: PA ZIP: 15222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EQT RE, LLC CENTRAL INDEX KEY: 0001588238 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35574 FILM NUMBER: 18964760 BUSINESS ADDRESS: STREET 1: 625 LIBERTY AVENUE STREET 2: SUITE 170 CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: (412)-553-5700 MAIL ADDRESS: STREET 1: 625 LIBERTY AVENUE STREET 2: SUITE 170 CITY: PITTSBURGH STATE: PA ZIP: 15222 FORMER NAME: FORMER CONFORMED NAME: Rice Energy Inc. DATE OF NAME CHANGE: 20131002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rice Energy Operating LLC CENTRAL INDEX KEY: 0001624644 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35574 FILM NUMBER: 18964761 BUSINESS ADDRESS: STREET 1: 625 LIBERTY AVENUE, SUITE 1700 CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: 4125535700 MAIL ADDRESS: STREET 1: 625 LIBERTY AVENUE, SUITE 1700 CITY: PITTSBURGH STATE: PA ZIP: 15222 FORMER NAME: FORMER CONFORMED NAME: Rice Energy Appalachia, LLC DATE OF NAME CHANGE: 20141107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rice Midstream Holdings LLC CENTRAL INDEX KEY: 0001627878 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35574 FILM NUMBER: 18964762 BUSINESS ADDRESS: STREET 1: 625 LIBERTY AVENUE, SUITE 1700 CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: 4125535700 MAIL ADDRESS: STREET 1: 625 LIBERTY AVENUE, SUITE 1700 CITY: PITTSBURGH STATE: PA ZIP: 15222 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EQT 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 1700 CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: 412-553-5700 MAIL ADDRESS: STREET 1: 625 LIBERTY AVENUE, SUITE 1700 CITY: PITTSBURGH STATE: PA ZIP: 15222 3 1 a3.xml 3 X0206 3 2018-07-23 0 0001540947 EQT Midstream Partners, LP EQM 0000033213 EQT Corp 625 LIBERTY AVENUE SUITE 1700 PITTSBURGH PA 15222 0 0 1 0 0001552977 EQT Investments Holdings, LLC 101 CONVENTION CENTER DRIVE, SUITE 850 LAS VEGAS NV 89109 0 0 1 0 0001607430 EQT Production Co 625 LIBERTY AVENUE, SUITE 1700 PITTSBURGH PA 15222 0 0 1 0 0001607404 EQT Gathering Holdings, LLC 625 LIBERTY AVENUE, SUITE 1700 PITTSBURGH PA 15222 0 0 1 0 0001632933 EQT GP Holdings, LP 625 LIBERTY AVENUE, SUITE 1700 PITTSBURGH PA 15222 0 0 1 0 0001632934 EQT GP Services, LLC 625 LIBERTY AVENUE, SUITE 1700 PITTSBURGH PA 15222 0 0 1 0 0001588238 EQT RE, LLC 625 LIBERTY AVENUE SUITE 170 PITTSBURGH PA 15222 0 0 1 0 0001624644 Rice Energy Operating LLC 625 LIBERTY AVENUE, SUITE 1700 PITTSBURGH PA 15222 0 0 1 0 0001627878 Rice Midstream Holdings LLC 625 LIBERTY AVENUE, SUITE 1700 PITTSBURGH PA 15222 0 0 1 0 Common Units representing limited partner interests 37245455 I See Footnotes This Form 3 with respect to ownership of common units (Common Units) representing limited partner interests in EQT Midstream Partners, LP (the Issuer) is jointly filed by (i) EQT Production Company, a Pennsylvania corporation (EPC), (ii) EQT Investments Holdings, LLC, a Delaware limited liability company (Investments Holdings), (iii) EQT Gathering Holdings, LLC, a Delaware limited liability company (Gathering Holdings); (iv) EQT Corporation, a Pennsylvania corporation (EQT); (v) EQT GP Holdings, LP, a Delaware limited partnership (EQGP); (vi) EQT GP Services, LLC, a Delaware limited liability company (EQGP GP); (vii) Rice Midstream Holdings LLC, a Delaware limited liability company (Rice Midstream Holdings); (sentence continues in next footnote) (continued from footnote 1) (viii) Rice Energy Operating LLC, a Delaware limited liability company (REO); and (ix) EQT RE, LLC, a Delaware limited liability company (EQT RE, and together with EPC, Investments Holdings, Gathering Holdings, EQT, EQGP, EQGP GP, Rice Midstream Holdings and REO, the Reporting Persons). EQGP is a limited partner of the Issuer and owns approximately 18.1% of the outstanding Common Units . EQGP GP is the general partner of EQGP and owns the entire non-economic general partner interest in EQGP. Gathering Holdings is a limited partner of EQGP with an approximate 79.2% limited partner interest in EQGP, is the sole member of EQGP GP, and is the sole stockholder of EQT GP Corporation, a Delaware corporation and limited partner of EQGP holding an approximate 0.1% limited partner interest in EQGP. Rice Midstream Holdings is (i) a limited partner of the Issuer and owns approximately 4.9% of the outstanding Common Units, (ii) a limited partner of Rice Midstream GP Holdings LP (RMGH), (sentence continues in next footnote) (continued from footnote 3) a Delaware limited partnership and limited partner of the Issuer, holding approximately 7.9% of the outstanding Common Units, and (iii) the sole member of Rice Midstream GP Management LLC (RMGH GP), a Delaware limited liability company and the general partner of RMGH, holding the entire non-economic general partner interest in RMGH. Rice Midstream Holdings, RMGH, RMGH GP and REO are each wholly owned subsidiaries of EQT RE. EPC is the sole member of Gathering Holdings and EQT RE. Investments Holdings is the sole shareholder of EPC. EQT is a publicly traded company and the sole member of Investments Holdings. Rice Midstream Holdings, RMGH GP, REO, EQT RE, Gathering Holdings and Investments Holdings are manager-managed limited liability companies with boards of managers. EPC and EQT are corporations with boards of directors. As of July 23, 2018, the number of Common Units issued and outstanding is approximately 120,457,148. The following is a summary of the beneficial ownership of Common Units of each Reporting Person: (a) EQGP is the record and beneficial owner of 21,811,643 Common Units, which represent approximately 18.1% of the outstanding Common Units; (b) Rice Midstream Holdings is the record and beneficial owner of 5,889,282 Common Units, which represent approximately 4.9% of the outstanding Common Units, and, as the direct or indirect owner of 100% of the limited partner interests in RMGH and 100% of the membership interests of RMGH GP, it may be deemed to beneficially own the 9,544,530 Common Units beneficially owned by RMGH, which represent approximately 7.9% of the outstanding Common Units; (sentence continues in next footnote) (continued from footnote 5) (c) EQGP GP does not directly own any Common Units; however, as the general partner of EQGP, it may be deemed to beneficially own the 21,811,643 Common Units beneficially owned by EQGP, which represent approximately 18.1% of the outstanding Common Units; (d) Gathering Holdings does not directly own any Common Units; however, as the direct or indirect owner of approximately 79.3% of the limited partner interests in EQGP and the sole member of EQGP GP, it may be deemed to beneficially own the 21,811,643 Common Units beneficially owned by EQGP, which represent approximately 18.1% of the outstanding Common Units; (e) REO does not directly own any Common Units; however, as the direct or indirect owner of 100% of the membership interests of Rice Midstream Holdings, 100% of the limited partner interests in RMGH and 100% of the membership interests of RMGH GP, (sentence continues in next footnote) (continued from footnote 6) it may be deemed to beneficially own the 5,889,282 Common Units beneficially owned by Rice Midstream Holdings and the 9,544,530 Common Units beneficially owned by RMGH, which in the aggregate represent approximately 12.8% of the outstanding Common Units; (f) EQT RE does not directly own any Common Units; however, as the indirect owner of 100% of the membership interests of Rice Midstream Holdings, 100% of the limited partner interests in RMGH and 100% of the membership interests of RMGH GP, it may be deemed to beneficially own the 5,889,282 Common Units beneficially owned by Rice Midstream Holdings and the 9,544,530 Common Units beneficially owned by RMGH, which in the aggregate represent approximately 12.8% of the outstanding Common Units; (sentence continues in next footnote) (continued from footnote 7) (g) EPC does not directly own any Common Units; however, as the sole member of Gathering Holdings and indirect owner of EQGP and EQGP GP and the sole member of EQT RE and indirect owner of Rice Midstream Holdings, RMGH and RMGH GP, it may be deemed to beneficially own the 21,811,643 Common Units beneficially owned by EQGP, the 5,889,282 Common Units beneficially owned by Rice Midstream Holdings and the 9,544,530 Common Units beneficially owned by RMGH, which in the aggregate represent approximately 30.9% of the outstanding Common Units; (h) Investments Holdings does not directly own any Common Units; however, as the sole shareholder of EPC and indirect owner of EQGP, EQGP GP, Rice Midstream Holdings, RMGH and RMGH GP, it may be deemed to beneficially own the 21,811,643 Common Units beneficially owned by EQGP, the 5,889,282 Common Units beneficially owned by Rice Midstream Holdings and (sentence continues in next footnote) (continued from footnote 8) the 9,544,530 Common Units beneficially owned by RMGH, which in the aggregate represent approximately 30.9% of the outstanding Common Units (i) EQT does not directly own any Common Units; however, as the sole member of Investments Holdings and indirect owner of EQGP, EQGP GP, Rice Midstream Holdings, RMGH and RMGH GP, it may be deemed to beneficially own the 21,811,643 Common Units beneficially owned by EQGP, the 5,889,282 Common Units beneficially owned by Rice Midstream Holdings and the 9,544,530 Common Units beneficially owned by RMGH, which in the aggregate represent approximately 30.9% of the outstanding Common Units. /s/ Robert J. McNally Senior Vice President and Chief Financial Officer of EQT Corporation 2018-07-23 /s/ Jeremiah J. Ashcroft III President of EQT Gathering Holdings, LLC 2018-07-23 /s/ David E. Schlosser, Jr. President of EQT Production Company 2018-07-23 /s/ Joshua C. Miller Vice President of EQT Investments Holdings, LLC 2018-07-23 /s/ Robert J. McNally Senior Vice President and Chief Financial Officer of EQT GP Services, LLC, as general partner of EQT GP Holdings, LP 2018-07-23 /s/ Robert J. McNally Senior Vice President and Chief Financial Officer of EQT GP Services, LLC 2018-07-23 /s/ Jeremiah J. Ashcroft III President of Rice Midstream Holdings LLC 2018-07-23 /s/ David E. Schlosser, Jr. President of Rice Energy Operating LLC 2018-07-23 /s/ David E. Schlosser, Jr. President of EQT RE, LLC 2018-07-23