Business Wire News

HOUSTON--(BUSINESS WIRE)--Phillips 66 (NYSE: PSX) Chairman and CEO Greg Garland will speak to investors and securities analysts at the Goldman Sachs Global Energy Conference on Thursday, Jan. 7, 2021, at 12:45 p.m. EST. Garland will discuss value creation in an evolving energy landscape and provide an update on the company’s strategic initiatives, including its commitment to disciplined capital allocation.


To access the webcast, go to the Phillips 66 Investors site, www.phillips66.com/investors, and click on “Events and Presentations.” A replay of the webcast will be archived on the Investors site approximately two hours after the event, and a transcript will be available at a later date.

About Phillips 66
Phillips 66 is a diversified energy manufacturing and logistics company. With a portfolio of Midstream, Chemicals, Refining, and Marketing and Specialties businesses, the company processes, transports, stores and markets fuels and products globally. Phillips 66 Partners, the company’s master limited partnership, is integral to the portfolio. Headquartered in Houston, the company has 14,500 employees committed to safety and operating excellence. Phillips 66 had $54 billion of assets as of Sept. 30, 2020. For more information, visit www.phillips66.com or follow us on Twitter @Phillips66Co.


Contacts

Jeff Dietert, 832-765-2297 (investors)
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Shannon Holy, 832-765-2297 (investors)
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Thaddeus Herrick, 855-841-2368 (media)
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KANSAS CITY, Mo.--(BUSINESS WIRE)--Northern Genesis Acquisition Corp. (NYSE: NGA, NGA-WT, and NGA-UN) (“Northern Genesis”) announced that on December 31, 2020, The Lion Electric Company (“Lion Electric” or “Lion”) filed with the U.S. Securities and Exchange Commission (“SEC”) a preliminary registration statement on Form F-4 (the “Registration Statement”), which includes a preliminary proxy statement of Northern Genesis, in connection with their proposed business combination.


Upon closing of the proposed business combination, a wholly-owned subsidiary of Lion Electric will merge with and into Northern Genesis, and Lion is expected to be listed on the New York Stock Exchange (NYSE) under the new ticker symbol “LEV.”

The business combination has been unanimously approved by the Boards of Directors of both Northern Genesis and Lion Electric and is expected to close in the first quarter of 2021, subject to the Registration Statement being declared effective by the SEC, approval by Northern Genesis stockholders, as well as other customary closing conditions.

National Bank Financial, BMO Capital Markets and Roth Capital Partners, LLC are serving as financial advisors, and Stikeman Elliott LLP and Vinson & Elkins L.L.P. are serving as legal advisors to Lion Electric. Barclays Capital Inc. is serving as exclusive M&A and capital markets advisor, and Husch Blackwell and Borden Ladner Gervais LLP are serving as legal advisors to Northern Genesis.

About The Lion Electric Company

The Lion Electric Company is an innovative manufacturer of zero-emission vehicles. The company creates, designs and manufactures all-electric class 5 to class 8 commercial urban trucks and all-electric buses and minibuses for the school, paratransit and mass transit segments. Lion is a North American leader in electric transportation and designs, builds and assembles all its vehicle components, including chassis, battery packs, truck cabins and bus bodies.

Always actively seeking new and reliable technologies, Lion vehicles have unique features that are specifically adapted to its users and their everyday needs. Lion believes that transitioning to all-electric vehicles will lead to major improvements in our society, environment and overall quality of life.

About Northern Genesis Acquisition Corp.

Northern Genesis Acquisition Corp. (NYSE: NGA) is a special purpose acquisition company formed for the purpose of effecting a merger, stock exchange, acquisition, reorganization or similar business combination with one or more businesses. The Northern Genesis management team brings a unique entrepreneurial owner-operator mindset and a proven history of creating shareholder value across the sustainable power and energy value chain. Northern Genesis is committed to helping the next great public company find its path to success; a path which will most certainly recognize the growing sensitivity of customers, employees and investors to alignment with the principles underlying sustainability.

Important Information and Where to Find It

The Registration Statement filed by Lion Electric with the SEC includes a preliminary prospectus relating to the registration of the securities to be issued by Lion Electric to Northern Genesis’ stockholders in connection with the transaction, and a preliminary proxy statement of Northern Genesis in connection with Northern Genesis’ solicitation of proxies for the vote by its stockholders with respect to the transaction and other matters as described in the Registration Statement. After the Registration Statement has been cleared by the SEC and declared effective, Northern Genesis will mail a definitive proxy statement to its stockholders. Investors and security holders of Northern Genesis and other interested parties are urged to read the Registration Statement, the preliminary proxy statement/prospectus and amendments thereto and the definitive proxy statement/prospectus (the "Joint Proxy Statement/Prospectus"), any amendments to the foregoing, and any other documents filed with the SEC, when available, because they will contain important information about Lion Electric, Northern Genesis and the proposed business combination. Investors and security holders of Northern Genesis may obtain free copies of the Joint Proxy Statement/Prospectus (when available) and other documents filed with the SEC by Northern Genesis and Lion Electric through the website maintained by the SEC at http://www.sec.gov or by directing a request to: Northern Genesis Acquisition Corp., 4801 Main Street, Suite 1000, Kansas City, MO 64112 or (816) 514-0324. The information contained on, or that may be accessed through, the websites referenced in this press release is not incorporated by reference into, and is not a part of, this press release.

Participants in the Solicitation

Northern Genesis and its directors and executive officers and other persons may be deemed to be participants in the solicitations of proxies from Northern Genesis’ stockholders in respect of the proposed business combination. Lion Electric and its officers and directors may also be deemed participants in such solicitation. Information regarding Northern Genesis’ directors and executive officers is available under the heading "Management" in its final prospectus dated August 17, 2020 filed with the SEC on August 18, 2020 (the "IPO Prospectus"). Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, which may, in some cases, be different than those of their stockholders generally, are contained in the Joint Proxy Statement/Prospectus and will be contained in other relevant materials to be filed with the SEC in connection with the proposed business combination when they become available. Stockholders, potential investors and other interested persons should read the Joint Proxy Statement/Prospectus carefully when it becomes available before making any voting or investment decisions. When available, these documents can be obtained free of charge from the sources indicated above.

No Offer or Solicitation

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities or constitute a solicitation of any vote or approval. No offer of securities, other than with respect to the concurrent private placement of Lion shares as described in the Registration Statement, shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act.

Forward-Looking Statements

All statements other than statements of historical facts contained in this press release constitute "forward-looking statements" (which shall include forward-looking information within the meaning of Canadian securities laws) within the meaning of Section 27A of the Securities Act. Forward-looking statements may generally be identified by the use of words such as "believe," "may," "will," "continue," "anticipate," "intend," "expect," "should," "would," "could," "plan," "project," "potential," "seem," "seek," "future," "target" or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters, although not all forward-looking statements contain such identifying words. These forward-looking statements include, but are not limited to, statements regarding the transaction, including with respect to timing and closing thereof and the ability to consummate the transaction. These statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of Lion Electric’s and Northern Genesis’ management and are not predictions of actual performance. Forward-looking statements involve inherent risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Lion Electric and Northern Genesis, and are based on a number of assumptions, as well as other factors that Lion Electric and Northern Genesis believe are appropriate and reasonable in the circumstances, but there can be no assurance that such estimates and assumptions will prove to be correct or that the Lion Electric’s vision, business, objectives, plans and strategies will be achieved. Many risks and uncertainties could cause Lion Electric’s actual results, performance or achievements or future events or developments to differ materially from those expressed or implied by the forward-looking statements, including those factors discussed in the Registration Statement and Northern Genesis’ IPO Prospectus, as well as other documents filed or to be filed by Lion Electric or Northern Genesis in accordance with applicable securities laws. These factors are not intended to represent a complete list of the factors that could affect Northern Genesis or Lion Electric, and there may be additional risks that neither Northern Genesis nor Lion Electric presently know or that Northern Genesis and Lion Electric currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect Northern Genesis’ and Lion Electric’s expectations, plans or forecasts of future events and views as of the date of this press release. Northern Genesis and Lion Electric anticipate that subsequent events and developments will cause their respective assessments to change. However, while Northern Genesis and Lion Electric may elect to update these forward-looking statements at some point in the future, Northern Genesis and Lion Electric have no intention and undertake no obligation to do so except as required by applicable law. These forward-looking statements should not be relied upon as representing Northern Genesis’ and Lion Electric’s assessments as of any date subsequent to the date of this press release.


Contacts

Lion Contacts:
Patrick Gervais
Lion Electric
Vice President of Marketing and Communications
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514-992-1060

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Northern Genesis Contact:
Avi Das
Investor Relations
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816-514-0324

TULSA, Okla.--(BUSINESS WIRE)--Helmerich & Payne, Inc. (NYSE: HP) today announced that John Lindsay, President and Chief Executive Officer; Mark Smith, Senior Vice President and Chief Financial Officer; Dave Wilson, Vice President of Investor Relations; and other members of H&P management plan to participate in the following investor conferences during the month of January 2021. Participation by the management team will vary by event.


  • The Goldman Sachs Global Energy Conference 2021 on both Wednesday, January 6, and Thursday, January 7, 2021.
  • The ATB 9th Annual Institutional Investor Conference on Wednesday, January 13, 2021.

Investor slides to be used during the conferences will be available for download on the company’s website, within Investors, under Presentations, the afternoon of January 5, 2021.

About Helmerich & Payne, Inc.

Founded in 1920, Helmerich & Payne, Inc. is committed to delivering industry leading drilling productivity and reliability. H&P operates with the highest level of integrity, safety and innovation to deliver superior results for our customers and returns for shareholders. Through its subsidiaries, the Company designs, fabricates and operates high-performance drilling rigs in conventional and unconventional plays around the world. H&P also develops and implements advanced automation, directional drilling and survey management technologies. For more information, visit www.helmerichpayne.com.

Helmerich & Payne uses its website as a channel of distribution for material company information. Such information is routinely posted and accessible on its Investor Relations website at www.helmerichpayne.com.


Contacts

IR Contact:
Dave Wilson, Vice President of Investor Relations
918-588-5190
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Transaction expected to be immediately accretive to earnings

Also acquired Sunfig for $3.75 Million

Expects 5-year solar revenue to exceed $700 Million

Management to hold conference call at 9am ET today

BUFFALO, N.Y.--(BUSINESS WIRE)--Gibraltar Industries, Inc. (Nasdaq: ROCK), a leader in the renewable energy, conservation, residential, industrial and infrastructure markets, today announced the further expansion of its solar energy portfolio through the acquisitions of TerraSmart and Sunfig. TerraSmart, the leading provider of screw-based, ground-mount solar racking technology, particularly used for solar projects installed on challenging terrain, was acquired for $220 million, subject to working capital adjustments. Sunfig, a provider of software solutions that optimize solar energy investments through upstream design, performance, and financial modeling, was acquired for $3.75 million in cash.


Key strategic benefits of these transactions:

  1. Strengthen Gibraltar’s position as the largest turnkey provider in the domestic solar energy market with the broadest portfolio of ground-mount infrastructure, tracker, and design software solutions, serving customers of any type and/or size on any terrain.
  2. Accelerate Gibraltar’s contribution toward the broader effort of making renewable energy more readily available for everyone, everywhere.
  3. Scale Gibraltar to a $700 million solar energy platform within its Renewable Energy and Conservation segment over the next five years, enhancing Gibraltar’s revenue growth and margin profile and demonstrating the company’s commitment to increasing its participation in higher value and faster growing markets.

“Adding TerraSmart and Sunfig to our existing solar business significantly increases our presence in the $14.3 billion domestic solar energy market, strengthens our renewable energy platform, and advances our ambition to deliver higher growth and returns,” said President and Chief Executive Officer Bill Bosway. “Equally important, this continued investment demonstrates our ongoing commitment to making solar energy the best choice in energy production. We are very excited to have the TerraSmart and Sunfig teams join Gibraltar and help us advance our vision of creating meaningful value for our people, our communities and our shareholders.”

TerraSmart

TerraSmart is the leading provider of screw-based, ground-mount solar racking technology with over ten years of experience in the design, engineering, and manufacturing of turnkey field solutions marketed under the GLIDE (fixed-tilt) and TerraTrak (single-axis tracker) brand names. Its innovative, integrated, and proprietary screw-based racking solutions offer rapid installation on any terrain. TerraSmart is headquartered in Fort Myers, FL, with field operations in Phoenix, AZ and Selkirk, NY, and manufacturing in Columbus, OH.

TerraSmart is expected to record 2020 revenue and Adjusted EBITDA of approximately $150-$155 million and $26-$28 million. Gibraltar expects its solar energy platform within its Renewable Energy and Conservation segment to surpass $700 million in organic revenue by 2025 from an anticipated pro forma fiscal 2020 revenue base of approximately $400 million.

Sunfig

Sunfig provides software solutions to optimize solar energy investments and increase project return through upstream design, performance, and financial modeling. Key offerings include:

  • Sunfig Instant Feasibility Tool (SIFT), a web-based software solution that optimizes solar project design for maximum financial return in real time using data and analytics.
  • APIs that integrate directly into existing software, tools, and processes. APIs include automated layout for ground mount and commercial rooftops, DC and AC coupled storage modeling, performance and financial modeling, and topography analysis.
  • Development services to help optimized increasingly complex contract and project requirements.

Transaction Highlights

On December 11, 2020, Gibraltar paid $3.75 million in cash for Sunfig.

On December 31, 2020, Gibraltar paid $228.2 million for TerraSmart, which represents the $220.0 million purchase price, increased by approximately $8.2 million for the estimated working capital adjustments, using a $85.0 million draw on its revolving credit facility and the assumption of $0.6 million of debt, with the remainder from cash on hand.

The combined transactions are expected to be immediately accretive to earnings.

Conference Call Details

Gibraltar will host a conference call today starting at 9:00 a.m. ET. Interested parties may access the webcast through the Investors section of the Company’s website at www.gibraltar1.com or dial (877) 407-3088 or (201) 389-0927. Presentation slides referenced during the conference call will be available for download on the website. A replay of the webcast and a copy of the transcript will be available on the website following the call.

About Gibraltar

Gibraltar Industries is a leading manufacturer and provider of products and services for the renewable energy, conservation, residential, industrial, and infrastructure markets. With a three-pillar strategy focused on business systems, portfolio management, and organization and talent development, Gibraltar’s mission is to create compounding and sustainable value with strong leadership positions in higher growth, profitable end markets. Gibraltar serves customers primarily throughout North America. Comprehensive information about Gibraltar can be found on its website at www.gibraltar1.com.

Forward-Looking Statements

Certain information set forth in this news release, other than historical statements, contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 that are based, in whole or in part, on current expectations, estimates, forecasts, and projections about the Company’s business, and management’s beliefs about future operations, results, and financial position. These statements are not guarantees of future performance and are subject to a number of risk factors, uncertainties, and assumptions. Actual events, performance, or results could differ materially from the anticipated events, performance, or results expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from current expectations include, among other things, the impacts of COVID-19 on the global economy and on our customers, suppliers, employees, operations, business, liquidity and cash flows, other general economic conditions and conditions in the particular markets in which we operate, changes in customer demand and capital spending, competitive factors and pricing pressures, our ability to develop and launch new products in a cost-effective manner, our ability to realize synergies from newly acquired businesses, and our ability to derive expected benefits from restructuring, productivity initiatives, liquidity enhancing actions, and other cost reduction actions. Before making any investment decisions regarding our company, we strongly advise you to read the section entitled “Risk Factors” in our most recent annual report on Form 10-K which can be accessed under the “SEC Filings” link of the “Investor Info” page of our website at www.Gibraltar1.com. The Company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable law or regulation.

Adjusted Financial Measures

This press release includes adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA). Adjusted EBITDA excludes special charges consisting of transaction related costs, costs incurred on new product development and other reclassifications. EBITDA is a measure commonly used by the capital markets to value enterprises. Interest, taxes, depreciation and amortization can vary significantly between companies due in part to differences in accounting policies, tax strategies, levels of indebtedness and interest rates. Excluding these items provides insight into the underlying results of operations and facilitates comparisons between other companies. Adjusted EBITDA is also a useful measure of the Company’s ability to service debt and is one of the measures used for determining debt covenant compliance. Special charges are excluded since they may not be considered directly related to the Company’s ongoing business operations. These adjusted measures should not be viewed as a substitute for the Company’s GAAP results and may be different than adjusted measures used by other companies.


Contacts

Investors:
LHA Investor Relations
Jody Burfening/Carolyn Capaccio
(212) 838-3777
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Press:
KemperLesnik
Michelle Press
(773) 612-3166
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SAN RAMON, Calif.--(BUSINESS WIRE)--Chevron Corporation (NYSE: CVX), one of the world’s leading energy companies, will hold its quarterly earnings conference call on Friday, January 29, 2021 at 11:00 a.m. ET (8:00 a.m. PT).


Conference Call Information:
Date: Friday, January 29, 2021
Time: 11:00 a.m. ET / 8:00 a.m. PT
Dial-in # (Listen-only mode): 856-344-9210 / 888-609-5666
Conference ID #: 8052538

Speakers:
Mike Wirth – Chairman of the Board and Chief Executive Officer
Pierre Breber – Vice President and Chief Financial Officer
Wayne Borduin – General Manager, Investor Relations

To access the live webcast, visit www.chevron.com.

The meeting replay will also be available on the company website under the “Investors” section.

Chevron Corporation is one of the world’s leading integrated energy companies. Through its subsidiaries that conduct business worldwide, the company is involved in virtually every facet of the energy industry. Chevron explores for, produces and transports crude oil and natural gas; refines, markets and distributes transportation fuels and lubricants; manufactures and sells petrochemicals and additives; generates power; and develops and deploys technologies that enhance business value in every aspect of the company’s operations. Chevron is based in San Ramon, Calif. More information about Chevron is available at www.chevron.com.


Contacts

Media Contact:
Sean Comey
+1 (925) 842-5509

HOUSTON--(BUSINESS WIRE)--Kinder Morgan, Inc. (NYSE: KMI) today announced that the Permian Highway Pipeline (PHP) began full commercial in-service on January 1, 2021. The pipeline has been flowing volumes during the commissioning process for several weeks prior to full commercial in-service. PHP delivers natural gas from the Waha to Katy, Texas area, with connections to the U.S. Gulf Coast and Mexico markets. Fully subscribed under long-term contracts, PHP provides approximately 2.1 billion cubic feet per day of incremental natural gas capacity, helping to reduce Permian Basin natural gas flaring.

“We are extremely pleased to have placed PHP in service. We are very proud of our team’s ability to execute and that we were able to complete this critical infrastructure project in the midst of a global pandemic. PHP will continue to provide environmental benefits and economic value to the State of Texas for many years to come,” said Kinder Morgan Natural Gas Midstream President Sital Mody. “We believe that the Permian Basin will remain an important supply basin for decades, and our strong network of pipelines provides the ability to connect this supply to critical markets along the Gulf Coast.”

Kinder Morgan Texas Pipeline (KMTP), a subsidiary of KMI, EagleClaw Midstream and Altus Midstream (Nasdaq: ALTM) each hold an ownership interest of approximately 26.7%, and an affiliate of an anchor shipper has a 20% interest. KMTP is the operator of the pipeline.

About Kinder Morgan, Inc.

Kinder Morgan, Inc. (NYSE: KMI) is one of the largest energy infrastructure companies in North America. Access to reliable, affordable energy is a critical component for improving lives around the world. We are committed to providing energy transportation and storage services in a safe, efficient, and environmentally responsible manner for the benefit of people, communities and businesses we serve. We own an interest in or operate approximately 83,000 miles of pipelines and 147 terminals. Our pipelines transport natural gas, refined petroleum products, crude oil, condensate, CO2 and other products, and our terminals store and handle various commodities including gasoline, diesel fuel chemicals, ethanol, metals and petroleum coke. For more information, please visit www.kindermorgan.com.

Important Information Relating to Forward-Looking Statements

This news release includes forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities and Exchange Act of 1934. Generally the words “expects,” “believes,” anticipates,” “plans,” “will,” “shall,” “estimates,” and similar expressions identify forward-looking statements, which are not historical in nature. Forward-looking statements in this news release include express or implied statements concerning the anticipated timing and benefits of the PHP and additional infrastructure projects and anticipated growth in natural gas supplies and markets. Forward-looking statements are subject to risks and uncertainties and are based on the beliefs and assumptions of management, based on information currently available to them. Although KMI believes that these forward-looking statements are based on reasonable assumptions, it can give no assurance as to when or if any such forward-looking statements will materialize or their ultimate impact on KMI’s operations or financial condition. Important factors that could cause actual results to differ materially from those expressed in or implied by these forward-looking statements include the risks and uncertainties described in KMI’s reports filed with the Securities and Exchange Commission (SEC), including its Annual Report on Form 10-K for the year-ended December 31, 2020 (under the headings “Risk Factors” and “Information Regarding Forward-Looking Statements” and elsewhere) and its subsequent reports, which are available through the SEC’s EDGAR system at www.sec.gov and on KMI’s website at ir.kindermorgan.com. Forward-looking statements speak only as of the date they were made, and except to the extent required by law, KMI undertakes no obligation to update any forward-looking statement because of new information, future events or other factors. Because of these risks and uncertainties, readers should not place undue reliance on these forward-looking statements.


Contacts

Katherine Hill
Media Relations
(713) 469-9176
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Investor Relations
(800) 348-7320
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www.kindermorgan.com

CANONSBURG, Pa.--(BUSINESS WIRE)--#ETRN--Equitrans Midstream Corporation (NYSE: ETRN) today announced that its wholly owned subsidiary, EQM Midstream Partners, LP (EQM), has priced an upsized offering of $800 million in aggregate principal amount of its 4.50% senior notes due 2029; and $1,100 million in aggregate principal amount of its 4.75% senior notes due 2031 (collectively, Notes). This represents an increase of $150 million in the combined aggregate principal amount of the Notes from the previously announced amount. EQM intends to use the net proceeds from the offering of the Notes to repay outstanding term loan borrowings, to purchase a portion of its outstanding indebtedness in the Tender Offers (as defined below), and for general partnership purposes. In the event the Tender Offers are not consummated, or the net proceeds from the offering are otherwise in excess of the amount needed to fund the Tender Offers, EQM intends to use any remaining proceeds to repay certain of its outstanding indebtedness, including borrowings under its $3 billion credit facility, or to prefund capital expenditures and/or capital contributions to Mountain Valley Pipeline, LLC. Subject to the satisfaction of customary closing conditions, the offering is expected to close on January 8, 2021.


On January 4, 2021, EQM also commenced tender offers (the Tender Offers) to purchase up to $350 million in aggregate principal amount of its outstanding 4.750% senior notes due 2023 and 4.000% senior notes due 2024 (collectively, Target Notes). The terms and conditions of the Tender Offers are set forth in EQM’s Offer to Purchase, dated January 4, 2021. In connection with the upsized offering of the Notes, ETRN hereby announces that EQM has amended the terms of the Tender Offers to increase the maximum aggregate principal amount of Target Notes it is offering to purchase in the Tender Offers from $350 million to $500 million. Except as described in this news release, all other terms of the Tender Offers remain unchanged.

The offering of the Notes has not been registered under the Securities Act of 1933, as amended (Securities Act), or any state securities laws and, unless so registered, the Notes may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The Notes are being offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons in transactions outside the United States pursuant to Regulation S under the Securities Act.

This news release is neither an offer to sell nor a solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the Notes or any other securities in any jurisdiction in which such offer, solicitation or sale is unlawful.

Cautionary Statement Regarding Forward-Looking Information

Disclosures in this news release contain certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act. Statements that do not relate strictly to historical or current facts are forward-looking. Words such as “could,” “will,” “may,” “assume,” “forecast,” “position,” “predict,” “strategy,” “expect,” “intend,” “plan,” “estimate,” “anticipate,” “believe,” “project,” “budget,” “potential,” or “continue,” and similar expressions are used to identify forward-looking statements. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include statements relating to the anticipated closing of the offering and the Tender Offers and the use of proceeds therefrom, as applicable. These statements 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. ETRN and EQM have based these forward-looking statements on current expectations and assumptions about future events. While ETRN and EQM 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 ETRN’s and EQM’s control. The risks and uncertainties that may affect the operations, performance and results of ETRN’s and EQM’s business and forward-looking statements include, but are not limited to, those set forth in ETRN’s and EQM’s respective publicly filed reports with the Securities and Exchange Commission (the SEC), including those set forth under Item 1A, “Risk Factors” of ETRN’s Annual Report on Form 10-K for the year ended December 31, 2019, as updated by Part II, Item 1A, "Risk Factors," of ETRN’s subsequent Quarterly Reports on Form 10-Q filed with the SEC, and those set forth under Item 1A, “Risk Factors” of EQM’s Annual Report on Form 10-K for the year ended December 31, 2019 and under Part II, Item 1A, "Risk Factors," of EQM’s Quarterly Report on Form 10-Q for the three months ended March 31, 2020 filed with the SEC on May 14, 2020.

All forward-looking statements speak only as of the date they are made and are based on information available at that time. ETRN and EQM assume no obligation to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements were made or to reflect the occurrence of unanticipated events except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.

Source: Equitrans Midstream Corporation


Contacts

Analyst/Investor inquiries:
Nate Tetlow — Vice President, Corporate Development and Investor Relations
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Media inquiries:
Natalie A. Cox — Communications and Corporate Affairs
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HOUSTON--(BUSINESS WIRE)--Halliburton Company (NYSE: HAL) has named Van H. Beckwith executive vice president, secretary and chief legal officer. Beckwith succeeds Robb Voyles who is stepping down after seven years with the Company. With this new role, Beckwith joins the Halliburton Executive Committee and assumes leadership of the Company’s Law Department, Global Communications & Marketing and Government Affairs.


Van brings an extensive legal background and broad strategic leadership to Halliburton,” said Halliburton Chairman, President & CEO Jeff Miller. “He is a strong addition to our executive leadership team and a great leader for our Company’s legal and communications groups.”

Beckwith joined Halliburton last year from Baker Botts L.L.P. where he practiced law for almost 30 years. He was global chair of the firm’s Litigation Department and a member of its Executive Committee. Throughout 2020, Beckwith led the commercial law group and worked with Voyles to transition overall leadership responsibilities.

Robb has been a trusted and strategic advisor to Halliburton and our Board of Directors, as well as a valued member of the Halliburton Executive Committee,” added Miller. “He established a standard of excellence for our legal and communications departments that I am confident Van will continue.”

ABOUT HALLIBURTON

Founded in 1919, Halliburton is one of the world's largest providers of products and services to the energy industry. With more than 40,000 employees, representing 140 nationalities in more than 80 countries, the company helps its customers maximize value throughout the lifecycle of the reservoir – from locating hydrocarbons and managing geological data, to drilling and formation evaluation, well construction and completion, and optimizing production throughout the life of the asset. Visit the Company’s website at www.halliburton.com. Connect with Halliburton on Facebook, Twitter, LinkedIn, Instagram and YouTube.


Contacts

For Investors:
Abu Zeya
Investor Relations
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281-871-2688

For News Media:
Emily Mir
External Affairs
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281-871-2601

LOS ANGELES--(BUSINESS WIRE)--Kilroy Realty Corporation (NYSE: KRC) announced today that as of the end of 2020 it had achieved carbon neutral operations. In 2018, the company was the first North American REIT to make a commitment to achieve carbon neutral operations and it accomplished its goal through energy efficiency, onsite renewables, offsite renewables, renewable energy certificates and verified emission reduction credits. These efforts fully addressed the Scope 1 and 2 greenhouse gas (GHG) emissions associated with the operations of KRC’s buildings.

“In 2018, I committed our company to reach carbon neutral operations by the end of 2020, and we have kept that promise. This achievement demonstrates that real estate companies can and should thrive while being excellent stewards of the environment,” said John Kilroy, Chairman and CEO of KRC.

The company focused on the following strategies to achieve carbon neutral operations:

  • Energy efficiency. KRC has reduced energy use of its assets approximately 18% from 2010 levels.
  • On-site renewables. KRC has solar photovoltaics installed on 15 of its properties. These systems generated approximately 2% of the total energy consumed by the KRC portfolio in 2020.
  • Offsite renewables. KRC has entered into an agreement for a large offsite solar array currently under development that will, when complete, fully address the electricity consumption of its directly managed properties. In addition, KRC procures 100% Green-e certified power for certain properties from several of its energy providers, including the Clean Power Alliance, San Diego Gas & Electric and Peninsula Clean Energy.
  • Renewable Energy Certificates (RECs). While not fully completed, KRC’s offsite solar project purchases RECs on KRC’s behalf that allow KRC to convert to 100% renewable electricity across all properties.
  • Carbon offsets. The remainder of the company’s greenhouse gas emissions are now offset by verified emission reduction credits. The resulting carbon offsets are Verified Carbon Standard (VCS) certified.

“Our tenants truly value our efforts and commitment to sustainability,” said Rob Paratte, KRC’s EVP and head of business development and leasing. “This is a win not only for the environment but for the reputation of our portfolio in the real estate community.”

KRC will continue to achieve carbon neutral operations annually, effectively decoupling its carbon emissions from the company’s growth or from changes in the operation of its properties, such as those due to COVID-19. The company is now focusing on reducing its Scope 3 emissions through strategic management of the carbon emissions associated with its construction materials as well as emissions associated with tenant energy use.

About Kilroy Realty Corporation. Kilroy Realty Corporation (NYSE: KRC, the “company”, “KRC”) is a leading West Coast landlord and developer, with a major presence in San Diego, Greater Los Angeles, the San Francisco Bay Area, and the Pacific Northwest. The company has earned global recognition for sustainability, building operations, innovation and design. As pioneers and innovators in the creation of a more sustainable real estate industry, the company’s approach to modern business environments helps drive creativity, productivity and employee retention for some of the world’s leading technology, entertainment, life science and business services companies.

KRC is a publicly traded real estate investment trust (“REIT”) and member of the S&P MidCap 400 Index with more than seven decades of experience developing, acquiring and managing office and mixed-use projects.

As of September 30, 2020, KRC’s stabilized portfolio totaled approximately 14.3 million square feet of primarily office and life science space that was 92.2% occupied and 95.5% leased. The company also had 808 residential units in Hollywood and San Diego, which had a quarterly average occupancy of 85.0% and 37.5%, respectively. In addition, KRC had seven in-process development projects with an estimated total investment of $1.9 billion, totaling approximately 2.3 million square feet of office and life science space. The office and life science space was 90% leased.

A Leader in Sustainability and Commitment to Corporate Social Responsibility

KRC is listed on the Dow Jones Sustainability World Index and has been recognized by industry organizations around the world. As of September 30, 2020, KRC’s stabilized portfolio was 68% LEED certified and 40% Fitwel certified - the world’s largest Fitwel portfolio of any non-governmental property owner.

The company has been recognized by GRESB, the Global Real Estate Sustainability Benchmark, as the sustainability global leader in the listed office sector. Other honors have included the National Association of Real Estate Investment Trust’s (NAREIT) Leader in the Light award for six consecutive years and ENERGY STAR Partner of the Year for seven years as well as ENERGY STAR’s highest honor of Sustained Excellence, for the past five years.

A big part of the company’s foundation is its commitment to enhancing employee growth, satisfaction and wellness while maintaining a diverse and thriving culture. The company was named to Bloomberg’s 2020 Gender Equality Index—recognizing companies committed to supporting gender equality through policy development, representation, and transparency.

More information is available at http://www.kilroyrealty.com.

Forward-Looking Statements. This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are based on our current expectations, beliefs and assumptions, and are not guarantees of future performance. Forward-looking statements are inherently subject to uncertainties, risks, changes in circumstances, trends and factors that are difficult to predict, many of which are outside of our control. Accordingly, actual performance, results and events may vary materially from those indicated or implied in the forward-looking statements, and you should not rely on the forward-looking statements as predictions of future performance, results or events. Numerous factors could cause actual future performance, results and events to differ materially from those indicated in the forward-looking statements, including, among others: global market and general economic conditions and their effect on our liquidity and financial conditions and those of our tenants; adverse economic or real estate conditions generally, and specifically, in the States of California and Washington; risks associated with our investment in real estate assets, which are illiquid, and with trends in the real estate industry; defaults on or non-renewal of leases by tenants; any significant downturn in tenants’ businesses; our ability to re-lease property at or above current market rates; costs to comply with government regulations, including environmental remediation; the availability of cash for distribution and debt service and exposure to risk of default under debt obligations; increases in interest rates and our ability to manage interest rate exposure; the availability of financing on attractive terms or at all, which may adversely impact our future interest expense and our ability to pursue development, redevelopment and acquisition opportunities and refinance existing debt; a decline in real estate asset valuations, which may limit our ability to dispose of assets at attractive prices or obtain or maintain debt financing, and which may result in write-offs or impairment charges; significant competition, which may decrease the occupancy and rental rates of properties; potential losses that may not be covered by insurance; the ability to successfully complete acquisitions and dispositions on announced terms; the ability to successfully operate acquired, developed and redeveloped properties; the ability to successfully complete development and redevelopment projects on schedule and within budgeted amounts; delays or refusals in obtaining all necessary zoning, land use and other required entitlements, governmental permits and authorizations for our development and redevelopment properties; increases in anticipated capital expenditures, tenant improvement and/or leasing costs; defaults on leases for land on which some of our properties are located; adverse changes to, or enactment or implementations of, tax laws or other applicable laws, regulations or legislation, as well as business and consumer reactions to such changes; risks associated with joint venture investments, including our lack of sole decision-making authority, our reliance on co-venturers’ financial condition and disputes between us and our co-venturers; environmental uncertainties and risks related to natural disasters; our ability to maintain our status as a REIT; and uncertainties regarding the impact of the COVID-19 pandemic, and restrictions intended to prevent its spread, on our business and the economy generally. These factors are not exhaustive and additional factors could adversely affect our business and financial performance. For a discussion of additional factors that could materially adversely affect our business and financial performance, see the factors included under the caption “Risk Factors” in our quarterly report on Form 10-Q for the period ending September 30, 2020 and in our annual report on Form 10-K for the year ended December 31, 2019 and our other filings with the Securities and Exchange Commission. All forward-looking statements are based on currently available information and speak only as of the dates on which they are made. We assume no obligation to update any forward-looking statement made in this press release that becomes untrue because of subsequent events, new information or otherwise, except to the extent we are required to do so in connection with our ongoing requirements under federal securities laws.


Contacts

Sara Neff
Senior Vice President
Sustainability
(310) 481-8449

WOODSIDE, Calif.--(BUSINESS WIRE)--Rodgers Silicon Valley Acquisition Corp. (NASDAQ: RSVAU, the “Company”) today announced that, commencing on or about January 4, 2021, holders of the units sold in the Company’s initial public offering may elect to separately trade the shares of common stock and warrants included in the units. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. The shares of common stock and warrants that are separated will trade on The Nasdaq Capital Market (“Nasdaq”) under the symbols “RSVA” and “RSVAW,” respectively. Those units not separated will continue to trade on the Nasdaq under the symbol “RSVAU” Holders of units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the units into shares of common stock and warrants.

Oppenheimer & Co. Inc. acted as the sole book-running manager for the offering. The offering was made only by means of a prospectus, copies of which may be obtained by contacting Oppenheimer & Co. Inc. Attention: Syndicate Prospectus Department, 85 Broad Street, 26th Floor, New York, NY 10004, or by telephone at (212) 667-8563, or by email at This email address is being protected from spambots. You need JavaScript enabled to view it. or by visiting EDGAR on the SEC’s website at www.sec.gov.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Rodgers Silicon Valley Acquisition Corp.

Rodgers Silicon Valley Acquisition Corp. is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. The Company’s mission is to provide fundamental public technology investors with early access to an excellent Silicon Valley technology company with a focus on green energy, electrification, storage, Smart Industry (IoT), Artificial Intelligence and the new automated-manufacturing wave.

Forward Looking Statements

This press release includes forward-looking statements that involve risks and uncertainties. Forward looking statements are statements that are not historical facts. Such forward-looking statements, including the successful consummation of the Company’s initial public offering, are subject to risks and uncertainties, which could cause actual results to differ from the forward looking statements. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.


Contacts

For investor and media inquiries, please contact:
In the United States:
The Blueshirt Group
Gary Dvorchak, CFA
Phone: (323) 240-5796
Email: This email address is being protected from spambots. You need JavaScript enabled to view it.

LEAWOOD, KS--(BUSINESS WIRE)--Tortoise today announced the following unaudited balance sheet information and asset coverage ratio updates for TYG, NTG, TTP, NDP, TPZ and TEAF.


Tortoise Energy Infrastructure Corp. (NYSE: TYG) today announced that as of December 31, 2020, the company’s unaudited total assets were approximately $456.5 million and its unaudited net asset value was $311.0 million, or $26.08 per share.

As of December 31, 2020, the company’s asset coverage ratio under the 1940 Act with respect to senior securities representing indebtedness was 490 percent, and its coverage ratio for preferred shares was 359 percent. For more information on the company’s coverage ratios, please refer to the leverage summary web page at https://cef.tortoiseecofin.com.

Set forth below is a summary of the company’s unaudited balance sheet at December 31, 2020.

 

Unaudited balance sheet

 

 

(in Millions)

Per Share

Investments

$401.5

$33.67

Cash and Cash Equivalents

1.9

0.16

Income Tax Receivable

52.1

4.36

Other Assets

1.0

0.08

Total Assets

456.5

38.27

 

Senior Notes

87.9

7.37

Preferred Stock

32.3

2.71

Total Leverage

120.2

10.08

 

Payable for Investments Purchased

9.7

0.81

Other Liabilities

2.2

0.18

Current Tax Liability

13.4

1.12

Net Assets

$ 311.0

$ 26.08

 

 

11.93 million common shares currently outstanding.

TYG has completed its share repurchases under the publicly announced repurchase plan allowing up to $25.0 million through December 31, 2020. Under the program, TYG repurchased 1,406,336 shares of its common stock at an average price of $17.762 and an average discount to NAV of 24.1%.

Tortoise Midstream Energy Fund, Inc. (NYSE: NTG) today announced that as of December 31, 2020, the company’s unaudited total assets were approximately $225.9 million and its unaudited net asset value was $152.0 million, or $26.93 per share.

As of December 31, 2020, the company’s asset coverage ratio under the 1940 Act with respect to senior securities representing indebtedness was 448 percent, and its coverage ratio for preferred shares was 356 percent. For more information on the company’s coverage ratios, please refer to the leverage summary web page at https://cef.tortoiseecofin.com.

Set forth below is a summary of the company’s unaudited balance sheet at December 31, 2020.

 

Unaudited balance sheet

 

 

(in Millions)

Per Share

Investments

$225.0

$ 39.86

Cash and Cash Equivalents

0.4

0.07

Other Assets

0.5

0.09

Total Assets

225.9

40.02

 

 

 

Short-Term Borrowings

31.8

5.64

Senior Notes

15.3

2.71

Preferred Stock

12.2

2.16

Total Leverage

59.3

10.51

 

 

 

Payable for Investments Purchased

5.5

0.97

Other Liabilities

1.2

0.21

Current Tax Liability

7.9

1.40

Net Assets

$ 152.0

$ 26.93

 

 

 

5.64 million common shares currently outstanding.

NTG has completed its share repurchases under the publicly announced repurchase plan allowing up to $12.5 million through December 31, 2020. Under the program, NTG repurchased 677,848 shares of its common stock at an average price of $18.426 and an average discount to NAV of 24.3%.

Tortoise Pipeline & Energy Fund, Inc. (NYSE: TTP) today announced that as of December 31, 2020, the company’s unaudited total assets were approximately $70.6 million and its unaudited net asset value was $47.5 million, or $20.28 per share.

As of December 31, 2020, the company’s asset coverage ratio under the 1940 Act with respect to senior securities representing indebtedness was 471 percent, and its coverage ratio for preferred shares was 331 percent. For more information on the company’s coverage ratios, please refer to the leverage summary web page at https://cef.tortoiseecofin.com.

Set forth below is a summary of the company’s unaudited balance sheet at December 31, 2020.

 

Unaudited balance sheet

 

 

(in Millions)

Per Share

Investments

$67.5

$ 28.83

Cash and Cash Equivalents

2.8

1.22

Other Assets

0.3

0.14

Total Assets

70.6

30.19

 

 

 

Senior Notes

14.5

6.18

Preferred Stock

6.1

2.61

Total Leverage

20.6

8.79

 

 

 

Payable for Investments Purchased

2.1

0.90

Other Liabilities

0.4

0.22

Net Assets

$47.5

$ 20.28

 

2.34 million common shares currently outstanding.

TTP has completed approximately $2.6 million of share repurchases under the publicly announced repurchase plan allowing up to $5.0 million through March 31, 2021. Under the program, TTP has repurchased 165,601 shares of its common stock at an average price of $15.711 and an average discount to NAV of 21.8%.

Tortoise Energy Independence Fund, Inc. (NYSE: NDP) today announced that as of December 31, 2020, the company’s unaudited total assets were approximately $36.8 million and its unaudited net asset value was $31.1 million, or $16.84 per share.

As of December 31, 2020, the company’s asset coverage ratio under the 1940 Act with respect to senior securities representing indebtedness was 1,210 percent. For more information on the company’s coverage ratios, please refer to the leverage summary web page at https://cef.tortoiseecofin.com.

Set forth below is a summary of the company’s unaudited balance sheet at December 31, 2020.

 

Unaudited balance sheet

 

 

(in Millions)

Per Share

Investments

$ 35.8

$ 19.40

Cash and Cash Equivalents

0.2

0.15

Receivable for Investments Sold

0.7

0.39

Other Assets

0.1

0.02

Total Assets

36.8

19.96

 

Credit Facility Borrowings

2.8

1.52

 

Payable for Investments Purchased

2.7

1.47

Other Liabilities

0.2

0.13

Net Assets

$ 31.1

$ 16.84

 

1.85 million common shares currently outstanding.

Tortoise Power and Energy Infrastructure Fund, Inc. (NYSE: TPZ) today announced that as of December 31, 2020, the company’s unaudited total assets were approximately $117.5 million and its unaudited net asset value was $91.2 million, or $13.44 per share.

As of December 31, 2020, the company’s asset coverage ratio under the 1940 Act with respect to senior securities representing indebtedness was 480 percent. For more information on the company’s coverage ratios, please refer to the leverage summary web page at https://cef.tortoiseecofin.com.

Set forth below is a summary of the company’s unaudited balance sheet at December 31, 2020.

 

Unaudited balance sheet

 

 

(in Millions)

Per Share

Investments

$ 115.3

$ 17.01

Cash and Cash Equivalents

1.0

0.14

Other Assets

1.2

0.17

Total Assets

117.5

17.32

 

 

 

Credit Facility Borrowings

24.0

3.54

 

 

 

Payable for Investments Purchased

1.7

0.25

Other Liabilities

0.6

0.09

Net Assets

$ 91.2

$ 13.44

 

6.78 million common shares currently outstanding.

TPZ has completed approximately $1.8 million of share repurchases under the publicly announced repurchase plan allowing up to $5.0 million through August 31, 2021. Under the program, TPZ has repurchased 172,427 shares of its common stock at an average price of $10.488 and an average discount to NAV of 20.8%.

Tortoise Essential Assets Income Term Fund (NYSE: TEAF) today announced that as of December 31, 2020, the company’s unaudited total assets were approximately $249.9 million and its unaudited net asset value was $221.9 million, or $16.45 per share.

As of December 31, 2020, the company’s asset coverage ratio under the 1940 Act with respect to senior securities representing indebtedness was 928 percent. For more information on the company’s coverage ratios, please refer to the leverage summary web page at https://cef.tortoiseecofin.com.

Set forth below is a summary of the company’s unaudited balance sheet at December 31, 2020.

   

Unaudited balance sheet

 
   

 

(in Millions)

 

Per Share

Investments

$245.9

 

$18.23

Cash and Cash Equivalents

0.8

 

0.06

Other Assets

3.2

 

0.23

Total Assets

249.9

 

18.52

 

 

 

 

Credit Facility Borrowings

26.8

 

1.99

 

 

 

 

Other Liabilities

1.2

 

0.08

Net Assets

$221.9

 

$16.45

 

 

 

 

13.49 million common shares outstanding.

The top 10 holdings for TYG, NTG, TTP, NDP, TPZ and TEAF as of the most recent month-end can be found on each fund’s portfolio web page at https://cef.tortoiseecofin.com.

About Tortoise

Tortoise focuses on energy & power infrastructure and the transition to cleaner energy. Tortoise’s solid track record of energy value chain investment experience and research dates back more than 20 years. As one of the earliest investors in midstream energy, Tortoise believes it is well-positioned to be at the forefront of the global energy evolution that is underway. With a steady wins approach and a long-term perspective, Tortoise strives to make a positive impact on clients and communities. For additional information, please visit www.TortoiseEcofin.com.

Tortoise Capital Advisors, L.L.C. is the Adviser to Tortoise Energy Infrastructure Corp., Tortoise Midstream Energy Fund, Inc., Tortoise Pipeline & Energy Fund, Inc., Tortoise Energy Independence Fund, Inc., Tortoise Power and Energy Infrastructure Fund, Inc. and Tortoise Essential Assets Income Term Fund. Ecofin Advisors Limited is a sub-adviser to Tortoise Essential Assets Income Term Fund.

For additional information on these funds, please visit cef.tortoiseecofin.com.

Safe harbor statement

This press release shall not constitute an offer to sell or a solicitation to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer or solicitation or sale would be unlawful prior to registration or qualification under the laws of such state or jurisdiction.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains certain statements that may include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical fact, included herein are "forward-looking statements." Although the funds and Tortoise Capital Advisors believe that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the fund’s reports that are filed with the Securities and Exchange Commission. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Other than as required by law, the funds and Tortoise Capital Advisors do not assume a duty to update this forward-looking statement.


Contacts

Maggie Zastrow
(913) 981-1020
This email address is being protected from spambots. You need JavaScript enabled to view it.

CANONSBURG, Pa.--(BUSINESS WIRE)--#ETRN--Equitrans Midstream Corporation (NYSE: ETRN) today announced that its wholly owned subsidiary, EQM Midstream Partners, LP (EQM), intends to offer, subject to market conditions, $1.75 billion in aggregate principal amount of senior unsecured notes (collectively, Notes) in a private offering. EQM intends to use the net proceeds from the offering of the Notes to repay outstanding term loan borrowings, to purchase a portion of its outstanding indebtedness in tender offers with respect to several series of outstanding notes, which commenced on January 4, 2021, with a maximum aggregate principal amount of $350 million (the Tender Offers), and for general partnership purposes. In the event the Tender Offers are not consummated, or the net proceeds from the offering are otherwise in excess of the amount needed to fund the Tender Offers, EQM intends to use any remaining proceeds to repay certain of its outstanding indebtedness, including borrowings under its $3 billion credit facility, or to prefund capital expenditures and/or capital contributions to Mountain Valley Pipeline, LLC.


The offering of the Notes has not been registered under the Securities Act of 1933, as amended (Securities Act), or any state securities laws and, unless so registered, the Notes may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The Notes are being offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons in transactions outside the United States pursuant to Regulation S under the Securities Act.

This news release is neither an offer to sell nor a solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the Notes or any other securities in any jurisdiction in which such offer, solicitation or sale is unlawful.

Cautionary Statement Regarding Forward-Looking Information
Disclosures in this news release contain certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act. Statements that do not relate strictly to historical or current facts are forward-looking. Words such as “could,” “will,” “may,” “assume,” “forecast,” “position,” “predict,” “strategy,” “expect,” “intend,” “plan,” “estimate,” “anticipate,” “believe,” “project,” “budget,” “potential,” or “continue,” and similar expressions are used to identify forward-looking statements. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include statements relating to the offering and the Tender Offers, including the expected timing thereof and the anticipated use of proceeds therefrom, as applicable. These statements 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. ETRN and EQM have based these forward-looking statements on current expectations and assumptions about future events. While ETRN and EQM 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 ETRN’s and EQM’s control. The risks and uncertainties that may affect the operations, performance and results of ETRN’s and EQM’s business and forward-looking statements include, but are not limited to, those set forth in ETRN’s and EQM’s respective publicly filed reports with the Securities and Exchange Commission (the SEC), including those set forth under Item 1A, “Risk Factors” of ETRN’s Annual Report on Form 10-K for the year ended December 31, 2019, as updated by Part II, Item 1A, "Risk Factors," of ETRN’s subsequent Quarterly Reports on Form 10-Q filed with the SEC, and those set forth under Item 1A, “Risk Factors” of EQM’s Annual Report on Form 10-K for the year ended December 31, 2019 and under Part II, Item 1A, "Risk Factors," of EQM’s Quarterly Report on Form 10-Q for the three months ended March 31, 2020 filed with the SEC on May 14, 2020.

All forward-looking statements speak only as of the date they are made and are based on information available at that time. ETRN and EQM assume no obligation to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements were made or to reflect the occurrence of unanticipated events except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.


Contacts

Analyst/Investor inquiries:
Nate Tetlow — Vice President, Corporate Development and Investor Relations
This email address is being protected from spambots. You need JavaScript enabled to view it.

Media inquiries:
Natalie A. Cox — Communications and Corporate Affairs
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DUBLIN--(BUSINESS WIRE)--The "SONAR Systems - Global Market Trajectory & Analytics" report has been added to ResearchAndMarkets.com's offering.


The publisher brings years of research experience to the 7th edition of this report. The 269-page report presents concise insights into how the pandemic has impacted production and the buy side for 2020 and 2021. A short-term phased recovery by key geography is also addressed.

Global SONAR Systems Market to Reach $4.4 Billion by 2027

Amid the COVID-19 crisis, the global market for SONAR Systems estimated at US$3.6 Billion in the year 2020, is projected to reach a revised size of US$4.4 Billion by 2027, growing at a CAGR of 2.8% over the period 2020-2027.

Defense, one of the segments analyzed in the report, is projected to record 3.1% CAGR and reach US$2.9 Billion by the end of the analysis period. After an early analysis of the business implications of the pandemic and its induced economic crisis, growth in the Commercial segment is readjusted to a revised 2.4% CAGR for the next 7-year period.

The U.S. Market is Estimated at $985.4 Million, While China is Forecast to Grow at 5.3% CAGR

The SONAR Systems market in the U.S. is estimated at US$985.4 Million in the year 2020. China, the world`s second largest economy, is forecast to reach a projected market size of US$902.8 Million by the year 2027 trailing a CAGR of 5.3% over the analysis period 2020 to 2027. Among the other noteworthy geographic markets are Japan and Canada, each forecast to grow at 0.7% and 2.1% respectively over the 2020-2027 period. Within Europe, Germany is forecast to grow at approximately 1.3% CAGR.

Competitors identified in this market include, among others:

  • Aselsan A. S.
  • Atlas Elektronik GmbH
  • ERAPSCO
  • Klein Marine Systems, Inc.
  • Kongsberg Maritime AS
  • L3 Ocean Systems
  • Lockheed Martin Corporation
  • Northrop Grumman Corporation
  • Raytheon Company
  • Thales Group

Key Topics Covered:

I. INTRODUCTION, METHODOLOGY & REPORT SCOPE

II. EXECUTIVE SUMMARY

1. MARKET OVERVIEW

  • Global Competitor Market Shares
  • SONAR System Competitor Market Share Scenario Worldwide (in %): 2019 & 2025
  • Impact of COVID-19 and a Looming Global Recession

2. FOCUS ON SELECT PLAYERS

3. MARKET TRENDS & DRIVERS

4. GLOBAL MARKET PERSPECTIVE

III. MARKET ANALYSIS

IV. COMPETITION

  • Total Companies Profiled: 38

For more information about this report visit https://www.researchandmarkets.com/r/at1vok


Contacts

ResearchAndMarkets.com
Laura Wood, Senior Press Manager
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For E.S.T Office Hours Call 1-917-300-0470
For U.S./CAN Toll Free Call 1-800-526-8630
For GMT Office Hours Call +353-1-416-8900

TULSA, Okla.--(BUSINESS WIRE)--Williams (NYSE: WMB) will host a virtual Environmental, Social and Governance (ESG) event on Tuesday, Jan. 19, 2021 at 10 a.m. Eastern Time (9 a.m. Central Time).


Alan Armstrong, Williams president and chief executive officer, along with members of the Williams executive team, will discuss the company’s ESG performance, climate commitment and forward-looking strategy for sustainable operations.

A limited number of phone lines will be available at (833) 350-1330. International callers should dial (778) 560-2598. The conference ID is 7197292.

Presentation slides and a link to the live video webcast will be accessible at https://investor.williams.com the morning of Jan. 19. A replay of the ESG event webcast will also be available on the website for at least 90 days following the event.

To learn more about ESG at Williams visit: www.williams.com/esg.

About Williams

Williams (NYSE: WMB) is committed to being the leader in providing infrastructure that safely delivers natural gas products to reliably fuel the clean energy economy. Headquartered in Tulsa, Oklahoma, Williams is an industry-leading, investment grade C-Corp with operations across the natural gas value chain including gathering, processing, interstate transportation and storage of natural gas and natural gas liquids. With major positions in top U.S. supply basins, Williams connects the best supplies with the growing demand for clean energy. Williams owns and operates more than 30,000 miles of pipelines system wide – including Transco, the nation’s largest volume and fastest growing pipeline – and handles approximately 30 percent of the natural gas in the United States that is used every day for clean-power generation, heating and industrial use.


Contacts

MEDIA:
This email address is being protected from spambots. You need JavaScript enabled to view it.
(800) 945-8723

INVESTOR CONTACT:
Danilo Juvane
(918) 573-5075

HOUSTON--(BUSINESS WIRE)--Forum Energy Technologies, Inc. (NYSE: FET) today announced that on December 31, 2020 it completed the sale of assets associated with its ABZ and Quadrant valve brands to Anvil and Smith-Cooper International. Total consideration for the transaction was $105 million in cash. As part of the transaction, Anvil and Smith-Cooper will employ the ABZ and Quadrant employees primarily located at the operations located in Madison, Kansas and Broussard, Louisiana.


Cris Gaut, Forum’s Chairman and Chief Executive Officer, commented, “This important transaction significantly improves our liquidity and financial flexibility, and continues the improvements made to Forum’s capital structure during 2020. Pro-forma for the sale proceeds, our net debt would be reduced by over one-third from the $308 million level at September 30, 2020. In 2021 we will remain focused on further improving our financial position and continuing quarterly positive free cash flow.

I am enthusiastic about Forum’s strategic positioning and future for a number of reasons:

  • Our cash balance equates to more than 150% of our equity market capitalization;
  • The further cost reduction measures we announced in our third quarter 2020 earnings call will improve our profitability and further enhance our earnings leverage as revenue grows;
  • We expect our revenues to remain highly correlated with the recovering level of drilling and completion activity; and
  • Our balance sheet, with significant cash on hand, a virtually undrawn credit facility that matures in late 2022 and convertible notes maturing in 2025, positions Forum to thrive in this opportunity-rich market environment.

In 2020, the ABZ and Quadrant product families generated revenues of approximately $42 million and made an EBITDA contribution of approximately $12 million. In each of 2018 and 2019, ABZ and Quadrant represented approximately 15% of the Adjusted EBITDA contribution from all Forum product lines, before corporate costs. This divestiture increases Forum’s focus on the growing level of drilling and completion activity, with the U.S. drilling rig count up by over 40% since August 2020.

The teams at ABZ and Quadrant have been a part of the Forum family since 2010 and we are grateful for their contribution over these many years. These brands will prove complementary to Anvil and Smith-Cooper International and we believe the ABZ and Quadrant employees will see new and expanding opportunities as a result.”

Anvil and Smith-Cooper International is a global provider of high-quality pipe connection, support system, fire protection, fabrication, and flow control products and services to the commercial, industrial, manufacturing, oil and gas, and power generation industries. The Company’s portfolio of brands includes AFCON®, Anvil, Anvil EPS, Basic-PSA, Beck, Catawissa, Cooplok, Cooplet, FlexHead, FPPI, Gruvlok, J.B. Smith, Merit, Megawatt, North Alabama Pipe, SCI, Sharpe, SPF, and SprinkFLEX. Anvil and Smith-Cooper International has headquarters in Commerce, CA, and Exeter, NH, with manufacturing and distribution locations strategically located throughout North America. For more information, please visit www.anvilintl.com.

Forum Energy Technologies is a global oilfield products company, serving the drilling, downhole, subsea, completions and production sectors of the oil and natural gas industry. The Company’s products include highly engineered capital equipment as well as products that are consumed in the drilling, well construction, production and transportation of oil and natural gas. Forum is headquartered in Houston, TX with manufacturing and distribution facilities strategically located around the globe. For more information, please visit www.f-e-t.com.

Forward Looking Statements and Other Legal Disclosure

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that the company expects, believes or anticipates will or may occur in the future are forward-looking statements. Without limiting the generality of the foregoing, forward-looking statements contained in this press release specifically include the expectations regarding positive impacts of cost reduction measures, drilling and completion activity and Forum’s ability to capitalize on opportunities in the current market environment.

These statements are based on certain assumptions made by the company based on management's experience and perception of historical trends, current conditions, anticipated future developments and other factors believed to be appropriate. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the company, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. Among other things, these include the severity and duration of the COVID-19 pandemic and related repercussions resulting from the negative impact on demand for oil and gas, the volatility of oil and natural gas prices, oilfield development activity levels, the availability of raw materials and specialized equipment, the company’s ability to deliver backlog in a timely fashion, the availability of skilled and qualified labor, competition in the oil and natural gas industry, governmental regulation and taxation of the oil and natural gas industry, the company’s ability to implement new technologies and services, the availability and terms of capital, and uncertainties regarding environmental regulations or litigation and other legal or regulatory developments affecting the company's business, and other important factors that could cause actual results to differ materially from those projected as described in the company's filings with the Securities and Exchange Commission.

Any forward-looking statement speaks only as of the date on which such statement is made and the company undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law.


Contacts

Investor Contact
Lyle Williams – EVP and Chief Financial Officer
713.351.7920
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CANONSBURG, Pa.--(BUSINESS WIRE)--#ETRN--Equitrans Midstream Corporation (NYSE: ETRN) today announced that its wholly owned subsidiary, EQM Midstream Partners, LP (the Partnership), has commenced tender offers (each, an Offer and, collectively, the Offers) to purchase up to $350 million in aggregate principal amount (as such amount may be increased or eliminated by the Partnership pursuant to the terms of the Offers, the Aggregate Maximum Principal Amount) of its outstanding notes listed in the table below.


The terms and conditions of the Offers are set forth in the Partnership’s Offer to Purchase, dated January 4, 2021 (the Offer to Purchase).

The Offer to Purchase relates to two separate Offers, one for each series of notes (each series, a Series of Notes, and such notes, collectively, the Notes). The Partnership’s obligation to accept for purchase, and to pay for, Notes that are validly tendered and not validly withdrawn pursuant to each Offer is conditioned on the satisfaction or waiver by the Partnership of a number of conditions, including the receipt by the Partnership of the net proceeds from one or more debt financing transactions on terms and in amounts reasonably satisfactory to the Partnership (the Financing Condition). No Offer is conditioned on any minimum amount of Notes being tendered or the consummation of any other Offer.

Notes

CUSIP Numbers

Principal Amount
Outstanding

Acceptance
Priority Level

Tender
Consideration(1)(2)

Early Tender
Premium(1)

Total
Consideration(1)(2)(3)

 

 

 

 

 

 

 

4.750% notes due 2023

26885B AD2

$1,100,000,000

1

$1,042.50

$30

$1,072.50

4.000% notes due 2024

26885B AA8

$500,000,000

2

$1,030.00

$30

$1,060.00

________________

(1)

Per $1,000 principal amount of Notes validly tendered and not validly withdrawn and accepted for purchase.

(2)

Excludes accrued interest, which will be paid on Notes accepted for purchase as described herein.

(3)

Includes the Early Tender Premium (as defined in the Offer to Purchase) for Notes validly tendered at or prior to the Early Tender Deadline (as defined below) (and not validly withdrawn) and accepted for purchase.

Each Offer will expire at 11:59 p.m., New York City time, on February 1, 2021, unless extended or earlier terminated (such time and date, as the same may be extended with respect to one or more Offers, the Expiration Date). Holders (as defined in the Offer to Purchase) of Notes must validly tender and not validly withdraw their Notes at or prior to 5:00 p.m., New York City time, on January 15, 2021 (such time and date, as the same may be extended with respect to one or more Offers, the Early Tender Deadline) in order to be eligible to receive the applicable Total Consideration, which includes the Early Tender Premium for the Notes of $30 per $1,000 principal amount of Notes tendered. Holders who validly tender their Notes after the Early Tender Deadline and at or prior to the Expiration Date will be eligible to receive only the applicable Tender Consideration, as set forth in the table above. In each case, such Holders will also be entitled to receive accrued and unpaid interest, if any, from the last interest payment date for the applicable Series of Notes up to, but not including, the applicable Settlement Date (as defined below), if and when the applicable Notes are accepted for purchase. The Offers are open to all Holders of the Notes.

Tendered Notes may be withdrawn at or prior to 5:00 p.m., New York City time, on January 15, 2021, by following the procedures described in the Offer to Purchase, but may not thereafter be validly withdrawn, except as provided for in the Offer to Purchase or required by applicable law.

All Notes validly tendered and not validly withdrawn at or prior to the Early Tender Deadline having a higher Acceptance Priority Level (as defined in the Offer to Purchase) will, subject to the Aggregate Maximum Principal Amount, be accepted before any Notes validly tendered and not validly withdrawn at or prior to the Early Tender Deadline having a lower Acceptance Priority Level are accepted pursuant to the Offers, and all Notes validly tendered and not validly withdrawn after the Early Tender Deadline and at or prior to the Expiration Date having a higher Acceptance Priority Level will, subject to the Aggregate Maximum Principal Amount, be accepted before any Notes validly tendered and not validly withdrawn after the Early Tender Deadline and at or prior to the Expiration Date having a lower Acceptance Priority Level are accepted pursuant to the Offers. However, Notes validly tendered and not validly withdrawn at or prior to the Early Tender Deadline will be accepted, subject to the Aggregate Maximum Principal Amount, for purchase in priority to other Notes validly tendered and not validly withdrawn after the Early Tender Deadline and at or prior to the Expiration Date, even if such Notes validly tendered and not validly withdrawn after the Early Tender Deadline and at or prior to the Expiration Date have a higher Acceptance Priority Level than the Notes validly tendered and not validly withdrawn at or prior to the Early Tender Deadline. If the aggregate principal amount of Notes validly tendered and not validly withdrawn at or prior to the Early Tender Deadline equals or exceeds the Aggregate Maximum Principal Amount, Holders of the Notes who validly tender and do not validly withdraw Notes after the Early Tender Deadline and at or prior to the Expiration Date will not have any such Notes accepted for payment regardless of the Acceptance Priority Level of such Notes, unless the Partnership increases the Aggregate Maximum Principal Amount. There can be no assurance that any or all tendered Notes of a given Acceptance Priority Level will be accepted for purchase.

If purchasing all the validly tendered and not validly withdrawn Notes of a given Acceptance Priority Level on the applicable Settlement Date would cause the Aggregate Maximum Principal Amount to be exceeded on such Settlement Date, the Partnership will accept such Notes on a pro rata basis, to the extent any Notes of such Acceptance Priority Level are accepted for purchase, so as to not exceed the Aggregate Maximum Principal Amount (with adjustments to avoid the purchase of Notes in a principal amount other than in the applicable minimum denomination requirements contained in the applicable indentures governing the Notes and integral multiples of $1,000 in excess thereof). As such, there can be no assurance that any or all tendered Notes of a given Acceptance Priority Level will be accepted for purchase, even if validly tendered and not validly withdrawn prior to the Early Tender Deadline.

The Partnership reserves the right, but is under no obligation, to increase or eliminate the Aggregate Maximum Principal Amount at any time without extending the applicable Withdrawal Deadline (as defined in the Offer to Purchase), subject to applicable law. As such, there can be no assurance that any or all tendered Notes of a given Acceptance Priority Level will be accepted for purchase, even if validly tendered and not validly withdrawn prior to the Early Tender Deadline.

The Partnership reserves the right, but is under no obligation, at any time after the Early Tender Deadline and before the Expiration Date, to accept Notes that have been validly tendered and not validly withdrawn for purchase on a date determined at the Partnership’s option (such date, if any, the Early Settlement Date). The Partnership currently expects the Early Settlement Date, if any, to occur on January 20, 2021. If the Partnership chooses to exercise its option to have an Early Settlement Date, the Partnership will purchase any remaining Notes that have been validly tendered and not validly withdrawn after the Early Tender Deadline and at or prior to the Expiration Date, subject to the Aggregate Maximum Principal Amount, the application of the Acceptance Priority Levels, and all conditions to the Offers having been satisfied or waived by the Partnership, on the final settlement date (the Final Settlement Date, and each of the Early Settlement Date and the Final Settlement Date, a Settlement Date). The Final Settlement Date, if any, is expected to be February 3, 2021, unless extended by the Partnership. If the Partnership chooses not to exercise its option to have an Early Settlement Date, it will purchase all Notes that have been validly tendered and not validly withdrawn at or prior to the Expiration Date, subject to the Aggregate Maximum Principal Amount, the application of the Acceptance Priority Levels, and all conditions to the Offers having been satisfied or waived by the Partnership, on the Final Settlement Date. No tenders of Notes submitted after the Expiration Date will be valid.

Barclays Capital Inc. is acting as Dealer Manager and D.F. King & Co., Inc. is acting as the Tender Agent and Information Agent for the Offers. Requests for documents may be directed to D.F. King & Co., Inc. at (866) 751-6313 or This email address is being protected from spambots. You need JavaScript enabled to view it.. Questions regarding the Offers may be directed to Barclays Capital Inc. collect at (212) 528-7581 or toll-free at (800) 438-3242.

This announcement is for informational purposes only and is not an offer to purchase or sell or a solicitation of an offer to purchase or sell, with respect to any securities, including in connection with the Financing Condition and the Offers. The Offers to purchase the Notes are only being made pursuant to the terms of the Offer to Purchase. The Offers are not being made in any state or jurisdiction in which such Offers would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. None of the Partnership, the Dealer Manager, or the Tender Agent and Information Agent is making any recommendation as to whether or not Holders should tender their Notes in connection with the Offers.

Cautionary Statement Regarding Forward-Looking Information
Disclosures in this news release contain certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Statements that do not relate strictly to historical or current facts are forward-looking. Words such as “could,” “will,” “may,” “assume,” “forecast,” “position,” “predict,” “strategy,” “expect,” “intend,” “plan,” “estimate,” “anticipate,” “believe,” “project,” “budget,” “potential,” or “continue,” and similar expressions are used to identify forward-looking statements. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include statements relating to the offering and the tender offers, including the expected timing thereof and the anticipated use of proceeds therefrom, as applicable. These statements 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. ETRN and the Partnership have based these forward-looking statements on current expectations and assumptions about future events. While ETRN and the Partnership 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 ETRN’s and the Partnership’s control. The risks and uncertainties that may affect the operations, performance and results of ETRN’s and the Partnership’s business and forward-looking statements include, but are not limited to, those set forth in ETRN’s and the Partnership’s respective publicly filed reports with the Securities and Exchange Commission (the SEC), including those set forth under Item 1A, “Risk Factors” of ETRN’s Annual Report on Form 10-K for the year ended December 31, 2019, as updated by Part II, Item 1A, "Risk Factors," of ETRN’s subsequent Quarterly Reports on Form 10-Q filed with the SEC, and those set forth under Item 1A, “Risk Factors” of the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2019 and under Part II, Item 1A, "Risk Factors," of EQM’s Quarterly Report on Form 10-Q for the three months ended March 31, 2020 filed with the SEC on May 14, 2020.

All forward-looking statements speak only as of the date they are made and are based on information available at that time. ETRN and the Partnership assume no obligation to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements were made or to reflect the occurrence of unanticipated events except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.

Source: Equitrans Midstream Corporation


Contacts

Analyst/Investor inquiries:
Nate Tetlow — Vice President, Corporate Development and Investor Relations
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Media inquiries:
Natalie A. Cox — Communications and Corporate Affairs
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Supercharging Technology and Scale

DENVER & HOUSTON--(BUSINESS WIRE)--Liberty Oilfield Services Inc. (NYSE: LBRT) and Schlumberger (NYSE: SLB) announced today the completion of the contribution of Schlumberger’s onshore hydraulic fracturing business in the United States and Canada (“OneStim®”) to Liberty on December 31, 2020, including its pressure pumping, pumpdown perforating, and Permian frac sand businesses, in exchange for a 37% equity interest in Liberty.


The transaction strengthens Liberty’s position in offering one of the most innovative suites of completion services and technologies to operators in onshore North America. Liberty will continue to be led by its current management team, developing and delivering next generation technology for the sustainable development of unconventional energy resources.

“Today, Liberty has laid the foundation for a new era of technology and sustainability in the oil and gas industry. We are driven to advance global energy access by bringing hydrocarbons to the surface in a clean, safe and efficient way,” said Chris Wright, Liberty Chairman and Chief Executive Officer. “Together, the talent and technology at Liberty enable us to execute on this responsibility, and we are excited to welcome our new employees and customers to the Liberty family. Our expanded technology portfolio, dedicated team of professionals and breadth of operations form the foundation for us to achieve greater innovation and efficiency to deliver the best service to our customers and returns to our shareholders.”

“This transaction positions Schlumberger to benefit from the strong recovery already underway in North American shale activity,” said Olivier Le Peuch, Chief Executive Officer, Schlumberger. “Our experience with Liberty over the past few months has confirmed our belief that this is the right combination for the future. We are proud to participate in the North America market with an organization that combines scale, technology, customer portfolio and talent unmatched in the industry. We look forward to realizing the synergies and to leverage our alliance agreement for further technology collaboration with Liberty.”

Concurrent with the closing, Liberty added two representatives from Schlumberger to its board of directors -Simon Ayat, Senior Strategic Advisor and former Executive Vice President and Chief Financial Officer, and James R McDonald, President of Americas Land.

Mr. Wright commented, “I am pleased to welcome Simon Ayat and James R McDonald to the Liberty board of directors. We are at an exciting time in our journey as a company, and their considerable global experience brings a unique perspective to Liberty. Our technology alliance agreement further complements our established technology and engineering services that help solve our customers’ challenges, and together, we look forward to enabling the next generation development of resources.”

About Liberty

Liberty is a leading North American oilfield services firm that offers one of the most innovative suites of completion services and technologies to onshore oil and natural gas exploration and production companies. Liberty was founded in 2011 with a relentless focus on developing and delivering next generation technology for the sustainable development of unconventional energy resources in partnership with our customers. Liberty is headquartered in Denver, Colorado. For more information about Liberty, please contact Investor Relations at This email address is being protected from spambots. You need JavaScript enabled to view it.

About Schlumberger

Schlumberger is the world's leading provider of technology and digital solutions for reservoir characterization, drilling, production, and processing to the energy industry. With product sales and services in more than 120 countries and employing approximately 82,000 people as of the end of third quarter of 2020 who represent over 170 nationalities, Schlumberger supplies the industry's most comprehensive range of products and services, from exploration through production, and integrated pore-to-pipeline solutions that optimize hydrocarbon recovery to deliver reservoir performance sustainably.

Schlumberger Limited has executive offices in Paris, Houston, London, and The Hague, and reported revenues of $32.92 billion in 2019. For more information, visit www.slb.com.


Contacts

Investors
Michael Stock – Liberty Oilfield Services, Chief Financial Officer
Tel: +1 (303) 515-2851
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Ndubuisi Maduemezia – Schlumberger Limited, Vice President of Investor Relations
Joy V. Domingo – Schlumberger Limited, Director of Investor Relations
Tel: +1 (713) 375-3535
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Media
Michael Stock – Liberty Oilfield Services, Chief Financial Officer
Tel: +1 (303) 515-2851
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Giles Powell – Schlumberger Limited, Director of Corporate Communication
Tel: +1 (713) 375-3494
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  • Two Leading Pump and Air Compressor Distributors Serving the Ohio River Valley Region
  • Leading California Pump Distributor Serving the Chemical and Water /Waste Water Markets
  • Attractive Aftermarket and Service Capabilities
  • Expected to Accelerate End Market Diversification
  • Attractive Growth Opportunities, Accretive to Margins, Cash Flow and Returns

HOUSTON--(BUSINESS WIRE)--DXP Enterprises, Inc. (NASDAQ: DXPE) today announced that it has completed the acquisitions of Total Equipment Company (“TEC”), APO Pumps & Compressors including Corporate Equipment Company (together “APO/CEC”) and Pumping Solutions, Inc. (“PSI”). Financial terms of the transactions were not disclosed. DXP funded the acquisitions with cash from the balance sheet.


“We are pleased to announce these acquisitions, as each company provides DXP with exceptional management teams that enhance our ability to collaborate and serve our customers, vendors and other stakeholders. Total Equipment and APO enhance our aftermarket and service capabilities along with furthering our end market diversification efforts. Pumping Solutions and CEC provide DXP with a growing and deepening presence into the water and wastewater market as well as other commercial and industrial end markets. We believe these acquisitions provide a repeatable and sustainable earnings profile that is complementary to our business and consistent with our strategy,” said David Little, Chairman and CEO of DXP Enterprises. “We welcome the employees of these companies to the DXP family. These acquisitions provide great opportunities for DXP and provide new opportunities for our vendors, customers and employees to grow with us going forward,” concluded Mr. Little.

Signing of the definitive agreements occurred on December 31, 2020. Sales and adjusted EBITDA were approximately $114 million and $16 million, respectively for the eleven months ended November 30, 2020. Adjusted EBITDA was calculated as income before tax, plus depreciation and amortization, and non-recurring items.

Kent Yee, CFO added, “We continue to execute on our strategic priorities and strategy of making acquisitions in markets and business models where we can continue to enhance DXP. In today’s market, we were able to not only accomplish our goals but also do it on favorable terms. We are adding over 269 talented employees to the DXP team and we look forward to our growth together. Combined, these acquisitions complement DXP while diversifying our products, services and end mark exposure. We expect this set of transactions to reduce our oil & gas exposure by 200-400 basis points while adding strong recurring revenue fueled by meaningful aftermarket and service capabilities. Additionally, we are adding scale to key end markets like water and waste water, chemical and food & beverage. We anticipate these acquisitions to be accretive to earnings.”

About DXP Enterprises, Inc.

DXP Enterprises, Inc. is a leading products and service distributor that adds value and total cost savings solutions to industrial customers throughout the United States, Canada and Dubai. DXP provides innovative pumping solutions, supply chain services and maintenance, repair, operating and production ("MROP") services that emphasize and utilize DXP’s vast product knowledge and technical expertise in rotating equipment, bearings, power transmission, metal working, industrial supplies and safety products and services. DXP's breadth of MROP products and service solutions allows DXP to be flexible and customer-driven, creating competitive advantages for our customers. DXP’s business segments include Service Centers, Innovative Pumping Solutions and Supply Chain Services. For more information, go to www.dxpe.com.

The Private Securities Litigation Reform Act of 1995 provides a “safe-harbor” for forward-looking statements. Certain information included in this press release (as well as information included in oral statements or other written statements made by or to be made by the Company) contains statements that are forward-looking. Such forward-looking information involves important risks and uncertainties that could significantly affect anticipated results in the future; and accordingly, such results may differ from those expressed in any forward-looking statement made by or on behalf of the Company. These risks and uncertainties include, but are not limited to; ability to obtain needed capital, dependence on existing management, leverage and debt service, domestic or global economic conditions, and changes in customer preferences and attitudes. In some cases, you can identify forward-looking statements by terminology such as, but not limited to, “may,” “will,” “should,” “intend,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “goal,” or “continue” or the negative of such terms or other comparable terminology. For more information, review the Company’s filings with the Securities and Exchange Commission.


Contacts

Kent Yee
Senior Vice President CFO
713-996-4700 – www.dxpe.com

  • Fisker Ocean SUV will be launched with Fisker Intelligent (FI) Pilot, which will deliver industry-unique features and experiences, including over-the-air updates
  • Fisker Ocean will be engineered with hardware to support future upgrades, higher levels of autonomy and advanced driver assistance features, delivered through post-production software-based updates
  • Fisker and Magna are working together to develop an industry-unique feature set and a suite of software packages powered by a scalable domain controller architecture
  • The partnership will result in joint intellectual property that would include unique features designed to enhance customer experiences

 


SAN FRANCISCO--(BUSINESS WIRE)--Fisker Inc. (NYSE: FSR) (Fisker) – designer and manufacturer of the world’s most emotion-stirring, eco-friendly electric vehicles and advanced mobility solutions – today announced it will partner with Magna for the joint development of FI-Pilot, which will be first applied on the Fisker Ocean SUV, planned for launch in Q4, 2022.

This unique partnership will result in the creation of an advanced and scalable domain controller architecture that will support a range of technologies and customer convenience features for the Ocean. These include:

  • Multi-function autonomous systems supporting Fisker-unique feature sets
  • Over-the-air updates (OTA) powered by the Fisker AI cloud and able to deliver incremental new advanced product features through the lifecycle of the vehicle
  • Advanced industry-leading sensor set, including digital imaging radar and high-resolution cameras supporting driver assistance features capable of higher levels of autonomy
  • Cybersecurity compliant and tailored to the Fisker ownership experience

“We are developing the FI-Pilot technologies to deliver unique features for our Fisker Ocean customers,” said Fisker Chairman and Chief Executive Officer, Henrik Fisker. “With state-of-the-art hardware and software packages, Fisker will deliver a new type of mobility experience that will stay relevant to the customer through the lifecycle of the vehicle. We will announce further product details closer to our launch in Q4 next year. Customers can expect FI-Pilot to deliver innovative and industry-unique features that are being created to enhance the mobility experience expected from a modern, premium electric vehicle.”

“Expanding from an EV platform sharing, complete vehicle engineering and manufacturing cooperation to collaboration on a full ADAS system demonstrates the breadth of capabilities Magna can deliver to help customers meet their goals,” said Swamy Kotagiri, Magna CEO. “It’s a collaboration that delivers scale and efficiency, while also contributing several advanced vehicle technologies to respond quickly to the evolving new mobility ecosystem.”

Fisker and Magna recently completed the definitive platform agreement and initial manufacturing agreement, just two months on from the original framework agreements. The Fisker Ocean will initially be manufactured exclusively by Magna in Europe, where it currently produces several high-quality vehicles on behalf of global brands. The Fisker Ocean will start deliveries both in the U.S. and in select European markets during Q4, 2022.

The Fisker Ocean SUV will use a modified version of a Magna-developed EV platform to develop the FM29 platform, and in the process, create new IP that is unique to Fisker. Complementing the FM29 platform will be a uniquely adapted advanced electrical electronics architecture that will support all vehicle systems, including the ADAS suite of technologies.

For more information, or for interview inquiries, contact This email address is being protected from spambots. You need JavaScript enabled to view it..

About Fisker Inc.

California-based Fisker Inc. is revolutionizing the automotive industry by developing the most emotionally desirable and eco-friendly electric vehicles on Earth. Passionately driven by a vision of a clean future for all, the company is on a mission to become the No. 1 e-mobility service provider with the world’s most sustainable vehicles. To learn more, visit www.FiskerInc.com – and enjoy exclusive content across Fisker’s social media channels: Facebook, Instagram, Twitter, YouTube and LinkedIn. Download the revolutionary new Fisker mobile app from the App Store or Google Play store.

Forward Looking Statements

This press release includes forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements may be identified by words such as “feel,” “believes,” expects,” “estimates,” “projects,” “intends,” “should,” “is to be,” or the negative of such terms, or other comparable terminology. Forward-looking statements are statements that are not historical facts. Such forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties, which could cause actual results to differ materially from the forward-looking statements contained herein due to many factors, including, but not limited to: Fisker’s limited operating history; Fisker’s ability to enter into additional manufacturing and other contracts with Magna, or other OEMs or tier-one suppliers in order to execute on its business plan; Fisker’s ability to execute its business model, including market acceptance of its planned products and services; Fisker’s inability to retain key personnel and to hire additional personnel; competition in the electric vehicle market; Fisker’s inability to develop a sales distribution network; and the ability to protect its intellectual property rights; and those factors discussed in Fisker’s Form 8-K filed with the Securities and Exchange Commission on November 4, 2020 under the heading “Risk Factors” and other reports and documents Fisker files from time to time with the SEC. Any forward-looking statements speak only as of the date on which they are made, and Fisker undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date of this press release.


Contacts

Fisker Inc.
Simon Sproule, SVP, Communications
310.374.6177 | This email address is being protected from spambots. You need JavaScript enabled to view it.

Dan Galves, VP, Investor Relations
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VALLEY FORGE, Pa.--(BUSINESS WIRE)--As previously announced, UGI Corporation (NYSE: UGI) entered into a definitive agreement to acquire Mountaintop Energy Holdings LLC, owner of Mountaineer Gas Company (“Mountaineer”), the largest gas local distribution company in West Virginia for an enterprise value of $540 million, which includes the assumption of approximately $140 million of debt.


  • Highly strategic and complementary investment in a single-state utility adjacent to UGI’s existing utility footprint.
  • Enterprise value represents approximately 1.4 times projected 2021 rate base.
  • The acquisition will increase UGI’s regulated utility rate base and customers served by nearly 14% and 30%, respectively, and is consistent with its strategy to focus growth investments on natural gas and renewable energy solutions opportunities.
  • Accretive to adjusted earnings per share (“EPS”) in first full year of operations.
  • Supports all financial targets and commitments including long-term 6% - 10% EPS growth and 4% annual dividend growth.
  • Mountaineer offers a secure platform for growth with predictable, regulated investment opportunities over the next several decades to improve the safety and reliability of the distribution system, serve new customers on the system, decrease methane and greenhouse gas emissions (“GHG”), and build on a long history of providing excellent customer service.

UGI will hold a live Internet Audio Webcast of its conference call to discuss the acquisition of Mountaintop Energy Holdings, LLC at 9:00 AM ET on Tuesday, January 5, 2021. Interested parties may listen to the audio webcast both live and in replay on the Internet at https://edge.media-server.com/mmc/p/3tbty4tw or at the company website at http://www.ugicorp.com under “Investors – Presentations.” A telephonic replay will be available from 12:00 PM ET on January 5, 2020 through 12:00 PM ET on January 12, 2020. The replay may be accessed at (855) 859-2056, and internationally at (404) 537-3406, conference ID 5662188.

About UGI Corporation

UGI Corporation is a distributor and marketer of energy products and services. Through subsidiaries, UGI operates natural gas and electric utilities in Pennsylvania, distributes LPG both domestically (through AmeriGas) and internationally (through UGI International), manages midstream energy assets in Pennsylvania, Ohio, and West Virginia and electric generation assets in Pennsylvania, and engages in energy marketing, including renewable natural gas, in twelve states and the District of Columbia and internationally in France, Belgium, the Netherlands and the UK.

FORWARD-LOOKING STATEMENTS

This press release contains statements, estimates and projections that are forward-looking statements (as defined in Section 21E of the Securities Exchange Act of 1934, as amended). Management believes that these are reasonable as of today’s date only. Actual results may differ significantly because of risks and uncertainties that are difficult to predict and many of which are beyond management’s control. You should read UGI’s Annual Report on Form 10-K for a more extensive list of factors that could affect results. Among them are adverse weather conditions (including increasingly uncertain weather patterns due to climate change) and the seasonal nature of our business; cost volatility and availability of all energy products, including propane, natural gas, electricity and fuel oil; increased customer conservation measures; the impact of pending and future legal proceedings, liability for uninsured claims and for claims in excess of insurance coverage; domestic and international political, regulatory and economic conditions in the United States and in foreign countries, including the current conflicts in the Middle East and the withdrawal of the United Kingdom from the European Union, and foreign currency exchange rate fluctuations (particularly the euro); the timing of development of Marcellus Shale gas production; the availability, timing and success of our acquisitions, commercial initiatives and investments to grow our business; our ability to successfully integrate acquired businesses and achieve anticipated synergies; the interruption, disruption, failure, malfunction, or breach of our information technology systems, including due to cyber-attack; the inability to complete pending or future energy infrastructure projects; our ability to achieve the operational benefits and cost efficiencies expected from the completion of pending and future transformation initiatives at our business units; uncertainties related to the global pandemics, including the duration and/or impact of the COVID-19 pandemic; and the extent to which we are able to utilize certain tax benefits currently available under the CARES Act and similar tax legislation and whether such benefits will remain available in the future.

NON-SOLICITATION

This press release is for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy any securities pursuant to the proposed transaction or otherwise, nor shall there be any sale of securities in any jurisdiction in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.


Contacts

Investor Relations
Brendan Heck, 610-337-1000 ext. 6608
Tameka Morris, 610-456-6297
Shelly Oates, 610-337-1000 ext. 3202

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