Item 1.01. Entry into a Material Definitive Agreement.
On
EQT intends to use the net proceeds from the Offering, together with cash on
hand and/or borrowings under its revolving credit facility, to fund the cash
consideration relating to its previously announced acquisition of
The Notes will be issued and sold to the Initial Purchasers pursuant to an
exemption from the registration requirements of the Securities Act of 1933, as
amended (the Securities Act), pursuant to Section 4(a)(2) thereunder. The
Initial Purchasers intend to resell the Notes only to persons reasonably
believed to be "qualified institutional buyers" in reliance on Rule 144A under
the Securities Act and to non-
The Purchase Agreement contains customary representations, warranties and covenants by EQT and the Initial Purchasers and customary closing conditions. Pursuant to the Purchase Agreement, the parties have agreed to indemnify each other against certain liabilities, including certain liabilities under the Securities Act.
Certain of the Initial Purchasers and their respective affiliates have provided,
and may in the future provide, various investment banking, commercial banking
and other financial services to EQT and its affiliates, for which services they
have received, and may in the future receive, customary fees. Some of the
Initial Purchasers or their affiliates are lenders, and in some cases agents or
managers for the lenders, under EQT's revolving credit facility. In addition,
The foregoing description of the Purchase Agreement is not complete and is qualified in its entirety by reference to the copy of the Purchase Agreement filed herewith as Exhibit 10.1 and incorporated into this Item 1.01 by reference.
The Purchase Agreement and the above description thereof have been included to provide investors and security holders with information regarding the terms of the Purchase Agreement. They are not intended to provide any other factual information about EQT or its subsidiaries or affiliates or equity holders. The representations, warranties and covenants contained in the Purchase Agreement were made only for purposes of that agreement and as of specific dates; were solely for the benefit of the parties to the Purchase Agreement; and may be subject to limitations agreed upon by the parties, including being qualified by confidential disclosures made by each contracting party to the other as a way of allocating contractual risk between them, that differ from those applicable to investors. Moreover, the subject matter of the representations and warranties is subject to more recent developments. Accordingly, investors should be aware that these representations, warranties and covenants or any description thereof alone may not describe the actual state of affairs of EQT or its subsidiaries, affiliates, businesses or equity holders as of the date they were made or at any other time.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 10.1* Purchase Agreement, dated as ofMay 10, 2021 , by and amongEQT Corporation andBofA Securities, Inc. andJ.P. Morgan Securities LLC , as representatives of the several initial purchasers named in Schedule 1 thereto. 104.1 Cover Page Interactive Data File (embedded within the Inline XBRL document).
* Certain schedules and similar attachments have been omitted. EQT agrees to
furnish a supplemental copy of any omitted schedule or attachment to the
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