EQT
#Thank you, Pat, and I'm certainly happy that you're able to get through all those required disclosures before we have to end the call.
The only topic that I would like to discuss today portends to my ---+ pertains to my new role as interim CEO.
Approximately 1 year ago, I retired as CEO and transitioned to the role of Executive Chairman.
As you know my replacement resigned in mid-March, and I assumed the role of CEO to give the board a chance to decide upon a replacement.
That search has begun, and we expect to have a new CEO in place by the time of separation, which is still scheduled for the third quarter.
If you have any input you would like to provide, please let Pat <UNK> or me know.
Just as I have committed to relay investor input about board composition and other governance matters to the full board, I also commit to you that I'll ensure that the whole board receives any input on this topic that you wish to provide.
Until our next CEO is hired, I will be spending most of my time overseeing the separation.
We are fortunate that the upstream and midstream businesses have strong leaders.
And as you can see in the first quarter results, the operations of both units are solid.
The separation process is well underway.
At the board level, we are determining which board members will go with each company.
As the board works towards completing that task, we are also evaluating each company's board composition to determine if we need to add members; and if so, what expertise those new people should have.
On the management side, we are identifying who would fill the various key roles at each company; and in a couple of cases, external searches have begun.
We have also identified the nature of transition, service agreements that might be needed to assure a smooth operational transition for both companies.
As you can imagine, while we would prefer to not have any transition service agreements, we cannot allow the lack of certain personnel or fully functioning systems at one or the other entity to get in the way of separation timing, hence, the preparation of TSAs.
On the finance side, we announced the terms of the midstream streamlining transactions and have started to prepare the required SEC filings, which Rob will speak to in a minute.
I am pleased that Rob and his team were able to [cross] agreements that appear to be value-accretive for all 4 entities.
In my view, that was a noteworthy accomplishment.
In short, we're on schedule with all aspects of the separation.
I thank you for your continued support as shareholders.
And with that, I will turn the call over to Rob.
Thanks, Dave, and good morning, everyone.
Before reviewing the first quarter results, I would like to give a brief update on several items that appeared in this morning's press releases.
This morning, EQM, EQGP and RMP announced in a separate news release a streamlining transaction.
This transaction includes the sale of EQT's Ohio gathering assets acquired in the Rice Energy transaction to EQM for approximately $1.5 billion in cash and EQM common units.
EQM will also purchase Gulfport Energy's 25% ownership in the Strike Force Gathering System for $175 million in cash.
Second, the merger of EQM and RMP in a unit-for-unit transaction at an exchange ratio of 0.3319, which implies a transaction value of about $2.4 billion, including approximately $325 million of assumed RMP debt.
And third, the sale of RMP's IDRs to EQGP for approximately $940 million in EQGP common units.
The transactions are immediately accretive to both EQM and EQGP's distributable cash flow per unit.
Relative to EQT, the cash proceeds from the sale of the Ohio gathering assets bring the E&P company's leverage closer to the target of 1.5x net debt-to-EBITDA.
EQM and EQGP have provided a forecast through 2020.
And based on this forecast, we expect NewCo cash flows of approximately $540 million in 2019 and approximately $670 million in 2020.
During the same period, we expect cash taxes to be between 0 and 3% of these cash flows.
Regarding the announced separation, we're pleased with the progress we've made and remain on track with our time line of a separation by September 30.
EQM intends to file the S-4 related to the EQM-RMP merger in mid-May, and we anticipate that the Form 10 for the separation will be filed in July.
Now moving on to the quarterly results.
During the quarter, we ran a process to sell our noncore Permian asset and this morning announced the sale of those assets for $64 million.
Because of this divestiture, we are adjusting our full year production guidance to 1.52 Tcfe to 1.55 Tcfe.
Additionally, we recorded an impairment charge of approximately $2.3 billion associated with noncore proved and unproved properties and related pipeline assets in the Huron and Permian plays in the first quarter.
Adjusting for this impairment and other items, EQT announced adjusted earnings per diluted share of $1 ---+ $1.01 compared to $0.44 in the first quarter of 2017.
Adjusted operating cash flow attributable to EQT was $718.4 million for the quarter compared to $332.4 million for the first quarter of 2017.
As a reminder, EQT Midstream Partners, EQT GP Holdings and Rice Midstream Partners are consolidated into EQT Corporation's results.
EQT recorded $141 million of net income attributable to noncontrolling interest in the first quarter of 2018 compared to $86.7 million in the first quarter of 2017.
The $54.3 million increase was primarily a result of increased income at EQM and the inclusion of RMP and Strike Force Midstream LLC.
Now we'll move on to the segment results.
Starting with EQT Production.
First quarter production sales volumes of 357 Bcfe were 88% higher than the first quarter of 2017, primarily due to the Rice merger and fell within the stated guidance range of 350 to 360 Bcfe.
The average realized price, including cash-settled derivatives, was $3.33 per Mcfe, a 5% decrease compared to the first quarter of last year.
Average differential for the quarter came in 85% better than the first quarter of 2017 but was below our guidance range of positive $0.15 to $0.25.
When we gave differential guidance for the first quarter, it was the coldest point in the winter and the forward curve was at its highest.
The actual price settlements were lower, resulting in a lower-than-forecasted average differential.
Operating revenues totaled $1.3 billion for the first quarter of 2018, $520 million higher than the first quarter of 2017 primarily due to increased production associated with the Rice merger.
Total operating expenses, excluding the $2.3 billion of asset impairments and $10.4 million of amortization, were $903 million or 58% higher year-over-year.
DD&A, gathering, transmission, processing and lease operating expenses were all higher year-over-year, consistent with increases in production volumes due to the Rice merger.
Importantly, cash operating costs per Mcfe were 26% lower than last year.
And moving on to midstream results.
EQM Gathering income for the first quarter was $99 million, $25 million higher than the first quarter of 2017.
Operating revenues were $24 million higher than the first quarter of 2017, primarily due to higher contracted capacity and increased gathered volumes.
Operating expenses for EQM Gathering were $27 million, $1.6 million lower than the first quarter of 2017, primarily due to lower SG&A costs.
EQM Transmission income for the first quarter was $79 million, $8 million higher than the first quarter of 2017.
Operating revenues were $9 million higher than the first quarter of 2017.
Operating expenses for EQM Gathering were $27 million, $1.3 million higher than the first quarter of 2017.
Now briefly moving on to RMP Gathering and RMP Water.
RMP Gathering reported an operating income of $44.1 million while RMP Water reported an operating income of $11.4 million.
To conclude, I'd like to discuss our cash flow and liquidity position.
As of March 31, 2018, EQT had $1.3 billion of borrowings and no letters of credit outstanding under the $2.5 billion credit facility.
We closed the quarter with approximately $155 million of cash in the balance sheet excluding EQM, EQGP and RMP.
We anticipate the drop will add approximately $1.2 billion of cash to EQT's balance sheet, further improving our liquidity position.
We currently forecast $2.75 billion to $2.85 billion of adjusted operating cash flow for 2018 at EQT, which includes approximately $350 million to $400 million from EQT's interest in EQM, EQGP and RMP.
With our forecasted adjusted operating cash flow and cash on hand, we expect to fully fund our forecasted 2018 capital expenditure plan of $2.4 billion.
With that, I'll turn the call over to <UNK>.
Thanks, Rob, and good morning, everyone.
Let me start by providing a quick update on 2018 sales volume.
As Rob mentioned, Q1 volume was at the high end of guidance at 357 Bcfe.
We still expect sequential quarterly growth for the remainder of the year and are guiding a moderate increase for Q2 at 360 to 370 Bcfe, followed by a larger increase in Q3 as new midstream infrastructure comes online in Pennsylvania this summer.
Moving on to operations.
During the last year, our drilling and engineering group has been developing an idea to manage our horizontal drilling operations in real-time from our offices at EQT Plaza located in downtown Pittsburgh.
The thought behind this project was to improve collaboration amongst our technical teams, provide more consistent well results and improve our drilling efficiency.
The team tested this idea in the second half of 2017, and we have now fully implemented the process.
All of our directional drilling, geosteering and drilling engineering is now done at our real-time operations center, or RTOC, in Pittsburgh.
Although in its early stages of implementation, this concept is already showing significant returns.
Since implementing the RTOC, we have seen a 14% increase in lateral feet drilled per day, and we have increased our percent of formation drilled in target from 93% to 97%.
We have also set EQT records for 48-hour footage drilled and a world record bottom hole assembly run.
In addition, on April 12, we set a new record for the longest lateral drilled to date in the Marcellus on our Harbison [H10] well in Washington County, PA.
This lateral will have a completed length of 18,670 feet and is scheduled for completion in May.
Based on the success of the RTOC for drilling, we have also implemented real-time centers for gas operations and water hauling and will pilot real-time centers for completions, construction and field logistics later this year.
These real-time control centers are a great example of EQT's manufacturing operating model that we believe will result in efficiency gains and cost reductions by streamlining our processes.
And lastly, I want to provide a little color on well performance as it relates to these ultra-long laterals.
Currently, our longest producing lateral is the Haywood [H19] well located in Washington County, PA.
This well has a completed lateral length of 17,400 feet and will stack with 97 stages.
The well has been online for 120 days, has produced over 4.6 Bcfe and is currently producing at our standard type curve of 2.4 Bcfe per 1,000 feet of lateral.
Our expectation for this well is an ultimate recovery of close to 42 Bcfe.
Based on drilling, completion and production results to date, our current estimate of the lateral length technical limit in the Marcellus is approximately 20,000 feet.
I will now turn the call over to Pat.
Sure, <UNK>.
This is Rob.
So on the G&A side, it's pretty straightforward.
You can look at the G&A numbers that are reported, and what we had estimated prior to the merger was that the present value of the next 10 years' worth of G&A savings would be worth $600 million.
We now think we're going to exceed that number by maybe as much as $100 million.
So that's gone well.
And as a proxy for the capital savings on drilling and completion, probably the best proxy is at lateral lengths.
And what we thought when we announced the transaction was that we would see lateral lengths improve from approximately 8,000 foot in Greene and Washington Counties to 12,000.
Now our current estimates are that we'll be at 13,600 feet for 2018, and it will improve beyond that.
And so we expect that we're going to exceed the $1.9 billion of capital and PV-ed synergies by a reasonable amount, several hundred million dollars.
So I'd say that we're well on track to deliver and exceed those synergies.
And so <UNK>, the next step is going to be the spin of NewCo.
And when we spin NewCo, it will still have this structure.
We'll have EQGP with EQM underneath, and the IDR is still in place.
So the ultimate decision on what happens with the IDR simplification will be up to the NewCo Board of Directors and management team.
I would give you my opinion that, that structure is probably not viable long term in this market.
And so I think it's something that we'll start putting our minds to.
But again, I would emphasize that, that is going to be a NewCo board and management decision on the timing of any potential simplification.
This is Dave.
Just to add to what Rob had to say, I completely agree.
I think in Rob's earlier comments, he's talked about a shelf life of IDRs, and that's going to be one of our first priorities with NewCo and the management team and board to see what that timing is.
This is <UNK>.
I don't think going longer changes our spacing assumptions, but I just think, in general, we're leaning towards increasing spacing over time because that's where the technology is pointing.
I think we're becoming more efficient with our fracturing technique, and we sort of know the boundaries of them.
And I think, over time, you'll see our spacing probably increasing, which we think will ultimately result in lower development costs.
So that's why we would do it ---+ or development cost per Mcf.
So that will be drive ---+ that will be forefront in our thinking on that.
We're (inaudible) but we don't unfortunately.
But the ---+ I would say that we are in the 750- to 800-foot spacing range right now.
I think you'll see the industry and us going more in the 1,000-foot range over time.
Just hoping you can maybe just talk through any potential changes to the timing of that pretty material free cash flow inflection and priorities of use of free cash flow post the spin.
And with that ---+ does that include the ongoing acre spend that you have.
Yes.
Okay.
Yes, that is actually a pretty [low] number.
Could you just refresh us on priorities for use of free cash flow.
Well, I mean, the ---+ so in the immediate future, with the separation, we're going to realign the balance sheets of both EQT and EQM.
Our ---+ we have moderated growth projections.
But in the projections that you guys have seen over the past 6 months from upper teens and low 20s now to low teens and ---+ but that I think ---+ that is subject to move based on what the market does, what gas pricing does, what transportation does out in the industry.
And then clearly, returning cash to shareholders is a priority.
So I think it's going to be a mix of moderate growth and returning cash to shareholders once we have used some of the proceeds from the streamlining transactions to realign the balance sheets.
Drew, the bias is always to return money to shareholders.
Everything else is going to be viewed against that standard.
Any type of the growth, et cetera, it's always going to be viewed against the possibility of giving ---+ returning capital to shareholders.
Okay.
That's very clear.
One last one, just a follow-up on the comment about aligning the balance sheets.
Do we ---+ do you think there's some potential for any debt that's currently recoursed to the parent to go to EQM.
You guys talked about, I think, the RMP debt will be transferred over and be recoursed now to EQM.
Is there any potential additional debt that would go to the midstream.
Well, no.
The RMP debt ---+ is the revolver that we will take out.
So it won't become recoursed to EQM, but EQM will just take that out.
We are taking about $1.2 billion up to EQT in the drop transaction, and that cash will be used to pay down the EQT revolver.
There are not bonds at EQT that will become recoursed at EQM.
But we do have some relatively near-term maturities, some in 2019.
And so we will use additional funds to pay down some of that debt.
But effectively, we will move well over $1 billion of debt that was at the EQT level to EQM, which will put us more in line with both EQT and EQM's leverage targets, so somewhere below 2x at EQT and moving towards 1.5x; and for EQM in that 3 to 4x range, which will leave both businesses comfortably investment grade and, I think, fits their cash flow profile very well.
Yes.
So I think that, that $130 million number was ---+ that was guidance that we gave about a year ago or about at the time of the Rice merger.
And so the '18 number is bigger.
I can't remember if the $130 million was a next 12 months or if it was a '17 number, but it was one of the 2.
The $150 million, $160 million is a good number for '18 and then you're pushing on towards $250 million to $260 million in 2019.
So the growth profile is pretty steep, but that's what allowed the valuation that we were able to negotiate for that asset.
<UNK>, we're not going to comment on any M&A or divestitures or acquisitions.
We just as a matter of course don't do it.
No, I think we were just ---+ we were fairly light on our 2019 hedge book compared to where we historically would be given the proximity of 2019 to where we are.
So it's just normal course.
There's ---+ don't read anything more than that into it.
It's certainly a consideration.
It's something that we think about here internally and talk to the board about and will obviously be ongoing.
