Equitrans Midstream Corporation announced that its wholly owned subsidiary, EQM Midstream Partners, LP (EQM), has priced an offering of $500 million aggregate principal amount of its 7.50% senior notes due 2027; and $500 million aggregate principal amount of its 7.50% senior notes due 2030 (collectively, the Notes). This represents an increase of $200 million in combined aggregate principal amount of the Notes from the previously announced amount, which incremental amount EQM intends to use to repay certain of its outstanding indebtedness. The Notes will be issued at a price of par.

Other than as above regarding the incremental proceeds from the upsizing of the offering, EQM intends to use the net proceeds from the offering of the Notes along with cash on hand and/or borrowings under EQM's Third Amended and Restated Credit Agreement, dated as of October 31, 2018 (as amended, the EQM Credit Facility), to purchase a portion of its outstanding indebtedness in the Tender Offers (as defined below). In the event the Tender Offers are not consummated, are terminated, 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 for general partnership purposes, including to repay certain outstanding indebtedness, including borrowings under the EQM Credit Facility or any existing notes not purchased in the Tender Offers, 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 June 7, 2022.

On May 31, 2022, EQM also commenced tender offers (the Tender Offers) to purchase for cash (1) any and all of its outstanding 4.750% senior notes due 2023 and (2) its 6.000% senior notes due 2025 and its 4.000% senior notes due 2024 up to an aggregate principal amount of $200 million (collectively, the Target Notes). The terms and conditions of the Tender Offers are in EQM's Offer to Purchase, dated May 31, 2022 (the Offer to Purchase). 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.