Equitrans Midstream Announces Third Quarter 2022 Results

CANONSBURG, Pa.–(BUSINESS WIRE)–Equitrans Midstream Corporation (NYSE: ETRN), today, announced financial and operational results for the third quarter 2022. Included in the “Non-GAAP Disclosures” section of this news release are important disclosures regarding the use of non-GAAP supplemental financial measures, including information regarding their most comparable GAAP financial measure.

Q3 2022 Highlights:

  • Recorded 72% of total operating revenue from firm reservation fees
  • Reduced full-year capital expenditure guidance by approximately $20 million
  • Raised full-year free cash flow and retained free cash flow guidance

There continues to be significant, bipartisan support for federal energy infrastructure permitting reform legislation,” said Thomas F. Karam, Equitrans chairman and chief executive officer. “However, despite current global events continuing to evidence the need for MVP to help the United States deliver energy certainty, security and independence, the same panel of judges in the U.S. Fourth Circuit Court of Appeals has again been assigned and appears hostile in an MVP-related permitting case. Further, there is timing uncertainty in the MVP permitting process. The litigation and regulatory issues present for critical natural gas infrastructure projects like MVP, combined with global events, clearly highlight the need for expeditious action by Congress on federal permitting reform legislation as the best path to complete the MVP project in 2023.”

2022 THIRD QUARTER SUMMARY RESULTS

Three Months Ended September 30, 2022

$ millions (except per share metrics)

Net loss attributable to ETRN common shareholders

$

(521.2

)

Adjusted net income attributable to ETRN common shareholders

$

38.1

Loss per diluted share attributable to ETRN common shareholders

$

(1.20

)

Adjusted earnings per diluted share attributable to ETRN common shareholders

$

0.09

Net loss

$

(503.6

)

Adjusted EBITDA

$

259.4

Deferred revenue

$

84.9

Net cash provided by operating activities

$

209.6

Free cash flow

$

36.8

Retained free cash flow

$

(28.1

)

Net loss attributable to ETRN common shareholders for the third quarter 2022 was impacted by several items, including a $583.1 million impairment of equity method investment related to Mountain Valley Pipeline, LLC (MVP JV) primarily as a result of increased risk from recent legal and regulatory uncertainties, an associated $116.8 million increase in income tax expense primarily due to a valuation allowance placed on the deferred tax assets, a $2.4 million unrealized loss on derivative instruments, and a $3.7 million gain on sale of non-core gathering assets. The unrealized loss is reported within other income and relates to the contractual agreement with EQT Corporation (EQT) in which ETRN will receive cash from EQT conditioned on the quarterly average of certain Henry Hub natural gas prices exceeding certain thresholds beginning with the quarter in which the Mountain Valley Pipeline (MVP) is placed in-service through the fourth quarter of 2024. The contract is accounted for as a derivative with the fair value marked-to-market at each quarter-end. The valuation allowance is reported within income tax (benefit) expense and the gain on sale is reported within other income.

As a result of the gathering agreement entered into with EQT in February 2020, revenue from the contracted minimum volume commitment (MVC) is recognized utilizing an average gathering rate applied over the remaining contract life. The difference between the cash received from the MVC and the revenue recognized results in the deferral of revenue into future periods. For the third quarter 2022, deferred revenue was $84.9 million.

Operating revenue for the third quarter decreased by $10.3 million, compared to the same quarter last year, primarily due to increased deferred revenue and lower gathered volumes, partially offset by higher water services revenue. Operating expenses decreased by $1.1 million compared to the third quarter 2021, primarily from lower operating and maintenance expenses.

QUARTERLY DIVIDEND

For the third quarter 2022, ETRN will pay a quarterly cash dividend of $0.15 per common share on November 14, 2022, to ETRN common shareholders of record at the close of business on November 2, 2022.

TOTAL CAPITAL EXPENDITURES AND CAPITAL CONTRIBUTIONS

$ millions

Three Months Ended

September 30, 2022

Nine Months Ended

September 30, 2022

Full-Year 2022

Forecast

MVP

$46

$157

$190 – $210

Gathering(1)

$68

$178

$245 – $265

Transmission(2)

$13

$24

$35

Water(3)

$17

$49

$70

Total

$144

$408

$540 – $580

1)

Excludes $5.9 million and $17.6 million of capital expenditures related to the noncontrolling interest in Eureka Midstream Holdings, LLC (Eureka) for the three and nine months ended September 30, 2022, respectively. Full-year 2022 forecast excludes approximately $20 million of capital expenditures related to the noncontrolling interest in Eureka

2)

Includes capital contributions to MVP JV for the MVP Southgate project.

3)

Full-year forecast includes approximately $20 million to replace certain previously installed water lines that ETRN believes do not meet their prescribed quality standards. ETRN has instituted actions in pursuit of recoupment of such replacement and related costs

OUTLOOK

Financial Outlook

$ millions

Full-Year 2022

Net loss

($250) – ($270)

Adjusted EBITDA

$1,040 – $1,060

Deferred Revenue

$350

Free cash flow

$355 – $375

Retained free cash flow

$95 – $115

BUSINESS AND PROJECT UPDATES

Outstanding Debt and Liquidity

As of September 30, 2022, ETRN reported $6.4 billion of consolidated debt; $100.0 million of borrowings and $234.9 million of letters of credit outstanding under EQM’s revolving credit facility; $295.0 million of borrowings under Eureka’s revolving credit facility; and $48.1 million of cash.

Exercise of Cash Option

Pursuant to the 2020 gathering agreement, on July 8, 2022, EQT elected to forgo aggregate gathering rate relief of up to approximately $235 million in the 24 months following MVP’s in-service in exchange for a cash payment of approximately $196 million. The cash payment represents final consideration for approximately 20.5 million ETRN common shares that were purchased from EQT and retired in the first quarter of 2020. ETRN made the $196 million cash payment to EQT on October 4, 2022.

Ohio Valley Connector Expansion Project

On September 30, 2022, the Federal Energy Regulatory Commission (FERC) issued a Draft Environmental Impact Statement for the Ohio Valley Connector Expansion Project (OVCX). OVCX will increase deliverability on ETRN’s Ohio Valley Connector pipeline by approximately 350 MMcf per day and is designed to meet growing demand in key markets in the mid-continent and Gulf Coast through existing interconnects with long-haul pipelines in Clarington, OH. Based on the expected regulatory and permitting timeframe, ETRN is targeting the incremental capacity to be in-service during the first half of 2024. ETRN expects to invest approximately $160 million in the project, which is primarily supported by a long-term firm capacity commitment of 330 MMcf per day.

Mountain Valley Pipeline

MVP JV remains engaged in the permitting process with the relevant federal agencies for the outstanding permits required to complete the project. However, based on ETRN’s perceptions of the continued hostility of the Fourth Circuit Court panel during the oral argument conducted on October 25, 2022 relating to the West Virginia Section 401 water quality certification approval for the project, as well as uncertainty regarding Federal agencies’ final timelines to issue necessary permits and authorizations for the MVP project, ETRN believes that the best path to complete the MVP project in accordance with ETRN’s previously-communicated targeted full in-service date during the second half of 2023 and total project cost of approximately $6.6 billion is for there to be enacted expeditiously federal energy infrastructure permitting reform legislation that specifically requires the completion of the MVP project. Through September 30, 2022, ETRN has funded approximately $2.7 billion and, based on the total project cost estimate, expects to fund a total of approximately $3.4 billion and to have an approximate 48.1% ownership interest in MVP. ETRN will operate the pipeline.

MVP Southgate

The MVP JV continues to evaluate the MVP Southgate project, including engaging in discussions with the shipper regarding options for the project, such as likely changes to the project design, scope and timing in lieu of pursuing the project as originally contemplated. As originally designed, MVP Southgate is estimated to cost approximately $450 million to $500 million and is backed by a 300 MMcf per day firm capacity commitment from Dominion Energy North Carolina. In 2022, ETRN expects to make capital contributions related to MVP Southgate of less than $5 million. ETRN has a 47.2% ownership interest in MVP Southgate and is expected to operate the pipeline.

Water Services

In the third quarter, water operating income was $2.3 million and water EBITDA was $7.5 million. For the year, ETRN continues to expect water EBITDA of approximately $30 million.

Q3 2022 Earnings Conference Call Information

ETRN will host a conference call with security analysts today, November 1, 2022, at 10:30 a.m. (ET) to discuss third quarter 2022 financial results, operating results, and other business matters.

Call Access: An audio live stream of the call will be available on the internet, and participants are encouraged to pre-register online, in advance of the call. A link to the audio live stream will be available on the Investors page of ETRN’s website the day of the call.

Security Analysts :: Dial-In Participation

To participate in the Q&A session, security analysts may access the call in the U.S. toll free at (888) 330-3573; and internationally at (646) 960-0677. The ETRN conference ID is 6625542.

All Other Participants :: Webcast Registration

Please Note: For optimal audio quality, the webcast is best supported through Google Chrome and Mozilla Firefox browsers.

Call Replay: For 14 days following the call, an audio replay will be available at (800) 770-2030 or (647) 362-9199. The ETRN conference ID: 6625542.

ETRN management speaks to investors from time-to-time and the presentation for these discussions, which is updated periodically, is available via www.equitransmidstream.com.

NON-GAAP DISCLOSURES

Adjusted Net Income (Loss) Attributable to ETRN Common Shareholders and Adjusted Earnings per Diluted Share Attributable to ETRN Common Shareholders

Adjusted net income (loss) attributable to ETRN common shareholders and adjusted earnings (loss) per diluted share attributable to ETRN common shareholders are non-GAAP supplemental financial measures that management and external users of ETRN’s consolidated financial statements, such as investors, may use to make period-to-period comparisons of earnings trends. Management believes that adjusted net income (loss) attributable to ETRN common shareholders and adjusted earnings (loss) per diluted share attributable to ETRN common shareholders as presented provide useful information for investors for evaluating period-over-period earnings. Adjusted net income (loss) attributable to ETRN common shareholders and adjusted earnings (loss) per diluted share attributable to ETRN common shareholders should not be considered as alternatives to net income (loss) attributable to ETRN common shareholders, earnings (loss) per diluted share attributable to ETRN common shareholders or any other measure of financial performance presented in accordance with GAAP. Adjusted net income (loss) attributable to ETRN common shareholders and adjusted earnings (loss) per diluted share attributable to ETRN common shareholders as presented have important limitations as analytical tools because they exclude some, but not all, items that affect net income (loss) attributable to ETRN common shareholders and earnings (loss) per diluted share attributable to ETRN common shareholders, including, as applicable, impairments of long-lived assets and equity method investments, unrealized gain (loss) on derivative instruments, loss on extinguishment of debt, gain on the sale of gathering assets and the related tax impacts of these items, which items affect the comparability of results period to period. Additionally, because these non-GAAP metrics may be defined differently by other companies in ETRN’s industry, ETRN’s definitions of adjusted net income (loss) attributable to ETRN common shareholders and adjusted earnings (loss) per diluted share attributable to ETRN common shareholders may not be comparable to similarly titled measures of other companies, thereby diminishing the utility of the measures. Adjusted net income (loss) attributable to ETRN common shareholders and adjusted earnings (loss) per diluted share attributable to ETRN common shareholders should not be viewed as indicative of the actual amount of net income (loss) attributable to ETRN common shareholders or actual earnings (loss) of ETRN in any given period.

The table below reconciles adjusted net income attributable to ETRN common shareholders and adjusted earnings per diluted share attributable to ETRN common shareholders with net income (loss) attributable to ETRN common shareholders and earnings (loss) per diluted share attributable to ETRN common shareholders as derived from the statements of consolidated comprehensive income to be included in ETRN’s Quarterly Report on Form 10-Q for the three months ended September 30, 2022.

Reconciliation of Adjusted Net Income Attributable to ETRN Common Shareholders and Adjusted Earnings per Diluted Share Attributable to ETRN Common Shareholders

Three Months Ended September 30,

(Thousands, except per share information)

2022

2021

Net (loss) income attributable to ETRN common shareholders

$

(521,156

)

$

72,720

Add back (deduct):

Impairment of equity method investment

583,057

Unrealized loss (gain) on derivative instruments

2,387

(21,328

)

Gain on sale of gathering assets

(3,719

)

Tax impact of non-GAAP items(1)

(22,488

)

5,599

Adjusted net income attributable to ETRN common shareholders

$

38,081

$

56,991

Diluted weighted average common shares outstanding

433,348

433,675

Adjusted earnings per diluted share attributable to ETRN common shareholders

$

0.09

$

0.13

(1)

The adjustments were tax effected at ETRN’s federal and state statutory tax rate for each period and account for certain discrete valuation allowance adjustments associated with the impact of nonrecurring items.

Adjusted EBITDA

As used in this news release, Adjusted EBITDA means, as applicable, net income (loss), plus income tax expense (benefit), net interest expense, loss on extinguishment of debt, depreciation, amortization of intangible assets, impairments of long-lived assets and equity method investment, payments on the preferred interest in EQT Energy Supply, LLC (Preferred Interest), non-cash long-term compensation expense, and less equity income, AFUDC-equity, unrealized gain (loss) on derivative instruments, gain on sale of gathering assets and adjusted EBITDA attributable to noncontrolling interest.

The table below reconciles adjusted EBITDA with net (loss) income as derived from the statements of consolidated comprehensive income to be included in ETRN’s Quarterly Report on Form 10-Q for the three months ended September 30, 2022.

Reconciliation of Adjusted EBITDA

Three Months Ended September 30,

(Thousands)

2022

2021

Net (loss) income

$

(503,596

)

$

90,905

Add (deduct):

Income tax (benefit) expense

(1,275

)

32,200

Net interest expense

101,085

94,101

Depreciation

68,572

66,021

Amortization of intangible assets

16,204

16,204

Impairment of equity method investment

583,057

Preferred Interest payments

2,746

2,746

Non-cash long-term compensation expense

3,658

2,999

Equity income

(48

)

(8,461

)

AFUDC – equity

(78

)

(82

)

Unrealized loss (gain) on derivative instruments

2,387

(21,328

)

Gain on sale of gathering assets

(3,719

)

Adjusted EBITDA attributable to noncontrolling interest(1)

(9,642

)

(9,618

)

Adjusted EBITDA

$

259,351

$

265,687

1)

Reflects adjusted EBITDA attributable to noncontrolling interest associated with the third-party ownership interest in Eureka. Adjusted EBITDA attributable to noncontrolling interest for the three months ended September 30, 2022 was calculated as net income of $2.9 million plus depreciation of $3.1 million, plus amortization of intangible assets of $2.1 million and plus interest expense of $1.5 million. Adjusted EBITDA attributable to noncontrolling interest for the three months ended September 30, 2021 was calculated as net income of $3.6 million, plus depreciation of $3.0 million, plus amortization of intangible assets of $2.1 million, and plus interest expense of $0.9 million.

Free Cash Flow

As used in this news release, free cash flow means net cash provided by operating activities plus principal payments received on the Preferred Interest, and less net cash provided by operating activities attributable to noncontrolling interest, dividends paid to Series A Preferred Shareholders, premiums and fees paid on extinguishment of debt, capital expenditures (excluding the noncontrolling interest share (40%) of Eureka capital expenditures), and capital contributions to MVP JV.

Retained Free Cash Flow

As used in this news release, retained free cash flow means free cash flow less dividends paid to common shareholders.

The table below reconciles free cash flow and retained free cash flow with net cash provided by operating activities as derived from the statements of consolidated cash flows to be included in ETRN’s Quarterly Report on Form 10-Q for the three months ended September 30, 2022.

Reconciliation of Free Cash Flow and Retained Free Cash Flow

Three Months Ended September 30,

(Thousands)

2022

2021

Net cash provided by operating activities

$

209,567

$

209,877

Add (deduct):

Principal payments received on the Preferred Interest

1,389

1,313

Net cash provided by operating activities attributable to noncontrolling interest(1)

(7,260

)

(7,740

)

ETRN Series A Preferred Shares dividends(2)

(14,628

)

(14,628

)

Capital expenditures(3)(4)

(105,867

)

(76,028

)

Capital contributions to MVP JV

(46,426

)

(94,298

)

Free cash flow

$

36,775

$

18,496

Less:

Dividends paid to common shareholders (5)

(64,917

)

(64,879

)

Retained free cash flow

$

(28,142

)

$

(46,383

)

1)

Reflects 40% of $18.2 million and $19.4 million, which was Eureka’s standalone net cash provided by operating activities for the three months ended September 30, 2022 and September 30, 2021, respectively, which represents the noncontrolling interest portion for the three months ended September 30, 2022, and September 30, 2021, respectively.

2)

Reflects cash dividends paid of $0.4873 per ETRN Series A Perpetual Convertible Preferred Share.

3)

Does not reflect amounts related to the noncontrolling interest share of Eureka.

4)

ETRN accrues capital expenditures when the work has been completed but the associated bills have not yet been paid. Accrued capital expenditures are excluded from the statements of consolidated cash flows until they are paid.

5)

Second quarter 2022 dividend of $0.15 per ETRN common share was paid during the third quarter 2022.

Adjusted EBITDA, free cash flow and retained free cash flow are non-GAAP supplemental financial measures that management and external users of ETRN’s consolidated financial statements, such as industry analysts, investors, lenders, and rating agencies, may use to assess:

  • ETRN’s operating performance as compared to other publicly traded companies in the midstream energy industry without regard to historical cost basis or, in the case of adjusted EBITDA, financing methods
  • The ability of ETRN’s assets to generate sufficient cash flow to pay dividends to ETRN’s shareholders
  • ETRN’s ability to incur and service debt and fund capital expenditures and capital contributions
  • The viability of acquisitions and other capital expenditure projects and the returns on investment of various investment opportunities

ETRN believes that adjusted EBITDA, free cash flow, and retained free cash flow provide useful information to investors in assessing ETRN’s financial condition and results of operations. Adjusted EBITDA, free cash flow, and retained free cash flow should not be considered as alternatives to net income (loss), operating income, or net cash provided by operating activities, as applicable, or any other measure of financial performance or liquidity presented in accordance with GAAP. Adjusted EBITDA, free cash flow, and retained free cash flow have important limitations as analytical tools because they exclude some, but not all, items that affect net income (loss), operating income and net cash provided by operating activities. Additionally, because these non-GAAP metrics may be defined differently by other companies in ETRN’s industry, ETRN’s definitions of adjusted EBITDA, free cash flow, and retained free cash flow may not be comparable to similarly titled measures of other companies, thereby diminishing the utility of the measures. Free cash flow and retained free cash flow should not be viewed as indicative of the actual amount of cash that ETRN has available for dividends or that ETRN plans to distribute and are not intended to be liquidity measures.

ETRN is unable to provide a reconciliation of projected adjusted EBITDA from projected net income (loss), the most comparable financial measure calculated in accordance with GAAP, or a reconciliation of projected free cash flow or retained free cash flow to net cash provided by operating activities, the most comparable financial measure calculated in accordance with GAAP. ETRN has not provided a reconciliation of projected adjusted EBITDA to projected net income (loss), the most comparable financial measure calculated in accordance with GAAP, due to the inherent difficulty and impracticability of predicting certain amounts required by GAAP with a reasonable degree of accuracy. Net income (loss) includes the impact of depreciation expense, income tax expense (benefit), the impact of changes in the projected fair value of derivative instruments prior to settlement, potential changes in estimates for certain contract liabilities and unbilled revenues and certain other items that impact comparability between periods and the tax effect of such items, which may be significant and difficult to project with a reasonable degree of accuracy. Therefore, a reconciliation of projected adjusted EBITDA to projected net income (loss) is not available without unreasonable effort.

ETRN is unable to project net cash provided by operating activities because this metric includes the impact of changes in operating assets and liabilities related to the timing of cash receipts and disbursements that may not relate to the period in which the operating activities occurred. ETRN is unable to project these timing differences with any reasonable degree of accuracy to a specific day, three or more months in advance. Therefore, ETRN is unable to provide projected net cash provided by operating activities, or the related reconciliation of each of projected free cash flow and projected retained free cash flow to projected net cash provided by operating activities, without unreasonable effort.

Contacts

Analyst inquiries:
Nate Tetlow – Vice President, Corporate Development and Investor Relations

412-553-5834

ntetlow@equitransmidstream.com

Media inquiries:
Natalie Cox – Communications and Corporate Affairs

ncox@equitransmidstream.com

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