8-KThe WireStrategic
Exit / Disposal Costs
Filed Oct 1, 2024 · 1y ago · Accession 0001104659-24-104934
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event
reported): September 25, 2024
EQT
CORPORATION
(Exact name of registrant as specified in its
charter)
Pennsylvania
001-3551
25-0464690
(State
or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS
Employer
Identification No.)
625
Liberty Avenue , Suite 1700
Pittsburgh ,
Pennsylvania 15222
(Address of principal executive offices, including
zip code)
Registrant’s telephone number, including
area code: ( 412 ) 553-5700
Not Applicable
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common
Stock, no par value
EQT
New
York Stock Exchange
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ¨
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 2.05. Costs Associated with Exit or Disposal Activities
On September 25, 2024, management of EQT
Corporation (the “Company”) committed to a reduction in workforce under a plan of termination (the “Plan”)
as part of the integration process following completion of the Company’s acquisition of Equitrans Midstream Corporation
(“Equitrans”), which, when complete, will result in an approximately 15% reduction in the Company’s employee
workforce and includes the termination of former executive officers and certain other senior employees of Equitrans . The
Plan is expected to be completed in 2025.
The Plan is expected to result in total pre-tax
charges of approximately $165 million to $185 million for employee-related costs, which include severance and other termination benefits
and stock-based compensation, of which approximately $155 million to $170 million is expected to be recorded in the third quarter of 2024,
approximately $5 million to $10 million is expected to be recorded in the fourth quarter of 2024 and approximately $5 million is expected
to be recorded in 2025. The Company expects that these charges will result in cash expenditures of approximately $55 million to $75 million, substantially all of which are expected to be incurred in the third quarter of 2024. The positions eliminated pursuant to the Plan represent approximately $80 million of annualized general
and administrative costs.
The estimates of the charges and cash expenditures
that the Company expects to incur in connection with the Plan, and the timing thereof, are subject to a number of assumptions, and actual
results may differ materially from estimates. The Company may also incur additional charges or cash expenditures not currently contemplated
due to unanticipated events that may occur as a result of, or that are associated with, its execution of the Plan.
Cautionary Statements Regarding Forward-Looking Statements
This Current Report on Form 8-K contains statements
that relate to future events and expectations and as such constitute forward-looking statements within the meaning of Section 21E
of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do
not relate strictly to historical or current facts are forward-looking and may contain words such as “anticipates,” “believes,”
“could,” “estimates,” “expects,” “forecasts,” “intends,” “may,”
“outlook,” “plans,” “projects,” “seeks,” “see,” “should,” “targets,”
“will,” “would,” or words or phrases of similar meaning, or the negative thereof. Without limiting the generality
of the foregoing, forward-looking statements contained in this Current Report on Form 8-K include the amount, nature and timing of
the costs anticipated to be incurred by the Company in connection with its execution of the Plan. Forward-looking statements are not guarantees
of future performance and are subject to known and unknown risks, uncertainties and changes in circumstances that could cause actual results
to differ materially from those projected in the forward-looking statements. Accordingly, investors should not place undue reliance on
forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations
and assumptions about future events, taking into account all information currently available to the Company. While the Company considers
these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory
and other risks and uncertainties, many of which are difficult to predict and beyond the Company’s control. The risks and uncertainties
that may affect these forward-looking statements include, but are not limited to, those set forth under Item 1A, “Risk Factors,”
and elsewhere in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, as updated by other documents
the Company files from time to time with the Securities and Exchange Commission. Any forward-looking statement speaks only as of the date
on which such statement is made, and the Company does not intend to correct or update any forward-looking statement, whether as a result
of new information, future events or otherwise, except as required by law.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
EQT CORPORATION
Date: October 1, 2024
By:
/s/ Jeremy T. Knop
Name:
Jeremy T. Knop
Title:
Chief Financial Officer
Filing details
- Company
- EQT Corp
- Ticker
- EQT
- CIK
- 33213
- Form type
- 8-K
- Filing date
- Oct 1, 2024
- Report date
- Sep 25, 2024
- Document
- tm2425237d1_8k.htm
- Size
- 196 KB