From the Pittsburg Business Times
It’s still business as usual — separately — between EQT Corp. and Rice Energy Inc. for the next several months while executives work on the details of t he $6.7 billion pending purchase of Rice that was announced Monday.
EQT (NYSE: EQT) is working to get the deal approved by regulators and shareholders, and with Rice (NYSE: RICE) on integrating the two companies. It will likely be sometime in the fourth quarter, up to six months away, before the transaction is completed.
In the meantime, here’s seven takeaways from the deal, gleaned from SEC filings:
- Both EQT and Rice are continuing the drilling and production work that both are doing in the Marcellus Shale in southwestern Pennsylvania and, in the case of Rice, Ohio’s Utica Shale. EQT execs anticipate no change to the drilling budgets or plans of either company, which calls for about 18 rigs and nine fracking crews working in 2017. The 2018 plans are still to be determined, and wouldn’t have been made official until late December or early January even if the transaction hadn’t occurred. But some details have been disclosed, including the merger plan.
- EQT plans to increase its board from 11 to 13 members, a move that will accommodate two representatives from Rice Energy, scheduled to be CEO Daniel J. Rice IVand Chairman Robert F. Vagt.
- EQT executives will be in charge of the combined company, post-merger, with CEO Steve Schlotterbeckleading the merged entity.
- An SEC filing said Rice entered into “new or amended existing restrictive covenants” with several top executives that are also shareholders, including CEO Daniel J. Rice IV, Executive Vice President Derek A. Rice, President/COO Toby Z. Rice, SVP Robert R. Wingo, CFO Grayson T. Lisenby, SVP William E. Jordanand SVP James Wilmot Rogers. Each of the execs’ non-competition agreements will be increased from one year to three years. Rice Energy and Founder Daniel J. Rice III also has reached a confidentiality, nonsolicitation and noncompetition agreement for at least three years.
- EQT reached a deal with two entities, Rice Energy 2016 Irrevocable Trust and Rice Energy Holdings, along with Daniel J. Rice III, Daniel J. Rice IV, Derek A. Riceand Toby Z. Rice to vote their shares — about 15 percent of Rice’s outstanding voting power — in favor of the merger.
- The deal can terminate if it isn’t complete by Feb. 19, 2018, a date that can be extended to May 19, 2018. If it doesn’t get done, EQT would have to pay a termination fee to Rice of $255 million. If one company’s shareholders don’t approve the deal, a payment of $67 million for transaction-related costs would have to be given to the company whose shareholders did approve.
- It’s still too early to determine how the merger will impact jobs at Rice. Rice had 467 full-time employees as of Dec. 31, 2016, according to its annual report. That’s up from 371 employees on Dec. 31, 2015.
