Debt | Debt The table below summarizes the Company's outstanding debt. June 30, 2022 December 31, 2021 Principal Value Carrying Value (a) Principal Value Carrying Value (a) (Thousands) Credit Facility expiring June 28, 2027 $ 100,000 $ 100,000 $ — $ — Senior notes: 3.00% notes due October 1, 2022 — — 568,823 567,909 7.42% series B notes due 2023 10,000 10,000 10,000 10,000 6.625% notes due February 1, 2025 (b) 995,315 990,848 1,000,000 994,643 1.75% convertible notes due May 1, 2026 434,856 425,225 499,991 487,543 3.125% notes due May 15, 2026 497,694 491,661 500,000 493,157 7.75% debentures due July 15, 2026 115,000 112,970 115,000 112,721 3.90% notes due October 1, 2027 1,250,000 1,243,919 1,250,000 1,243,340 5.00% notes due January 15, 2029 349,565 344,771 350,000 344,835 7.500% notes due February 1, 2030 (b) 737,650 732,498 750,000 744,417 3.625% notes due May 15, 2031 500,000 493,060 500,000 492,669 Note payable to EQM 97,117 97,117 99,838 99,838 Total debt 5,087,197 5,042,069 5,643,652 5,591,072 Less: Current portion of debt (c) 450,531 440,900 1,074,332 1,060,970 Long-term debt $ 4,636,666 $ 4,601,169 $ 4,569,320 $ 4,530,102 (a) For the Company's credit facility and note payable to EQM, the principal value represents the carrying value. For all other debt, the principal value less the unamortized debt issuance costs and debt discounts represents the carrying value. (b) Interest rates for this tranche of the Company's senior notes fluctuate based on changes to the credit ratings assigned to the Company's senior notes by Moody's, S&P and Fitch. Interest rates on the Company's other outstanding senior notes do not fluctuate based on changes to the credit ratings assigned to its senior notes by Moody's, S&P and Fitch. (c) As of June 30, 2022, the current portion of debt includes the 7.42% series B notes, the 1.75% convertible notes (described below) and a portion of the note payable to EQM. As of December 31, 2021, the current portion of debt includes the 3.00% notes, the 1.75% convertible notes and a portion of the note payable to EQM. Debt repayments . The Company redeemed or repurchased the following debt during the six months ended June 30, 2022. Debt Tranche Principal (a) Premiums/(Discounts) (a) Accrued but Unpaid Interest Total Cost (Thousands) 3.00% notes due October 1, 2022 $ 568,823 $ 5,546 $ 7,150 $ 581,519 6.625% notes due February 1, 2025 4,685 142 130 4,957 1.75% convertible notes due May 1, 2026 65,096 101,879 186 167,161 3.125% notes due May 15, 2026 2,306 (143) 10 2,173 5.00% notes due January 15, 2029 435 (15) 10 430 7.500% notes due February 1, 2030 12,350 877 387 13,614 (a) Of the total principal repurchased and premiums recorded during the six months ended June 30, 2022, approximately $80 million and $94 million, respectively, were accrued but not yet paid as of June 30, 2022 due to the timing of settlements. The Company redeemed or repurchased the following debt during the period beginning July 1, 2022 and ending July 26, 2022. Debt Tranche Principal Premiums/(Discounts) Accrued but Unpaid Interest Total Cost (Thousands) 6.625% notes due February 1, 2025 $ 79,721 $ 2,904 $ 2,491 $ 85,116 1.75% convertible notes due May 1, 2026 20,000 26,027 64 46,091 3.125% notes due May 15, 2026 34,340 (1,907) 177 32,610 3.90% notes due October 1, 2027 15,567 (643) 188 15,112 5.00% notes due January 15, 2029 13,111 (430) 185 12,866 7.500% notes due February 1, 2030 7,650 551 253 8,454 3.625% notes due May 15, 2031 4,835 (601) 28 4,262 Credit facility . The Company has a $2.5 billion credit facility. On June 28, 2022, the Company entered into the Third Amended and Restated Credit Agreement (the Third Amendment) with the lenders party thereto and PNC Bank, National Association, as administrative agent, swing line lender and L/C issuer, amending and restating the Second Amended and Restated Credit Agreement, dated as of July 31, 2017 (the Credit Agreement). The Third Amendment, among other things, (i) extends the maturity date of the commitments and loans under the Credit Agreement to June 28, 2027 and provides at the Company's option two one-year extensions thereafter, subject to the approval of the lenders, (ii) allows for commitment increases of up to $500 million, subject to the agreement of the Company and new or existing lenders and (iii) allows for Base Rate Loans, Term SOFR Rate Loans and Swing Line Loans (each defined in the Third Amendment). The Company had approximately $208 million and $440 million of letters of credit outstanding under its credit facility as of June 30, 2022 and December 31, 2021, respectively. Under the Company's credit facility, for the three months ended June 30, 2022 and 2021, the maximum amount of outstanding borrowings was $1,300 million and $578 million, respectively, the average daily balances were approximately $844 million and $236 million, respectively, and interest was incurred at a weighted average annual interest rate of 2.3% and 2.1%, respectively. Under the Company's credit facility, for the six months ended June 30, 2022 and 2021, the maximum amount of outstanding borrowings was $1,300 million and $890 million, respectively, the average daily balances were approximately $576 million and $188 million, respectively, and interest was incurred at a weighted average annual interest rate of 2.2% and 2.1%, respectively. 3.125% senior notes and 3.625% senior notes. On May 17, 2021, the Company issued $500 million aggregate principal amount of 3.125% senior notes due May 15, 2026 and $500 million aggregate principal amount of 3.625% senior notes due May 15, 2031. After deducting offering costs of $15.6 million, net proceeds from the sale of the notes of $984.4 million were used to partly fund the Alta Acquisition (defined in Note 9). The covenants of the 3.125% senior notes and 3.625% senior notes are consistent with the Company's existing senior unsecured notes; however, the 3.125% senior notes and 3.625% senior notes include an offer to repurchase provision applicable upon the occurrence of certain change of control events specified in the applicable indentures. Convertible Notes . In April 2020, the Company issued $500 million aggregate principal amount of 1.75% convertible senior notes (the Convertible Notes) due May 1, 2026 unless earlier redeemed, repurchased or converted. Holders of the Convertible Notes may convert their Convertible Notes at their option at any time prior to the close of business on January 30, 2026 under the following circumstances: • during any quarter as long as the last reported price of EQT common stock for at least 20 trading days (consecutive or otherwise) during the period of 30 consecutive trading days ending on the last trading day of the immediately preceding quarter is greater than or equal to 130% of the conversion price on each such trading day (the Sale Price Condition); • during the five-business-day period after any five-consecutive-trading-day period (the measurement period) in which the trading price per $1,000 principal amount of the Convertible Notes for each trading day of the measurement period is less than 98% of the product of the last reported price of EQT common stock and the conversion rate for the Convertible Notes on each such trading day; • if the Company calls any or all of the Convertible Notes for redemption at any time prior to the close of business on the second scheduled trading day immediately preceding such redemption date; and • upon the occurrence of certain corporate events set forth in the Convertible Notes indenture. On or after February 1, 2026, holders of the Convertible Notes may convert their Convertible Notes at their option at any time until the close of business on the second scheduled trading date immediately preceding May 1, 2026. The Company may not redeem the Convertible Notes prior to May 5, 2023. On or after May 5, 2023 and prior to February 1, 2026, the Company may redeem for cash all or any portion of the Convertible Notes at its option at a redemption price equal to 100% of the principal amount of the Convertible Notes to be redeemed plus accrued and unpaid interest up to the redemption date as long as the last reported price per share of EQT common stock has been at least 130% of the conversion price in effect for at least 20 trading days (consecutive or otherwise) during any 30-consecutive-trading-day period ending on the trading day immediately preceding the date on which the Company delivers notice of redemption. A sinking fund is not provided for the Convertible Notes. The initial conversion rate for the Convertible Notes was 66.6667 shares of EQT common stock per $1,000 principal amount of the Convertible Notes, which was equivalent to an initial conversion price of $15.00 per share of EQT common stock. The initial conversion price represents a premium of 20% to the $12.50 per share closing price of EQT common stock on April 23, 2020. The conversion rate is subject to adjustment under certain circumstances. In addition, following certain corporate events that occur prior to May 1, 2026 or if the Company delivers notice of redemption, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert its Convertible Notes in connection with such corporate event or notice of redemption. As a result of the cash dividend the Company paid on its common stock in the first quarter of 2022, effective February 11, 2022, the conversion rate for the Convertible Notes was adjusted to 67.0535 shares of EQT common stock per $1,000 principal amount of the Convertible Notes. As a result of the cash dividend the Company paid on its common stock in the second quarter of 2022, effective May 10, 2022, the conversion rate for the Convertible Notes was adjusted to 67.2836 shares of EQT common stock per $1,000 principal amount of the Convertible Notes. Future dividend payments by the Company will result in further adjustments to the conversion rate per share of EQT common stock. The Sale Price Condition for conversion of the Convertible Notes was satisfied as of December 31, 2021, March 31, 2022 and June 30, 2022, and, accordingly, holders of the Convertible Notes are permitted to convert any of their Convertible Notes at their option at any time beginning on January 1, 2022 and continuing until September 30, 2022, subject to the terms and conditions set forth in the Convertible Notes indenture. Therefore, as of December 31, 2021 and June 30, 2022, the net carrying value of the Convertible Notes was included in current portion of debt on the Condensed Consolidated Balance Sheets. The following table summarizes Convertible Notes conversion right exercises from issuance through July 22, 2022. The Company elected to settle all such conversions by issuing to the converting holders shares of EQT common stock. Settlement Month Principal Converted Shares Issued Average Conversion Price (Thousands) September 2021 $ 9 599 $ 19.64 March 2022 8 536 33.65 April 2022 26 1,742 34.78 July 2022 5 335 36.91 Upon conversion of the remaining outstanding Convertible Notes, the Company may satisfy its conversion obligation by paying and/or delivering at the Company's election, in the manner and subject to the terms and conditions provided in the Convertible Notes indenture, cash, shares of EQT common stock or a combination thereof. The Company intends to use a combined settlement approach to satisfy its obligation by paying or delivering to holders of the Convertible Notes cash equal to the principal amount of the obligation and EQT common stock for amounts that exceed the principal amount of the obligation. In connection with the Convertible Notes offering, the Company entered into privately negotiated capped call transactions (the Capped Call Transactions), the purpose of which is to reduce the potential dilution to EQT common stock upon conversion of the Convertible Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of such obligation, with such reduction and offset subject to a cap. The Capped Call Transactions have an initial strike price of $15.00 per share of EQT common stock and an initial capped price of $18.75 per share of EQT common stock, each of which are subject to certain customary adjustments, including adjustments as a result of the Company paying a dividend on its common stock. The Capped Call Transactions are separate from the Convertible Notes. The Capped Call Transactions were recorded in shareholders' equity and were not accounted for as derivatives. The cost to purchase the Capped Call Transactions of $32.5 million was recorded as a reduction to equity and will not be remeasured. Based on the closing stock price of EQT common stock of $34.40 on June 30, 2022 and excluding the impact of the Capped Call Transactions, the if-converted value of the Convertible Notes exceeded the principal amount by $572 million. The table below summarizes the net carrying value and fair value of the Convertible Notes. June 30, 2022 December 31, 2021 (Thousands) Principal $ 434,856 $ 499,991 Less: Unamortized debt issuance costs 9,631 12,448 Net carrying value of Convertible Notes $ 425,225 $ 487,543 Fair value of Convertible Notes (a) $ 1,036,292 $ 854,985 (a) The fair value is a Level 2 fair value measurement. See Note 4. The table below summarizes the components of interest expense related to the Convertible Notes. The effective interest rate for the Convertible Notes is 2.4%. Three Months Ended Six Months Ended 2022 2021 2022 2021 (Thousands) Contractual interest expense $ 2,183 $ 2,187 $ 4,370 $ 4,375 Amortization of issuance costs 687 672 1,371 1,341 Total Convertible Notes interest expense $ 2,870 $ 2,859 $ 5,741 $ 5,716 |