Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis of financial condition and results of operations should be read in conjunction with the Condensed Consolidated Financial Statements and the notes thereto included in this report. Unless the context otherwise indicates, all references in this report to "EQT" are to EQT Corporation and all references in this report to the "Company," "we," "us," or "our" are to EQT Corporation and its consolidated subsidiaries, collectively. For certain industry specific terms used in this Quarterly Report on Form 10-Q, please see "Glossary of Commonly Used Terms, Abbreviations and Measurements" in EQT's Annual Report on Form 10-K for the year ended December 31, 2024.
CAUTIONARY STATEMENTS
This Quarterly Report on Form 10-Q contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act), and Section 27A of the Securities Act of 1933, as amended (the Securities Act). Statements that do not relate strictly to historical or current facts are forward-looking and are usually identified by the use of words such as "anticipate," "estimate," "could," "would," "will," "may," "forecast," "approximate," "expect," "project," "intend," "plan," "believe" and other words of similar meaning, or the negative thereof. Without limiting the generality of the foregoing, forward-looking statements contained in this Quarterly Report on Form 10-Q include the matters discussed in the section "Trends and Uncertainties" and expectations of our plans, strategies, objectives and growth and anticipated financial and operational performance, including guidance regarding our strategy to develop our reserves; drilling plans and programs, including availability of capital to complete these plans and programs; total resource potential and drilling inventory duration; projected production and sales volume, including liquified natural gas (LNG) volumes and sales; natural gas prices; changes in basis and the impact of commodity prices on our business; potential future impairments of our assets; projected well costs and capital expenditures; infrastructure projects; the cost, capacity and timing of obtaining regulatory approvals; our ability to successfully implement and execute our operational, organizational, technological and environmental, social and governance (ESG) initiatives, and achieve the anticipated results of such initiatives; projected gathering and compression rates; potential acquisitions or other strategic transactions, the timing thereof and our ability to achieve the intended operational, financial and strategic benefits from any such transactions or from any recently completed strategic transactions, including the pending Olympus Energy Acquisition; the amount and timing of any repayments, redemptions or repurchases of our common stock, outstanding debt securities or other debt instruments; our ability to retire our debt and the timing of such retirements, if any; the projected amount and timing of dividends; projected cash flows and free cash flow, and the timing thereof; liquidity and financing requirements, including funding sources and availability; our ability to maintain or improve our credit ratings, leverage levels and financial profile; our hedging strategy and projected margin posting obligations; the effects of litigation, government regulation and tax position; and the expected impact of changes to tax laws.
The forward-looking statements included in this Quarterly Report on Form 10-Q involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. We have based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently known by us. While we consider 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 our control. These risks and uncertainties include, but are not limited to, volatility of commodity prices; the costs and results of drilling and operations; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying production forecasts; the quality of technical data; our ability to appropriately allocate capital and other resources among our strategic opportunities; access to and cost of capital; our hedging and other financial contracts; inherent hazards and risks normally incidental to drilling for, producing, transporting and storing natural gas, natural gas liquids (NGLs) and oil; operational risks and hazards incidental to the gathering, transmission and storage of natural gas as well as unforeseen interruptions; cyber security risks and acts of sabotage; availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and sand and water required to execute our exploration and development plans, including as a result of inflationary pressures or tariffs; risks associated with operating primarily in the Appalachian Basin; the ability to obtain environmental and other permits and the timing thereof; construction, business, economic, competitive, regulatory, judicial, environmental, political and legal uncertainties related to the development and construction by us or our joint ventures of pipeline and storage facilities and transmission assets and the optimization of such assets; our ability to renew or replace expiring gathering, transmission or storage contracts at favorable rates on a long-term basis or at all; risks relating to our joint venture arrangements; government regulation or action, including regulations pertaining to methane and other greenhouse gas emissions; negative public perception of the fossil fuels industry; increased consumer demand for alternatives to natural gas; environmental and weather risks, including the possible impacts of climate change; and disruptions to our business due to recently completed divestitures, acquisitions and other significant strategic transactions,
EQT CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of Operations
including the pending Olympus Energy Acquisition. These and other risks and uncertainties are described under the "Risk Factors" section in this Quarterly Report on Form 10-Q and under the "Risk Factors" section and elsewhere in EQT's Annual Report on Form 10-K for the year ended December 31, 2024, and may be updated by other documents we subsequently file from time to time with the Securities and Exchange Commission (the SEC).
Any forward-looking statement speaks only as of the date on which such statement is made, and, except as required by law, we do not intend to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise.
Recent and Significant Events
Olympus Energy Acquisition.
On April 22, 2025, we entered into a purchase agreement (the Olympus Energy Purchase Agreement), with Olympus Energy Holdings LLC, Hyperion Midstream LLC and Bow & Arrow Land Company LLC (collectively, Olympus Energy), pursuant to which we agreed to acquire certain upstream and midstream assets of Olympus Energy (the Olympus Energy Acquisition), including approximately 90,000 net acres with approximately 500 MMcf per day of net production, for consideration of approximately 26 million shares of EQT common stock and $500 million in cash, as adjusted pursuant to customary closing purchase price adjustments. We expect to fund the cash consideration with cash on hand and borrowings under EQT's revolving credit facility. The Olympus Energy Purchase Agreement has an effective date of March 31, 2025. The Olympus Energy Acquisition is expected to close in the third quarter of 2025, subject to regulatory approvals and the satisfaction of customary closing conditions. Upon execution of the Olympus Energy Purchase Agreement, we deposited $90 million into an escrow account, which will be credited toward the cash consideration upon the closing of the Olympus Energy Acquisition.
NEPA Gathering System Acquisition and NEPA Non-Operated Asset Divestitures
Results of operations for the three months ended March 31, 2025 include the results of our 100% ownership of certain gathering assets located in Northeast Pennsylvania (the NEPA Gathering System). During and prior to the first quarter of 2024, we owned 50% of the NEPA Gathering System. On April 11, 2024, we completed our acquisition of a minor equity partner's 33.75% interest in the NEPA Gathering System, and, on May 31, 2025, we received as consideration for the First NEPA Non-Operated Asset Divestiture (defined below) the remaining 16.25% interest in the NEPA Gathering System.
Results of operations for the three months ended March 31, 2025 include the impact of our divestitures (the NEPA Non-Operated Asset Divestitures) of interest in our non-operated natural gas assets in Northeast Pennsylvania. On May 31, 2024, we completed the divestiture (the First NEPA Non-Operated Asset Divestiture) of an undivided 40% interest in our non-operated natural gas assets in Northeast Pennsylvania. On December 31, 2024, we completed the divestiture (the Second NEPA Non-Operated Asset Divestiture) of the remaining undivided 60% interest in our non-operated natural gas assets in Northeast Pennsylvania.
Equitrans Midstream Merger
Results of operations for the three months ended March 31, 2025 include the results of our operation of assets acquired in the Equitrans Midstream Merger (defined in Note 11 to the Condensed Consolidated Financial Statements), which was completed on July 22, 2024. See Note 11 to the Condensed Consolidated Financial Statements.
For the three months ended March 31, 2025, our consolidated gathering expense decreased due to our ownership of the gathering and transmission assets acquired in the Equitrans Midstream Merger. Our ownership of such assets is expected to continue to have a prominent, favorable impact on our Production segment's gathering expense with a corresponding increase to our Production segment's affiliate transportation and processing expense, which is eliminated in consolidation.
EQT CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of Operations
In addition, as a result of our ownership of the transmission assets and equity method investment in the MVP Joint Venture (defined in Note 8 to the Condensed Consolidated Financial Statements) acquired in the Equitrans Midstream Merger, expenses incurred for transportation services provided by transmission assets in which we hold a controlling interest are eliminated in consolidation but presented in our Production segment's results as transportation and processing to affiliate. Expenses incurred for transportation services provided by the MVP (defined in Note 8 to the Condensed Consolidated Financial Statements) do not eliminate in consolidation and are presented in our Production segment's results as transmission expense. We record our equity earnings from our investment in the MVP Joint Venture in income from investments in the Statements of Condensed Consolidated Operations.
Trends and Uncertainties
Low natural gas prices or volatility in the natural gas market may result in adjustments to our 2025 planned development schedule or the development schedule of non-operated wells in which we have a working interest. Further, we cannot control or otherwise influence the development schedule of non-operated wells in which we have a working interest. Adjustments to our 2025 planned development schedule or the development schedule of non-operated wells in which we have a working interest, including due to declines in natural gas prices, the pace of well completions, access to sand and water to conduct drilling operations, access to sufficient pipeline takeaway capacity, unscheduled downtime at processing facilities or otherwise, could impact our future sales volume, operating revenues and expenses, per unit metrics and capital expenditures.
President Trump has executed several executive orders, some of which impact the oil and gas industry, and he and others in Congress have indicated the potential for further changes to regulations, many of which could impact the oil and gas industry, as well as the implementation of tariffs on foreign goods and services. It is uncertain at this time to what extent such changes in regulations and tariffs will impact our business. Tariffs on foreign goods and services could result in other countries instituting tariffs on U.S. goods and services, which could impact the demand for and price of natural gas, increase the price of supplies and raw materials that we rely on to conduct our business, and could impact interest rates. A changing regulatory environment and domestic or foreign tariffs could ultimately impact our future sales volume, operating revenues and expenses, per unit metrics and capital expenditures.
Lastly, we expect commodity prices to be volatile through 2025 due to macroeconomic uncertainty, changes to the regulatory environment and geopolitical tensions, including developments pertaining to Russia's invasion of Ukraine, conflicts in the Middle East and potential further imposition of domestic and foreign tariffs. Our revenue, profitability, liquidity and financial position will continue to be impacted in the future by the market prices for natural gas and, to a lesser extent, NGLs and oil.
Consolidated Results of Operations
Net income attributable to EQT Corporation for the three months ended March 31, 2025 was $242.1 million, $0.40 per diluted share, compared to $103.5 million, $0.23 per diluted share, for the same period in 2024. The increase was attributable primarily to increased sales of natural gas, NGLs and oil, increased pipeline revenues, decreased gathering expense and increased net income attributable to noncontrolling interests in the Midstream Joint Venture (defined in Note 9 to the Condensed Consolidated Financial Statements), partly offset by a loss on derivatives recognized in 2025, increased depreciation, depletion and amortization expense, increased transmission expense and increased net interest expense.
See "Average Realized Price Reconciliation" for a discussion and calculation of our average realized price, which is based on our Production segment's adjusted operating revenues (Production adjusted operating revenues), a non-GAAP supplemental financial measure that has been reconciled from total Production operating revenues in "Non-GAAP Financial Measures Reconciliation." See "Business Segment Results of Operations" for a discussion of segment operating revenues and expenses and "Other Income Statement Items" for a discussion of other income statement items. See "Investing Activities" under "Capital Resources and Liquidity" for a discussion of capital expenditures, including by business segment.
EQT CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of Operations
Average Realized Price Reconciliation
The following table presents detailed natural gas and liquids operational information to assist in the understanding of our consolidated operations, including the calculation of our average realized price ($/Mcfe), which is based on Production adjusted operating revenues, a non-GAAP supplemental financial measure. Production adjusted operating revenues is presented because it is an important measure we use to evaluate period-to-period comparisons of earnings trends. Production adjusted operating revenues should not be considered as an alternative to total Production operating revenues. See "Non-GAAP Financial Measures Reconciliation" for a reconciliation of Production adjusted operating revenues from total Production operating revenues, the most directly comparable financial measure calculated in accordance with United States generally accepted accounting principles (GAAP).
EQT CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of Operations
| Three Months Ended March 31, | |||||||||||||||||||||||
| 2025 | 2024 | ||||||||||||||||||||||
| (Thousands, unless otherwise noted) | |||||||||||||||||||||||
| NATURAL GAS | |||||||||||||||||||||||
| Sales volume (MMcf) | 536,338 | 499,274 | |||||||||||||||||||||
| NYMEX price ($/MMBtu) | $ | 3.65 | $ | 2.26 | |||||||||||||||||||
| Btu uplift | 0.18 | 0.13 | |||||||||||||||||||||
| Natural gas price ($/Mcf) | $ | 3.83 | $ | 2.39 | |||||||||||||||||||
| Basis ($/Mcf) (a) | $ | (0.01) | $ | (0.14) | |||||||||||||||||||
| Cash settled basis swaps ($/Mcf) | (0.08) | (0.03) | |||||||||||||||||||||
| Average differential, including cash settled basis swaps ($/Mcf) | $ | (0.09) | $ | (0.17) | |||||||||||||||||||
| Average adjusted price ($/Mcf) | $ | 3.74 | $ | 2.22 | |||||||||||||||||||
| Cash settled derivatives ($/Mcf) | (0.08) | 0.86 | |||||||||||||||||||||
| Average natural gas price, including cash settled derivatives ($/Mcf) | $ | 3.66 | $ | 3.08 | |||||||||||||||||||
| Natural gas sales, including cash settled derivatives | $ | 1,962,191 | $ | 1,537,866 | |||||||||||||||||||
| LIQUIDS | |||||||||||||||||||||||
| NGLs, excluding ethane: | |||||||||||||||||||||||
| Sales volume (MMcfe) (b) | 20,872 | 20,732 | |||||||||||||||||||||
| Sales volume (Mbbl) | 3,479 | 3,455 | |||||||||||||||||||||
| NGLs price ($/Bbl) | $ | 44.49 | $ | 41.59 | |||||||||||||||||||
| Cash settled derivatives ($/Bbl) | (1.22) | 0.01 | |||||||||||||||||||||
| Average NGLs price, including cash settled derivatives ($/Bbl) | $ | 43.27 | $ | 41.60 | |||||||||||||||||||
| NGLs sales, including cash settled derivatives | $ | 150,535 | $ | 143,731 | |||||||||||||||||||
| Ethane: | |||||||||||||||||||||||
| Sales volume (MMcfe) (b) | 11,170 | 11,370 | |||||||||||||||||||||
| Sales volume (Mbbl) | 1,861 | 1,895 | |||||||||||||||||||||
| Ethane price ($/Bbl) | $ | 10.23 | $ | 6.58 | |||||||||||||||||||
| Ethane sales | $ | 19,054 | $ | 12,462 | |||||||||||||||||||
| Oil: | |||||||||||||||||||||||
| Sales volume (MMcfe) (b) | 2,371 | 2,674 | |||||||||||||||||||||
| Sales volume (Mbbl) | 395 | 446 | |||||||||||||||||||||
| Oil price ($/Bbl) | $ | 53.05 | $ | 58.74 | |||||||||||||||||||
| Oil sales | $ | 20,961 | $ | 26,181 | |||||||||||||||||||
| Total liquids sales volume (MMcfe) (b) | 34,413 | 34,776 | |||||||||||||||||||||
| Total liquids sales volume (Mbbl) | 5,735 | 5,796 | |||||||||||||||||||||
| Total liquids sales | $ | 190,550 | $ | 182,374 | |||||||||||||||||||
| TOTAL | |||||||||||||||||||||||
| Total natural gas and liquids sales, including cash settled derivatives (c) | $ | 2,152,741 | $ | 1,720,240 | |||||||||||||||||||
| Total sales volume (MMcfe) | 570,751 | 534,050 | |||||||||||||||||||||
| Average realized price ($/Mcfe) | $ | 3.77 | $ | 3.22 |
(a)Basis represents the difference between the ultimate sales price for natural gas, including the effects of delivered price benefit or deficit associated with our firm transportation agreements, and the New York Mercantile Exchange (NYMEX) natural gas price.
(b)NGLs, ethane and oil were converted to thousand cubic feet of natural gas equivalents (Mcfe) at a rate of six Mcfe per barrel.
(c)Also referred to in this report as Production adjusted operating revenues, a non-GAAP supplemental financial measure.
EQT CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of Operations
Non-GAAP Financial Measures Reconciliation
The table below reconciles Production adjusted operating revenues, a non-GAAP supplemental financial measure, from total Production operating revenues, the most comparable financial measure calculated in accordance with GAAP. See Note 2 to the Consolidated Financial Statements for a reconciliation of total Production operating revenues to EQT Corporation operating revenues as reported in the Statements of Condensed Consolidated Operations.
Production adjusted operating revenues (also referred to in this report as total natural gas and liquids sales, including cash settled derivatives) is presented because it is an important measure we use to evaluate period-to-period comparisons of earnings trends. Production adjusted operating revenues is defined as total Production operating revenues, less the revenue impact of changes in the fair value of derivative instruments prior to settlement and Production net marketing services and other revenues. We believe that Production adjusted operating revenues provides useful information to investors regarding our financial condition and results of operations because it helps facilitate comparisons of operating performance and earnings trends across periods. Production adjusted operating revenues reflects only the impact of settled derivative contracts; thus, the measure excludes the often-volatile revenue impact of changes in the fair value of derivative instruments prior to settlement. The measure also excludes Production net marketing services and other revenues, which consists of costs of, and recoveries on, pipeline capacity releases and other revenues.
| Three Months Ended March 31, | |||||||||||||||||||||||
| 2025 | 2024 | ||||||||||||||||||||||
| (Thousands, unless otherwise noted) | |||||||||||||||||||||||
| Total Production operating revenues | $ | 1,569,283 | $ | 1,408,801 | |||||||||||||||||||
| Add (deduct): | |||||||||||||||||||||||
| Production loss (gain) on derivatives | 678,919 | (106,511) | |||||||||||||||||||||
| Net cash settlements (paid) received on derivatives (a) | (91,986) | 451,004 | |||||||||||||||||||||
| Premiums paid for derivatives that settled during the period | — | (34,669) | |||||||||||||||||||||
| Production net marketing services and other revenues | (3,475) | 1,615 | |||||||||||||||||||||
| Production adjusted operating revenues, a non-GAAP financial measure | $ | 2,152,741 | $ | 1,720,240 | |||||||||||||||||||
| Total sales volume (MMcfe) | 570,751 | 534,050 | |||||||||||||||||||||
| Average sales price ($/Mcfe) | $ | 3.93 | $ | 2.44 | |||||||||||||||||||
| Average realized price ($/Mcfe) | $ | 3.77 | $ | 3.22 |
(a)For the three months ended March 31, 2025, net cash settlements paid on derivatives was composed of net cash settlements paid on NYMEX natural gas hedge positions of approximately $43 million and net cash settlements paid on basis and liquids hedge positions of approximately $49 million. For the three months ended March 31, 2024, net cash settlements received on derivatives was composed of net cash settlements received on NYMEX natural gas hedge positions of approximately $464 million and net cash settlements paid on basis and liquids hedge positions of approximately $13 million. Net cash settlements (paid) received on derivatives are included in average realized price but may not be included in operating revenues.
EQT CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of Operations
Business Segment Results of Operations
Operating segments are revenue-producing components of an entity for which separate financial information is produced internally and reviewed by the chief operating decision maker to measure financial performance and allocate resources.
Prior to the completion of the Equitrans Midstream Merger, we reported our results of operations as a single consolidated segment. Thereafter, and as a result thereof, we adjusted our internal reporting structure and our chief operating decision maker changed the manner in which he measures financial performance and allocates resources to incorporate the gathering and transmission assets we acquired in the Equitrans Midstream Merger. Hence, our operations expanded to comprise three discrete segments reflective of our three lines of business of Production, Gathering and Transmission. Accordingly, the manner in which we report our operations has been changed retrospectively, with certain prior period amounts recast between our Production segment and Gathering segment.
The following sections summarize operating income and certain operational measures by our three reportable segments. We believe this information is useful to investors for evaluating our financial condition, results of operations and trends and uncertainties of our segments. See Note 2 to the Condensed Consolidated Financial Statements for financial information by business segment.
Certain amounts, including cash and cash equivalents, debt, income taxes and other amounts related to our headquarters function as well as amounts related to our energy transition initiatives are managed on a consolidated basis and, as such, have not been allocated to our reportable segments. Changes to these amounts are discussed under "Other Income Statement Items."
EQT CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of Operations
PRODUCTION
| Three Months Ended March 31, | |||||||||||||||||||||||
| 2025 | 2024 | Change | % Change | ||||||||||||||||||||
| (Thousands, unless otherwise noted) | |||||||||||||||||||||||
| Total sales volume (MMcfe) | 570,751 | 534,050 | 36,701 | 6.9 | |||||||||||||||||||
| Average daily sales volume (MMcfe/d) | 6,342 | 5,869 | 473 | 8.1 | |||||||||||||||||||
| Average sales price ($/Mcfe) | $ | 3.93 | $ | 2.44 | $ | 1.49 | 61.1 | ||||||||||||||||
| Operating revenues: | |||||||||||||||||||||||
| Sales of natural gas, NGLs and oil | $ | 2,244,727 | $ | 1,303,905 | $ | 940,822 | 72.2 | ||||||||||||||||
| (Loss) gain on derivatives | (678,919) | 106,511 | (785,430) | (737.4) | |||||||||||||||||||
| Net marketing services and other | 3,475 | (1,615) | 5,090 | 315.2 | |||||||||||||||||||
| Total operating revenues | 1,569,283 | 1,408,801 | 160,482 | 11.4 | |||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||
| Transportation and processing: | |||||||||||||||||||||||
| Gathering | 44,837 | 318,059 | (273,222) | (85.9) | |||||||||||||||||||
| Transmission | 250,864 | 168,467 | 82,397 | 48.9 | |||||||||||||||||||
| Processing | 82,508 | 58,655 | 23,853 | 40.7 | |||||||||||||||||||
| Transportation and processing to affiliate (a) | 310,391 | 60,907 | 249,484 | 409.6 | |||||||||||||||||||
| Total transportation and processing | 688,600 | 606,088 | 82,512 | 13.6 | |||||||||||||||||||
| Lease operating expense (LOE) | 41,800 | 43,128 | (1,328) | (3.1) | |||||||||||||||||||
| Production taxes | 46,638 | 47,521 | (883) | (1.9) | |||||||||||||||||||
| Exploration | 1,051 | 916 | 135 | 14.7 | |||||||||||||||||||
| Selling, general and administrative (b) | 48,670 | 73,053 | (24,383) | (33.4) | |||||||||||||||||||
| Production depletion | 542,335 | 483,080 | 59,255 | 12.3 | |||||||||||||||||||
| Other depreciation and depletion | 1,159 | 574 | 585 | 101.9 | |||||||||||||||||||
| Loss on sale/exchange of long-lived assets | 184 | 90 | 94 | 104.4 | |||||||||||||||||||
| Impairment and expiration of leases | 2,661 | 9,209 | (6,548) | (71.1) | |||||||||||||||||||
| Other operating expenses | 4,399 | 2,600 | 1,799 | 69.2 | |||||||||||||||||||
| Total operating expenses | 1,377,497 | 1,266,259 | 111,238 | 8.8 | |||||||||||||||||||
| Operating income | $ | 191,786 | $ | 142,542 | $ | 49,244 | 34.5 | ||||||||||||||||
| Per Unit ($/Mcfe): | |||||||||||||||||||||||
| Gathering | $ | 0.08 | $ | 0.60 | $ | (0.52) | (86.7) | ||||||||||||||||
| Transmission | 0.44 | 0.32 | 0.12 | 37.5 | |||||||||||||||||||
| Processing | 0.14 | 0.11 | 0.03 | 27.3 | |||||||||||||||||||
| Transportation and processing to affiliate (a) | 0.54 | 0.11 | 0.43 | 390.9 | |||||||||||||||||||
| LOE | 0.07 | 0.08 | (0.01) | (12.5) | |||||||||||||||||||
| Production taxes | 0.08 | 0.09 | (0.01) | (11.1) | |||||||||||||||||||
| Selling, general and administrative (b) | 0.09 | 0.14 | (0.05) | (35.7) | |||||||||||||||||||
| Production depletion | 0.95 | 0.90 | 0.05 | 5.6 |
(a)Transportation and processing to affiliate represents intercompany transactions with our Gathering and Transmission segments, which are eliminated in consolidation.
(b)Selling, general and administrative expense incurred prior to the Equitrans Midstream Merger closing date was not recast as the necessary information is not available and the cost to develop such information would be excessive.
EQT CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of Operations
Sales of natural gas, NGLs and oil. Sales of natural gas, NGLs and oil increased for the three months ended March 31, 2025 compared to the same period in 2024 by approximately $941 million composed of approximately $851 million attributable to higher average sales price and approximately $90 million attributable to increased sales volumes. The average sales price increased for the three months ended March 31, 2025 compared to the same period for 2024 due primarily to a higher NYMEX price and favorable basis differentials. Sales volume increased for the three months ended March 31, 2025 compared to the same period for 2024 primarily as a result of sales volume increases from wells turned-in-line since the first quarter of 2024 and from production curtailments in 2024 of 28 Bcfe, partly offset by sales volume decreases of 41 Bcfe, net, from assets exchanged in the NEPA Non-Operated Asset Divestitures. The increase in sales volume had a favorable impact on per unit costs for the three months ended March 31, 2025 compared to the same period for 2024.
(Loss) gain on derivatives. For the three months ended March 31, 2025, we recognized a loss on derivatives of $678.9 million related primarily to decreases in the fair market value of our NYMEX swaps and options of approximately $783 million due to increases in NYMEX forward prices, partly offset by increases in the fair market value of our basis swaps of approximately $104 million. For the three months ended March 31, 2024, we recognized a gain on derivatives of approximately $106.5 million related primarily to increases in the fair market value of our NYMEX swaps and options of approximately $334 million due to decreases in NYMEX forward prices, partly offset by decreases in the fair market value of our basis swaps of approximately $228 million.
Transportation and processing
Gathering*.* Gathering expense decreased on an absolute and per Mcfe basis for the three months ended March 31, 2025 compared to the same period in 2024 due primarily to our Gathering segment's ownership of the gathering assets acquired in the Equitrans Midstream Merger, our Transmission segment's ownership of the transmission and storage assets acquired in the Equitrans Midstream Merger and our Gathering segment's ownership of additional interest in the NEPA Gathering System acquired in the second quarter of 2024. In addition, gathering expense decreased due to our divestiture of assets in the NEPA Non-Operated Asset Divestitures, which had incurred $18 million of gathering expense in 2024.
Transmission. Transmission expense increased on an absolute and per Mcfe basis for the three months ended March 31, 2025 compared to the same period in 2024 due primarily to capacity charges on the MVP of approximately $88 million and additional contracted capacity on the Transco pipeline of approximately $14 million, partly offset by capacity released in connection with the NEPA Non-Operated Asset Divestitures of approximately $23 million.
Processing. Processing expense increased on an absolute and per Mcfe basis for the three months ended March 31, 2025 compared to the same period in 2024 due primarily to increased production of gas requiring processing from wells turned-in-line since the first quarter of 2024.
Transportation and processing to affiliate. Affiliate transportation and processing expense increased on an absolute and per Mcfe basis for the three months ended March 31, 2025 compared to the same period in 2024 due primarily to our Gathering segment's ownership of the gathering assets acquired in the Equitrans Midstream Merger, our Transmission segment's ownership of the transmission and storage assets acquired in the Equitrans Midstream Merger and our Gathering segment's ownership of additional interest in the NEPA Gathering System acquired in the second quarter of 2024.
Production taxes. Production tax expense decreased on an absolute and per Mcfe basis for the three months ended March 31, 2025 compared to the same period in 2024 due to decreased property tax expense of approximately $14 million from lower property tax value using prior year pricing, partly offset by increased severance tax expense of approximately $12 million from increased sales volume and higher sales prices.
Selling, general and administrative. Selling, general and administrative expense decreased on an absolute basis and per Mcfe basis for the three months ended March 31, 2025 compared to the same period in 2024 due primarily to lower legal and professional service costs. In addition, we did not recast selling, general and administrative expense for periods prior to the Equitrans Midstream Merger closing date and, upon the Equitrans Midstream Merger closing date, we adjusted our basis for selling, general and administrative expense allocation for multi-segment reporting.
Depreciation and depletion. Production depletion expense increased on an absolute and per Mcfe basis for the three months ended March 31, 2025 compared to the same period in 2024 due to increased sales volume and higher annual depletion rate.
EQT CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of Operations
GATHERING
| Three Months Ended March 31, | |||||||||||||||||||||||
| 2025 | 2024 | Change | % Change | ||||||||||||||||||||
| (Thousands, unless otherwise noted) | |||||||||||||||||||||||
| Gathered volume (British thermal unit (BBtu)/d): | |||||||||||||||||||||||
| Firm capacity (a) | 5,137 | — | 5,137 | 100 | |||||||||||||||||||
| Volumetric-based services (a) | 4,761 | 1,592 | 3,169 | 199 | |||||||||||||||||||
| Total gathered volume | 9,898 | 1,592 | 8,306 | 522 | |||||||||||||||||||
| Operating revenues: | |||||||||||||||||||||||
| Firm reservation fee revenue | $ | 166,691 | $ | — | $ | 166,691 | 100 | ||||||||||||||||
| Volumetric-based fee revenue | 168,622 | 64,362 | 104,260 | 162 | |||||||||||||||||||
| Total operating revenues | 335,313 | 64,362 | 270,951 | 421 | |||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||
| Operating and maintenance | 36,309 | 11,670 | 24,639 | 211 | |||||||||||||||||||
| Selling, general and administrative (b) | 15,397 | — | 15,397 | 100 | |||||||||||||||||||
| Depreciation | 49,424 | 637 | 48,787 | 7,659 | |||||||||||||||||||
| Loss on sale/exchange of long-lived assets | — | 57 | (57) | (100) | |||||||||||||||||||
| Other operating expenses | 2,982 | — | 2,982 | 100 | |||||||||||||||||||
| Total operating expenses | 104,112 | 12,364 | 91,748 | 742 | |||||||||||||||||||
| Operating income | $ | 231,201 | $ | 51,998 | $ | 179,203 | 345 |
(a)For agreements structured with MVCs, firm capacity includes volumes up to the contractual MVC and volumetric-based services includes volumes in excess of the contractual MVC.
(b)Selling, general and administrative expense incurred prior to the Equitrans Midstream Merger closing date was not recast as the necessary information is not available and the cost to develop such information would be excessive.
Gathering revenues and expenses increased for the three months ended March 31, 2025 compared to the same period in 2024 primarily from the gathering assets acquired in the Equitrans Midstream Merger. In addition, volumetric-based fee revenues from assets owned prior to the Equitrans Midstream Merger increased by approximately $22 million due to increased volumes gathered. Prior to the completion of the Equitrans Midstream Merger, we did not own gathering assets that provided firm gathering services.
EQT CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of Operations
TRANSMISSION
Prior to the close of the Equitrans Midstream Merger on July 22, 2024, we did not have transmission or storage assets.
| Three Months Ended March 31, 2025 | |||||
| (Thousands, unless otherwise noted) | |||||
| Transmission pipeline throughput (BBtu/d): | |||||
| Firm capacity (a) | 4,138 | ||||
| Interruptible capacity | 48 | ||||
| Total transmission pipeline throughput | 4,186 | ||||
| Average contracted firm transmission reservation commitments (BBtu/d) | 5,344 | ||||
| Operating revenues: | |||||
| Firm reservation fee revenue | $ | 117,852 | |||
| Volumetric-based fee revenue | 28,419 | ||||
| Total operating revenues | 146,271 | ||||
| Operating expenses: | |||||
| Operating and maintenance | 10,988 | ||||
| Selling, general and administrative | 9,419 | ||||
| Depreciation | 19,870 | ||||
| Amortization of intangible assets | 3,333 | ||||
| Loss on sale/exchange of long-lived assets | 47 | ||||
| Other operating expenses | (536) | ||||
| Total operating expenses | 43,121 | ||||
| Operating income | $ | 103,150 |
(a)Includes all volumes associated with firm capacity contracts, including volumes in excess of firm capacity.
Other Income Statement Items
Income from investments. Income from investments increased for the three months ended March 31, 2025 compared to the same period in 2024 due primarily to equity earnings from our investment in the MVP Joint Venture of $24.4 million.
Loss on debt extinguishment. During the three months ended March 31, 2025, we recognized a loss on debt extinguishment of $11.7 million related to the Tender Offers and EQM Exchange Offers (each defined in Note 7 to the Condensed Consolidated Financial Statements). During the three months ended March 31, 2024, we recognized a loss on debt extinguishment of $3.4 million related to our partial prepayment of the term loans outstanding under EQT's unsecured term loan facility (the Term Loan Facility).
Interest expense, net. Net interest expense increased for the three months ended March 31, 2025 compared to the same period in 2024 due primarily to interest expense on EQM Midstream Partners, LP's (EQM) senior notes, interest expense on Eureka Midstream, LLC's (Eureka) borrowings under its revolving credit facility, increased interest expense on our borrowings under EQT's revolving credit facility and higher capitalized interest from the assets acquired in the Equitrans Midstream Merger, partly offset by decreased interest expense from our repayment and repurchase of certain of EQT's senior notes and prepayment of the Term Loan Facility.
Income tax expense. See Note 6 to the Condensed Consolidated Financial Statements.
EQT CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of Operations
Net income (loss) attributable to noncontrolling interests. During the three months ended March 31, 2025, we recognized $67.1 million of net income attributable to noncontrolling interests of the Midstream Joint Venture and $6.4 million of net income attributable to noncontrolling interests of Eureka Midstream Holdings, LLC (Eureka Midstream Holdings).
Capital Resources and Liquidity
Although we cannot provide any assurance, we believe cash flows from operating activities and availability under EQT's revolving credit facility should be sufficient to meet our cash requirements, including, but not limited to, normal operating needs, debt service obligations, planned capital expenditures and commitments for at least the next twelve months and, based on current expectations, for the long term.
Planned Capital Expenditures and Sales Volume. In the second quarter of 2025, we expect to spend approximately $600 million to $700 million on total capital expenditures. We expect to fund our capital expenditures with cash generated from operations and, if required, borrowings under EQT's revolving credit facility. Because we are the operator of a high percentage of our developed acreage, the amount and timing of certain of our capital expenditures is largely discretionary. We could choose to defer a portion of our planned 2025 capital expenditures depending on a variety of factors, including prevailing and anticipated prices for natural gas, NGLs and oil; the availability of necessary equipment, infrastructure and capital; the receipt and timing of required regulatory permits and approvals; and drilling, completion and acquisition costs. In addition, our gathering and transmission businesses are capital intensive, requiring significant investment to develop new facilities and maintain and upgrade existing operations. In the second quarter of 2025, we expect our sales volume to be 520 Bcfe to 570 Bcfe.
Material Cash Requirements. We have contractual commitments under our debt agreements, including interest payments and principal repayments. See Note 7 to the Condensed Consolidated Financial Statements for a summary of such contractual commitments, including maturity dates. In addition, see "Financing Activities" below for a discussion of the Midstream Joint Venture's requirement to make distributions of available cash flow to the Midstream Joint Venture's Class B Unitholder.
As part of the total consideration for the pending Olympus Energy Acquisition, we expect to fund cash consideration of $500 million, as adjusted, with cash on hand and borrowings under EQT's revolving credit facility in the third quarter of 2025. See Note 11 to the Condensed Consolidated Financial Statements for discussion of the Olympus Energy Acquisition.
Operating Activities. Net cash provided by operating activities was $1,741 million and $1,156 million for the three months ended March 31, 2025 and 2024, respectively. The increase was due primarily to higher cash operating revenues, lower cash operating expenses and distributions from our equity method investments in the MVP Joint Venture of approximately $65.8 million, partly offset by net cash settlements paid on derivatives in 2025 compared to net cash settlements received in 2024, as well as changes in working capital driven by changes in the market price of natural gas and timing of payments.
Our cash flows from operating activities, including changes in working capital, are affected by movements in the market price for commodities. We are unable to predict such movements outside of the current market view as reflected in forward strip pricing. For a discussion of potential commodity market risks, refer to Part I, Item 1A., "Risk Factors – Natural gas, NGLs and oil price volatility, or a prolonged period of low natural gas, NGLs and oil prices, may have an adverse effect on our revenue, profitability, future rate of growth, liquidity and financial position" in EQT's Annual Report on Form 10-K for the year ended December 31, 2024.
Investing Activities. Net cash used in investing activities was $534 million and $567 million for the three months ended March 31, 2025 and 2024, respectively. The decrease was attributable primarily to decreased capital expenditures.
EQT CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of Operations
The following table summarizes our capital expenditures by business segment.
| Three Months Ended March 31, | |||||||||||||||||||||||
| 2025 | 2024 | ||||||||||||||||||||||
| (Millions) | |||||||||||||||||||||||
| Production: | |||||||||||||||||||||||
| Reserve development (a) | $ | 348 | $ | 452 | |||||||||||||||||||
| Land and lease | 19 | 27 | |||||||||||||||||||||
| Other production infrastructure | 17 | 22 | |||||||||||||||||||||
| Capitalized interest, capitalized overhead and other | 25 | 33 | |||||||||||||||||||||
| Total Production | 409 | 534 | |||||||||||||||||||||
| Gathering | 72 | 14 | |||||||||||||||||||||
| Transmission | 13 | — | |||||||||||||||||||||
| Other corporate items | 3 | 1 | |||||||||||||||||||||
| Total capital expenditures | 497 | 549 | |||||||||||||||||||||
| Add (deduct): Non-cash items (b) | 3 | (15) | |||||||||||||||||||||
| Total cash capital expenditures | $ | 500 | $ | 534 |
(a)Capital expenditures for reserve development included capital expenditures for water infrastructure of $12.2 million and $15.2 million for the three months ended March 31, 2025 and 2024, respectively.
(b)Represents the net impact of non-cash capital expenditures, including the effect of timing of receivables from working interest partners, accrued capital expenditures, transfers to or from inventory as assets are completed or assigned to a project and capitalized share-based compensation costs. The impact of accrued capital expenditures includes the current period estimate, net of the reversal of the prior period accrual.
Financing Activities. Net cash used in financing activities was $1,127 million and $21 million for the three months ended March 31, 2025 and 2024, respectively. For the three months ended March 31, 2025, the primary uses of financing cash flows were our repayment and retirement of debt, repayment of revolving credit facility borrowings and payment of dividends. For the three months ended March 31, 2024, the primary uses of financing cash flows were our prepayment of a portion of the Term Loan Facility and payment of dividends, and the primary sources of financing cash flows were proceeds from the issuance of EQT's 5.750% senior notes and proceeds from the net settlement of the Capped Call Transactions (defined in Note 7 to the Consolidated Financial Statements).
Pursuant to the JV Agreement (defined in Note 9 to the Condensed Consolidated Financial Statements), we, through our controlling ownership interest in the Midstream Joint Venture, expect to make distributions of available cash flow to the Midstream Joint Venture's Class B Unitholder, the BXCI Affiliate, at least quarterly. During the three months ended March 31, 2025, the Midstream Joint Venture paid $44.7 million of cash distributions to the BXCI Affiliate as Class B Unitholder. As of March 31, 2025, the Midstream Joint Venture recorded a distribution payable to the BXCI Affiliate as Class B Unitholder of $23.9 million. As of March 31, 2025, the remaining requirement until the Base Return (as defined in the JV Agreement) is achieved was approximately $3.5 billion. See Note 9 to the Condensed Consolidated Financial Statements.
See Note 7 to the Condensed Consolidated Financial Statements for further discussion of our debt.
On April 16, 2025, our Board of Directors declared a quarterly cash dividend of $0.1575 per share of EQT common stock, payable on June 2, 2025, to shareholders of record at the close of business on May 7, 2025.
Depending on our actual and anticipated sources and uses of liquidity, prevailing market conditions and other factors, we may from time to time seek to redeem or repurchase our outstanding debt or equity securities through tender offers or other cash purchases in the open market or privately negotiated transactions. The amounts involved in any such transactions may be material. See Note 7 to the Condensed Consolidated Financial Statements for discussion of redemptions and repurchases of debt.
EQT CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of Operations
Security Ratings and Financing Triggers
Our credit ratings and rating outlooks are subject to revision or withdrawal at any time by the assigning rating agency, and each rating should be evaluated independently from any other rating. We cannot ensure that a rating will remain in effect for any given period of time or that a rating will not be lowered or withdrawn by a rating agency if, in the rating agency's judgment, circumstances so warrant. See Note 4 to the Condensed Consolidated Financial Statements for a description of what is deemed investment grade.
The table below reflects the credit ratings and rating outlooks assigned to EQT's debt instruments as of March 31, 2025.
| Rating agency | Senior notes | Outlook | ||||||||||||
| Moody's Investors Service, Inc. (Moody's) | Baa3 | Negative | ||||||||||||
| S&P Global Ratings (S&P) | BBB– | Stable | ||||||||||||
| Fitch Ratings Service (Fitch) | BBB– | Stable |
The table below reflects the credit ratings and rating outlooks assigned to EQM's debt instruments as of March 31, 2025.
| Rating agency | Senior notes | Outlook | ||||||||||||
| Moody's | Ba2 | Stable | ||||||||||||
| S&P | BBB– | Stable | ||||||||||||
| Fitch | BB+ | Stable |
Changes in credit ratings may affect our access to the capital markets, the cost of short-term debt through interest rates and fees under our revolving credit facilities, the interest rate on our senior notes with adjustable rates, the rates available on new debt, our pool of investors and funding sources, the borrowing costs and margin deposit requirements on our OTC derivative instruments and credit assurance requirements, including collateral, in support of our midstream service contracts, joint venture arrangements or construction contracts. Margin deposits on our OTC derivative instruments are also subject to factors other than credit rating, such as natural gas prices and credit thresholds set forth in the agreements between us and our hedging counterparties.
Our debt agreements and other financial obligations contain various provisions that, if not complied with, could result in default or event of default under EQT's revolving credit facility and Eureka's revolving credit facility, mandatory partial or full repayment of amounts outstanding, reduced loan capacity or other similar actions. The most significant covenants and events of default under our debt agreements relate to maintenance of a debt-to-total capitalization ratio, limitations on transactions with affiliates, insolvency events, nonpayment of scheduled principal or interest payments, acceleration of other financial obligations and change of control provisions. EQT's revolving credit facility contains financial covenants that require us to have a total debt to total capitalization ratio no greater than 65%. As of March 31, 2025, we were in compliance with all EQT, Eureka and EQM debt provisions and covenants under our debt agreements.
See Note 7 to the Condensed Consolidated Financial Statements for a discussion of borrowings under EQT's revolving credit facility and Eureka's revolving credit facility.
EQT CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of Operations
Commodity Risk Management
The substantial majority of our commodity risk management program is related to hedging sales of our produced natural gas. The overall objective of our hedging program is to protect cash flows from undue exposure to the risk of changing commodity prices. The derivative commodity instruments that we use are primarily swap, collar and option agreements. The following table summarizes the approximate volume and prices of our NYMEX hedge positions as of April 16, 2025. The difference between the fixed price and NYMEX price is included in average differential presented in our price reconciliation in "Average Realized Price Reconciliation." The fixed price natural gas sales agreements can be physically or financially settled.
| Q2 2025 (a) | Q3 2025 | Q4 2025 | |||||||||||||||||||||||||||||||||
| Hedged Volume (MMDth) | 336 | 281 | 281 | ||||||||||||||||||||||||||||||||
| Hedged Volume (MMDth/d) | 3.7 | 3.1 | 3.1 | ||||||||||||||||||||||||||||||||
| Swaps – Short | |||||||||||||||||||||||||||||||||||
| Volume (MMDth) | 290 | 281 | 95 | ||||||||||||||||||||||||||||||||
| Avg. Price ($/Dth) | $ | 3.11 | $ | 3.26 | $ | 3.27 | |||||||||||||||||||||||||||||
| Calls – Short | |||||||||||||||||||||||||||||||||||
| Volume (MMDth) | 46 | — | 137 | ||||||||||||||||||||||||||||||||
| Avg. Strike ($/Dth) | $ | 3.48 | $ | — | $ | 5.49 | |||||||||||||||||||||||||||||
| Puts – Long | |||||||||||||||||||||||||||||||||||
| Volume (MMDth) | 46 | — | 186 | ||||||||||||||||||||||||||||||||
| Avg. Strike ($/Dth) | $ | 2.83 | $ | — | $ | 3.30 | |||||||||||||||||||||||||||||
| Option Premiums | |||||||||||||||||||||||||||||||||||
| Cash Settlement of Deferred Premiums (millions) | $ | — | $ | — | $ | (45) |
(a)April 1 through June 30.
We have also entered into derivative instruments to hedge basis. We may use other contractual agreements to implement our commodity hedging strategy from time to time.
See Part I, Item 3., "Quantitative and Qualitative Disclosures About Market Risk" and Note 4 to the Condensed Consolidated Financial Statements for further discussion of our hedging program.
Commitments and Contingencies
In the ordinary course of business, various legal and regulatory claims and proceedings are pending or threatened against us. While the amounts claimed may be substantial, we are unable to predict with certainty the ultimate outcome of such claims and proceedings. We evaluate our legal proceedings, including litigation and regulatory and governmental investigations and inquiries, on a regular basis and accrue a liability for such matters when we believe that a loss is probable and the amount of the loss can be reasonably estimated. Any such accruals are adjusted thereafter as appropriate to reflect changed circumstances. In the event we determine that (i) a loss is probable but the amount of the loss cannot be reasonably estimated, or (ii) a loss is less likely than probable but is reasonably possible, then we are required to disclose the matter in EQT's Annual Report on Form 10-K with any update thereto in this Quarterly Report on Form 10-Q, as applicable, although we are not required to accrue such loss.
When able, we determine an estimate of reasonably possible losses or ranges of reasonably possible losses, whether in excess of any related accrued liability or where there is no accrued liability, for legal proceedings. In instances where such estimates can be made, any such estimates are based on our analysis of currently available information and are subject to significant judgment and a variety of assumptions and uncertainties and may change as new information is obtained.
See Note 15 to the Consolidated Financial Statements in EQT's Annual Report on Form 10-K for the year ended December 31, 2024 for a discussion of our commitments and contingencies, including certain pending legal and regulatory proceedings and other contingent matters.
EQT CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of Operations
Additionally, in the normal course of business, we are subject to various other pending and threatened legal proceedings in which claims for monetary damages or other relief are asserted. We do not anticipate, at the present time, that the ultimate aggregate liability, if any, arising out of such other legal proceedings will have a material adverse effect on our financial position, results of operations or liquidity.
Recently Issued Accounting Standards
Our recently issued accounting standards are described in Note 1 to the Condensed Consolidated Financial Statements.
Critical Accounting Estimates
Our critical accounting estimates, including a discussion regarding the estimation uncertainty and the impact that our critical accounting estimates have had, or are reasonably likely to have, on our financial condition or results of operations, are described in the "Management's Discussion and Analysis of Financial Condition and Results of Operations" section of EQT's Annual Report on Form 10-K for the year ended December 31, 2024. The application of our critical accounting estimates may require us to make judgments and estimates about the amounts reflected in the Condensed Consolidated Financial Statements. We use historical experience and all available information to make these estimates and judgments. Different amounts could be reported using different assumptions and estimates.
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