Table of Contents

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC  20549

 

 

FORM 11-K

 

 

[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

For the year ended December 31, 2009

 

[  ]

TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE

 

SECURITIES EXCHANGE ACT OF 1934

 

Commission file number 1-3551

 

 

EQT CORPORATION

SAVINGS AND PROTECTION PLAN

 

(Full title of the Plan and address of the Plan,

if different from that of the issuer named below)

 

 

EQT CORPORATION

 

EQT Plaza

625 Liberty Avenue, Suite 1700

Pittsburgh, Pennsylvania 15222

 

(Name of issuer of the securities held pursuant to the

Plan and the address of principal executive office

 



Table of Contents

 

TABLE OF CONTENTS

 

 

 

Page 

 

 

Report of independent registered public accounting firm

2

 

 

 

 

Financial statements

 

 

 

Statements of net assets available for benefits

3

Statements of changes in net assets available for benefits

4

Notes to financial statements

5

 

 

 

 

Supplementary information

 

 

 

Schedule H:

 

Line 4i—Schedule of Assets (Held at End of Year)

16

 

 

 

 

Signature

17

 

 

Index to Exhibit

18

 

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Table of Contents

 

Report of Independent Registered Public Accounting Firm

 

Benefits Administration Committee

EQT Corporation Savings and Protection Plan (formerly Equitable Resources, Inc. Savings and Protection Plan)

 

We have audited the accompanying statements of net assets available for benefits of the EQT Corporation Savings and Protection Plan (formerly Equitable Resources, Inc. Savings and Protection Plan) as of December 31, 2009 and 2008, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 2009 and 2008, and the changes in its net assets available for benefits for the years then ended, in conformity with US generally accepted accounting principles.

 

Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2009 is presented for purposes of additional analysis and is not a required part of the financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.

 

 

 

 

/s/ Ernst & Young LLP

 

 

 

Pittsburgh, Pennsylvania

June 24, 2010

 

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Table of Contents

 

EQT CORPORATION

SAVINGS AND PROTECTION PLAN

 

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

 

 

 

 

December 31

 

 

 

 

 

 

 

2009

 

2008

 

 

 

 

 

 

 

 

 

 

 

 

Investments, at fair value:

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market fund

 

 

$

13,460

 

$

 

 

 

 

 

 

 

 

Mutual funds

 

 

14,464,638

 

10,440,749

 

 

 

 

 

 

 

 

Common/collective trusts

 

 

1,968,901

 

2,130,190

 

 

 

 

 

 

 

 

Employer stock fund

 

 

2,464,721

 

1,829,538

 

 

 

 

 

 

 

 

Participant loans

 

 

462,000

 

505,622

 

 

 

 

 

 

 

 

Net assets available for benefits at fair value

 

 

$

19,373,720

 

$

14,906,099

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjustment from fair value to contract value for fully benefit-responsive investment contracts

 

 

36,612

 

114,907

 

 

 

 

 

 

 

 

Net assets available for benefits

 

 

$

19,410,332

 

$

15,021,006

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes to the financial statements.

 

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Table of Contents

 

EQT CORPORATION

SAVINGS AND PROTECTION PLAN

 

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

 

 

 

 

Year ended December 31

 

 

 

 

 

2009

 

2008

 

 

 

 

 

 

 

 

 

 

 

 

Additions:

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and dividends

 

 

$

448,509

 

$

779,833

 

 

 

 

 

 

 

 

Interest on participant loans

 

 

34,928

 

41,250

 

 

 

 

 

 

 

 

Total investment income

 

 

483,437

 

821,083

 

 

 

 

 

 

 

 

Net appreciation (depreciation) in fair value of investments

 

 

3,463,263

 

(7,132,628

)

 

 

 

 

 

 

 

Contributions:

 

 

 

 

 

 

 

 

 

 

 

 

 

Employer

 

 

927,839

 

882,315

 

 

 

 

 

 

 

 

Employee

 

 

712,441

 

765,032

 

 

 

 

 

 

 

 

Rollovers

 

 

17,402

 

34,241

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total contributions

 

 

1,657,682

 

1,681,588

 

 

 

 

 

 

 

 

Total additions (deductions)

 

 

5,604,382

 

(4,629,957

)

 

 

 

 

 

 

 

Deductions:

 

 

 

 

 

 

 

 

 

 

 

 

 

Benefits paid to participants

 

 

971,537

 

1,273,225

 

 

 

 

 

 

 

 

Transfers to affiliated plan

 

 

241,231

 

1,945,284

 

 

 

 

 

 

 

 

Other

 

 

2,288

 

2,163

 

 

 

 

 

 

 

 

Total deductions

 

 

1,215,056

 

3,220,672

 

 

 

 

 

 

 

 

Net increase (decrease) in net assets available for benefits

 

 

4,389,326

 

(7,850,629

)

 

 

 

 

 

 

 

Net assets available for benefits:

 

 

 

 

 

 

At beginning of year

 

 

15,021,006

 

22,871,635

 

 

 

 

 

 

 

 

At end of year

 

 

$

19,410,332

 

$

15,021,006

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes to the financial statements.

 

4



Table of Contents

 

EQT CORPORATION

SAVINGS AND PROTECTION PLAN

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED

DECEMBER 31, 2009

 

1.         Description of Plan

 

The following description of the EQT Corporation Savings and Protection Plan (formerly the Equitable Resources, Inc. Savings and Protection Plan) (Plan) provides only general information.  Participants should refer to the summary plan description for a more complete description of the Plan’s provisions.

 

General:

 

The Plan is a defined contribution profit sharing and savings plan, with a 401(k) salary reduction feature, and an employee stock ownership plan feature, implemented on September 1, 1987, by EQT Corporation, formerly Equitable Resources, Inc. and certain subsidiaries (Company or Companies).

 

All regular, full-time employees and certain part-time employees of the Companies who are covered by a collective bargaining agreement that provides for Plan participation are eligible to participate.  The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).

 

Contributions:

 

In 2009 and 2008, participants who were highly compensated employees could elect to contribute to the Plan on a pre-tax basis between 1% and 15% of eligible earnings and other participants could elect to contribute to the Plan on a pre-tax basis between 1% and 50% of eligible earnings, subject in each case to the Internal Revenue Code (IRC) limitations.  These contributions are referred to as contract contributions.

 

In addition, in 2009 and 2008, participants could elect to make after-tax contributions between 1% and 20% of eligible earnings to the Plan, subject to IRC limitations.  Participants may not contribute more than a combined pre-tax and after-tax amount of 50% of eligible earnings.

 

Participants may receive matching contributions based upon defined percentages of any combination of their contract and after-tax contributions.  The matching rates for these contributions vary and are defined in the respective collective bargaining agreements.  Effective January 1, 2010, the Company no longer makes a matching contribution on after-tax contributions.

 

Effective July 1, 2009, a retirement contribution of 6% of eligible earnings shall be made during each payroll period for each employee.

 

Each participant directs the investment of contract and after-tax contributions (together, elective contributions) under Plan provisions intended to meet ERISA Section 404(c).  Participants direct their elective contributions into various investment options offered by the Plan and can change their investment options on a daily basis.  If a participant is automatically enrolled, or refuses or fails to make an investment election, their elective contributions are invested in the applicable lifecycle fund designated by the Benefits Investment Committee (BIC) based on the participant’s age until the participant makes their election.  The Company’s contributions are allocated in the same manner as that of the participant’s elective contributions.

 

The Employer stock fund consists of the EQT Corporation stock fund and the EQT Corporation stock fund - ESOP account (ESOP).  The ESOP feature operates as an account within the Plan that will hold shares invested in the EQT Corporation stock fund.  Contributions invested in the EQT Corporation stock fund will transfer to the ESOP on a quarterly basis.  Participants can elect to receive dividends from the ESOP in cash or to be paid to their account and reinvested in the EQT Corporation stock fund.

 

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EQT CORPORATION

SAVINGS AND PROTECTION PLAN

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED

DECEMBER 31, 2009

 

1.         Description of Plan (continued)

 

Rollover Contributions:

 

Participants are allowed to make rollover contributions (contributions transferred to the Plan from other qualified retirement plans), subject to certain requirements.

 

Participant Accounts:

 

Each participant’s account is credited with the participant’s contribution and allocations of (a) the Company’s contribution and (b) Plan earnings, and charged with an allocation of administrative expenses.  Allocations are based on participant earnings or account balances, as defined.  The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.

 

Transfers to Affiliated Plans:

 

Transfers to affiliated plans include transfers made between the Plan and the EQT Corporation Employee Savings Plan.

 

Vesting:

 

Participants are 100% vested in the value of contract and after-tax contributions made, and any rollover contributions.

 

If employment is terminated by the Company for any reason other than involuntary termination without cause, retirement, death or total and permanent disability, a participant is entitled to receive the vested value of any matching and retirement contributions, as determined in accordance with the following schedule:

 

 

Years of Continuous

Vested

 

 

 

 

 

 

Service Completed

Interest

 

 

 

 

 

 

One year

33%

 

 

 

 

 

 

Two years

67%

 

 

 

 

 

 

Three years

100%

 

 

Forfeitures are used to reduce future Company contributions. Certain forfeitures may be restored if the participant is reemployed before accruing five consecutive break-in-service years, as defined in the Plan.  For the years ended December 31, 2009 and 2008, employer contributions were reduced by $2,800 and $2,975, respectively, by forfeited nonvested accounts. At December 31, 2009 and 2008, forfeited nonvested accounts totaled $1,023 and $5,826, respectively.

 

Upon involuntary termination without cause, retirement, death or total and permanent disability of the participant or termination of the Plan, a participant is entitled to receive the full value of any Company contributions (matching and retirement), regardless of years of continuous service.

 

In the event of a change in control, as defined in the Plan, all Company contributions (matching and retirement) become 100% vested immediately.

 

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Table of Contents

 

EQT CORPORATION

SAVINGS AND PROTECTION PLAN

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED

DECEMBER 31, 2009

 

1.         Description of Plan (continued)

 

Payment of Benefits to Participants:

 

Upon separation from service with the Company due to death, disability, retirement or termination, a participant whose vested account balance exceeds $1,000 may elect to receive, subject to certain limitations, either a lump-sum distribution, a direct rollover, if applicable, a single-life annuity with substantially equal monthly installments, a single-life or joint and survivor annuity with a minimum guaranteed number of monthly benefits, or substantially equal annual installments payable over a period not to exceed the life expectancy or joint life expectancies of the participant or of the participant and his/her designate beneficiary. A participant whose vested account balance is $1,000 or less and has not commenced receiving installment payments will automatically receive an immediate lump-sum distribution equal to their vested account balance.  Benefits are recorded when paid.

 

In-service withdrawals are available in certain limited circumstances, as defined by the Plan.  Hardship withdrawals are allowed for participants incurring an immediate and heavy financial need, as defined by the Plan.  Hardship withdrawals are strictly regulated by the Internal Revenue Service (IRS) and a participant must exhaust all available loan options and available distributions prior to requesting a hardship withdrawal.

 

Loans to Participants:

 

Participants may borrow from their accounts up to a maximum equal to the lesser of $50,000 or 50% of their vested eligible account balance.  Loan terms are not to exceed 5 years or up to 30 years for the purchase of a primary residence.  The $50,000 limit is reduced by the participant’s highest outstanding loan balance during the preceding 12-month period.  Prior to January 1, 2010, participants could not have more than two loans outstanding at any point in time.  Effective January 1, 2010, a participant may no longer apply for a second loan if a loan is outstanding.  The loans bear interest equal to 1% above the “prime rate” (as posted to the “Federal Reserve Website” on the last business day of the prior month) at the time the loan is approved.  This rate will remain the same for the entire period of the loan.  Principal and interest are paid ratably through payroll deductions.  If a participant terminates employment with the Company, the participant may continue to make loan payments through a pre-authorized check agreement.  If the loan is not repaid, it will automatically be treated as a distribution to the participant after 30 days.

 

Administrative Expenses:

 

The Plan pays administrative expenses associated with the Plan.  The expenses are included in the Other line item in the Plan’s statements of changes in net assets available for benefits.  Investment management fees are paid by Plan participants based on participation in the various funds. The funds’ operating expense ratios ranged from 0.10% to 1.43% based on the funds’ most recent prospectuses, with an assumed/actual recordkeeping offset of 0% to 0.45%.  Fund operating expenses are deducted from fund investment returns.

 

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EQT CORPORATION

SAVINGS AND PROTECTION PLAN

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED

DECEMBER 31, 2009

 

2.         Summary of Significant Accounting Policies

 

Basis of Accounting:

 

The financial statements of the Plan are prepared under the accrual method of accounting.

 

Investment contracts held by a defined contribution plan are required to be reported at fair value.  However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan.  The Plan invests in investment contracts through a common/collective trust (Fidelity Managed Income Portfolio).  The statement of net assets available for benefits presents the fair value of the investment in the common/collective trust as well as the adjustment from fair value to contract value for fully benefit-responsive investment contracts.  The fair value of the Plan’s interest in the Fidelity Managed Income Portfolio is based on information reported by the issuer of the common/collective trust at year-end.  The contract value of the Fidelity Managed Income Portfolio Fund represents contributions plus earnings, less participant withdrawals and administrative expenses.

 

Investments:

 

Short-term investments are valued at cost, which approximates market.  The Employer stock fund consisting of EQT Corporation common stock (Company common stock) is valued at market price as quoted on the New York Stock Exchange.  There were 56,095 and 54,503 shares of Company common stock held by the Plan as of December 31, 2009 and 2008, respectively.  Investments other than investments in common/collective trusts are valued at market.

 

The Plan’s investments are stated at fair value.  Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  See further discussion in Note 4.

 

Purchases and sales of securities are recorded on a trade-date basis.  Interest income is recorded on the accrual basis.  Dividends are recorded on the ex-dividend date.

 

Use of Estimates:

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes.  Actual results could differ from those estimates.

 

Reclassifications:

 

Certain reclassifications have been made to the accompanying financial statements for the year ended December 31, 2008 to conform to the current year’s presentation.

 

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Table of Contents

 

EQT CORPORATION

SAVINGS AND PROTECTION PLAN

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED

DECEMBER 31, 2009

 

2.         Summary of Significant Accounting Policies (continued)

 

Recently Issued Accounting Standards:

 

In April 2009, the Financial Accounting Standards Board (FASB) issued a staff position to provide additional guidance on estimating fair value when the volume and level of activity for an asset or liability have significantly decreased in relation to its normal market activity.  The staff position also provided additional guidance on circumstances that may indicate that a transaction is not orderly and on defining major categories of debt and equity securities to comply with the fair value disclosure requirements.  The Plan adopted the guidance in the staff position for the reporting period ended December 31, 2009.  Adoption of the staff position did not have a material effect on the Plan’s net assets available for benefits or its changes in net assets available for benefits.

 

In September 2009, the FASB issued an amendment to allow entities to use net asset value (NAV) per share (or its equivalent), as a practical expedient, to measure fair value when the investment does not have a readily determinable fair value and the net asset value is calculated in a manner consistent with investment company accounting.  The Plan adopted the guidance for the reporting period ended December 31, 2009 and has utilized the practical expedient to measure the fair value of investments within the scope of this guidance based on the investment’s NAV.  In addition, the Plan has provided additional disclosures regarding the nature and risks of investments within the scope of this guidance.  Refer to Note 4 for these disclosures.  Adoption of the amendment did not have a material effect on the Plan’s net assets available for benefits or its changes in net assets available for benefits.

 

In January 2010, the FASB issued an amendment intended to improve the transparency of inputs and assumptions used to measure the fair value of assets and liabilities reported at fair value by requiring enhanced disclosures.  This amendment is effective for financial statements issued for fiscal years and interim periods beginning after December 15, 2009.  However, certain disclosures included in the amendment are effective for fiscal years beginning after December 15, 2010.  The Plan is currently evaluating the effect, of the provisions yet to be adopted in this amendment and the related impact that this amendment will have on its disclosures.

 

9



Table of Contents

 

EQT CORPORATION

SAVINGS AND PROTECTION PLAN

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED

DECEMBER 31, 2009

 

3.         Investments

 

Investments that represent 5% or more of fair value of the Plan’s net assets are as follows:

 

 

 

 

December 31

 

 

 

 

 

 

 

 

 

 

2009

 

2008

 

 

 

 

 

 

 

 

Employer stock fund

 

 

$ 2,464,721

 

$ 1,829,538

 

 

 

 

 

 

 

 

AF Growth Fund of America

 

 

2,012,518

 

1,574,312

 

 

 

 

 

 

 

 

Fidelity Managed Income Portfolio

 

 

1,968,901

 

2,130,190

 

 

 

 

 

 

 

 

PIMCO Total Return Fund

 

 

1,884,970

 

1,046,284

 

 

 

 

 

 

 

 

AF Washington Mutual Investors Fund

 

 

1,682,408

 

1,456,895

 

 

 

 

 

 

 

 

Fidelity Freedom 2020 Fund

 

 

1,228,539

 

857,750

 

 

 

 

 

 

 

 

Fidelity Balanced Fund

 

 

1,183,950

 

974,842

 

 

 

 

 

 

 

 

Fidelity Freedom 2010 Fund

 

 

 

*

771,252

 

 

* Investment does not represent 5% or more for the respective year.

 

The Plan’s investments (including investments purchased, sold, as well as held during the year) appreciated (depreciated) in fair value as determined by quoted market prices as follows:

 

 

 

Net Changes in Fair Value for

 

 

 

 

 

 

 

 

the Years Ended December 31

 

 

 

 

 

 

 

 

2009

 

2008

 

 

 

 

 

 

Investments at fair value as determined by quoted market prices:

 

 

 

 

 

 

 

 

 

 

 

Mutual funds

 

$ 2,847,764

 

$ (6,156,916

)

 

 

 

 

 

 

Company stock

 

615,499

 

(975,712

)

 

 

 

 

 

 

 

 

$ 3,463,263

 

$ (7,132,628

)

 

4.                        Fair Value Measurements

 

The Plan has an established process for determining fair value for its financial instruments, which consist of a money market fund, mutual funds, common stock, common/collective trusts and participant loans.  Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

 

10



Table of Contents

 

EQT CORPORATION

SAVINGS AND PROTECTION PLAN

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED

DECEMBER 31, 2009

 

4.                        Fair Value Measurements (continued)

 

The Plan has categorized its financial instruments into a three-level fair value hierarchy, based on the priority of the inputs to the valuation technique.  The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).

 

The three levels of the fair value hierarchy are described as follows:

 

Level 1 - Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Plan has the ability to access.

 

Level 2 - Inputs to the valuation methodology include:

 

·            quoted prices for similar assets or liabilities in active markets;

 

·            quoted prices for identical or similar assets or liabilities in inactive markets;

 

·            inputs other than quoted prices that are observable for the asset or liability;

 

·            inputs that are derived principally from or corroborated by observable markets; and

 

·            data by correlation or other means.

 

If the asset or liability has a specified (contractual) term, the Level 2 input must be observable for substantially the full term of the asset or liability.

 

Level 3 - Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

 

The asset or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.  Valuation techniques used maximize the use of observable inputs and minimize the use of unobservable inputs.

 

The following is a description of the valuation methodologies used for assets measured at fair value.  There have been no changes in the methodologies used at December 31, 2009 and 2008.

 

Common stocks: Valued at the closing price, reported on the active market on which the individual securities are traded.

 

Money market fund: Valued at quoted market prices in an exchange and active market that represents the NAV of shares held by the Plan at year-end.

 

Mutual funds: Valued at quoted market prices in an exchange and active market that represents the NAV of shares held by the Plan at year-end.

 

Participant loans: Valued at amortized cost, which approximates fair value.

 

11



Table of Contents

 

EQT CORPORATION

SAVINGS AND PROTECTION PLAN

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED

DECEMBER 31, 2009

 

4.                        Fair Value Measurements (continued)

 

Common/collective trusts: The fair value is calculated by the issuer utilizing quoted market prices, most recent bid prices in the principal market in which the securities are normally traded, pricing services and dealer quotes.  The fair value of the underlying wrapper contracts is calculated using a discounted cash flow model which considers recent fee bids as determined by recognized dealers, discount rate and the duration of the underlying portfolio securities. The Plan’s fair value is based on the Plan’s proportionate ownership of the underlying investments.

 

The preceding methods described may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values.  Furthermore, although the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

 

The following tables set forth by level, within the fair value hierarchy, the Plan’s assets at fair value as of December 31, 2009 and 2008:

 

 

 

Assets at Fair Value as of December 31, 2009

 

 

 

 

 

 

 

 

 

 

 

Level 1

 

Level 2

 

Level 3

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 Money market fund

$

13,460

 

-

 

-

$

13,460

 

 

 

 

 

 

 

 

 

 Mutual funds:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blended investment fund

 

5,453,894

 

-

 

-

 

5,453,894

 

 

 

 

 

 

 

 

 

Large cap investment fund

 

4,217,434

 

-

 

-

 

4,217,434

 

 

 

 

 

 

 

 

 

Income investment fund

 

2,089,618

 

-

 

-

 

2,089,618

 

 

 

 

 

 

 

 

 

International investment fund

 

1,696,269

 

-

 

-

 

1,696,269

 

 

 

 

 

 

 

 

 

Mid cap investment fund

 

601,402

 

-

 

-

 

601,402

 

 

 

 

 

 

 

 

 

Small cap investment fund

 

406,021

 

-

 

-

 

406,021

 

 

 

 

 

 

 

 

 

 Company’s common stock

 

2,464,721

 

-

 

-

 

2,464,721

 

 

 

 

 

 

 

 

 

 Common/collective trusts

 

-

$

1,968,901

 

-

 

1,968,901

 

 

 

 

 

 

 

 

 

 Participant loans

 

-

 

-

$

462,000

 

462,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets at fair value

$

16,942,819

$

1,968,901

$

462,000

$

19,373,720

 

 

 

 

 

 

 

 

 

 

12



Table of Contents

 

EQT CORPORATION

SAVINGS AND PROTECTION PLAN

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED

DECEMBER 31, 2009

 

4.         Fair Value Measurements (continued)

 

 

 

Assets at Fair Value as of December 31, 2008

 

 

 

 

 

 

 

 

 

 

 

Level 1

 

Level 2

 

Level 3

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mutual funds:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blended investment fund

$

3,922,586

 

-

 

-

$

3,922,586

 

 

 

 

 

 

 

 

 

Large cap investment fund

 

3,407,616

 

-

 

-

 

3,407,616

 

 

 

 

 

 

 

 

 

Income investment fund

 

1,279,597

 

-

 

-

 

1,279,597

 

 

 

 

 

 

 

 

 

International investment fund

 

1,083,226

 

-

 

-

 

1,083,226

 

 

 

 

 

 

 

 

 

Mid cap investment fund

 

471,158

 

-

 

-

 

471,158

 

 

 

 

 

 

 

 

 

Small cap investment fund

 

276,566

 

 

 

 

 

276,566

 

 

 

 

 

 

 

 

 

Company’s common stock

 

1,829,538

 

-

 

-

 

1,829,538

 

 

 

 

 

 

 

 

 

Common/collective trusts

 

-

$

2,130,190

 

-

 

2,130,190

 

 

 

 

 

 

 

 

 

Participant loans

 

-

 

-

$

505,622

 

505,622

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets at fair value

$

12,270,287

$

2,130,190

$

505,622

$

14,906,099

 

 

 

 

 

 

 

 

 

 

Participant loans are considered Level 3, and a summary of changes in the fair value for years ended December 31, 2009 and 2008 is as follows:

 

 

 

2009

 

2008

 

 

 

 

 

 

 

 

 

 

 

 

Balance, beginning of year

 

$ 505,622 

 

$ 529,580 

 

 

 

 

 

 

 

New loan issuances

 

144,965 

 

162,372 

 

 

 

 

 

 

 

Repayments

 

(188,587)

 

(186,330)

 

 

 

 

 

 

 

Balance, end of year

 

$ 462,000 

 

$ 505,622 

 

 

 

 

 

 

 

 

5.         Plan Termination

 

Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA.  In the event of plan termination, the interests of all affected participants will become fully vested.

 

13



Table of Contents

 

EQT CORPORATION

SAVINGS AND PROTECTION PLAN

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED

DECEMBER 31, 2009

 

6.         Risks and Uncertainties

 

The Plan invests in various investment securities that are exposed to various risks such as interest rate, market and credit risks.  Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the participants’ account balances and the amounts reported in the statements of net assets available for benefits.

 

7.         Related-Party Transactions

 

Certain plan investments are shares of a money market fund, mutual funds, and common/collective trusts managed by Fidelity Management Trust Company or an affiliate (Fidelity).  Fidelity is trustee of the Plan and, therefore, these transactions may qualify as party-in-interest transactions.  Transactions with respect to participant loans and the Employer stock fund also qualify as party-in-interest transactions.

 

8.         Income Tax Status

 

The Plan has received a determination letter from the IRS dated July 8, 2002, stating that the Plan is qualified under Section 401(a) of the IRC and, therefore, the related trust is exempt from taxation.  Subsequent to this determination by the IRS, the Plan was amended.  Once qualified, the Plan is required to operate in conformity with the IRC to maintain its qualification.  The plan administrator believes the Plan is being operated in compliance with the applicable requirements of the IRC and, therefore, believes that the Plan, as amended, is qualified and the related trust is tax-exempt.

 

9.         Subsequent Events

 

In preparing the accompanying financial statements, we have reviewed all known events that have occurred after December 31, 2009 through June 24, 2010, the financial statements issuance date, for inclusion in the financial statements and footnotes.

 

10.      Difference between the Financial Statements and Form 5500

 

The following is a reconciliation of net assets available for benefits pursuant to the financial statements to the Form 5500:

 

 

 

December 31

 

 

 

 

 

 

 

 

2009

 

2008

 

 

 

 

 

 

 

 

 

 

 

 

 

Net assets available for benefits as reported in the Plan’s financial statements

 

$19,410,332

 

$15,021,006

 

 

 

 

 

 

 

Adjustments from contract value to fair value for fully benefit-responsive investment contracts

 

(36,612

)

(114,907

)

 

 

 

 

 

 

 

 

 

 

 

 

Net assets available for benefits pursuant to the

 

 

 

 

 

 

 

 

 

 

 

Form 5500

 

$19,373,720

 

$14,906,099

 

 

 

 

 

 

 

 

14



Table of Contents

 

EQT CORPORATION

SAVINGS AND PROTECTION PLAN

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED

DECEMBER 31, 2009

 

10.      Difference between the Financial Statements and Form 5500 (continued)

 

The following is a reconciliation of net investment gain from investments:

 

 

 

Year Ended

 

 

 

 

 

December 31, 2009

 

 

 

 

 

 

Interest and dividends from investment accounts

 

$   448,509

 

 

 

Net appreciation from investment accounts

 

3,463,263

 

 

 

 

 

 

Net investment gain from investments as reported in the financial statements

 

3,911,772

 

 

 

 

 

 

Adjustments from contract value to fair value for fully benefit-responsive investment contracts

 

78,295

 

 

 

 

 

 

Net investment gain from investments as reported in the Form 5500

 

$3,990,067

 

 

 

 

15



Table of Contents

 

SUPPLEMENTARY INFORMATION

 



Table of Contents

 

EQT CORPORATION

SAVINGS AND PROTECTION PLAN

Plan No. 206     EIN:  25-0464690

Schedule H, Line 4i—Schedule of Assets (Held at End of Year)

December 31, 2009

 

 

 

Description of Investment,

 

 

 

 

 

 

 

 

 

Including Maturity Date,

 

 

 

 

 

 

 

 

Identity of Issue, Borrower,

Rate of Interest, Collateral,

 

Current

 

 

 

 

 

 

Lessor, or Similar Party

Par, or Maturity Value

Cost

Value

 

 

 

 

 

 

 

 

 

 

*

Employer stock fund

EQT securities - common stock

(a)

$  2,464,721

 

 

 

 

 

 

AF Growth Fund of America

Mutual fund

(a)

2,012,518

 

 

 

 

 

*

Fidelity Managed Income Portfolio

Common/collective trust

(a)

1,968,901

 

 

 

 

 

 

PIMCO Total Return Fund

Mutual fund

(a)

1,884,970

 

 

 

 

 

 

AF Washington Mutual Investors Fund

Mutual fund

(a)

1,682,408

 

 

 

 

 

*

Fidelity Freedom 2020 Fund

Mutual fund

(a)

1,228,539

 

 

 

 

 

*

Fidelity Balanced Fund

Mutual fund

(a)

1,183,950

 

 

 

 

 

*

Fidelity Diversified International Fund

Mutual fund

(a)

855,665

 

 

 

 

 

 

Oppenheimer Developing Markets Fund

Mutual fund

(a)

840,603

 

 

 

 

 

*

Fidelity Freedom 2010 Fund

Mutual fund

(a)

833,064

 

 

 

 

 

*

Fidelity Freedom 2030 Fund

Mutual fund

(a)

765,834

 

 

 

 

 

*

Fidelity Freedom 2025 Fund

Mutual fund

(a)

719,289

 

 

 

 

 

*

Fidelity Contrafund

Mutual fund

(a)

462,828

 

 

 

 

 

 

American Beacon Small-Cap Value Fund

Mutual fund

(a)

347,385

 

 

 

 

 

*

Fidelity Freedom 2015 Fund

Mutual fund

(a)

320,085

 

 

 

 

 

 

Alger Mid-Cap Growth Institutional Fund

Mutual fund

(a)

306,812

 

 

 

 

 

 

GS Mid Cap Value A

Mutual fund

(a)

294,589

 

 

 

 

 

 

PIMCO High Yield Fund

Mutual fund

(a)

204,648

 

 

 

 

 

*

Fidelity Freedom 2035 Fund

Mutual fund

(a)

185,735

 

 

 

 

 

*

Fidelity Freedom 2040 Fund

Mutual fund

(a)

79,698

 

 

 

 

 

*

Fidelity Small-Cap Independent Fund

Mutual fund

(a)

58,636

 

 

 

 

 

*

Fidelity Freedom 2050 Fund

Mutual fund

(a)

58,324

 

 

 

 

 

*

Fidelity Freedom Income Fund

Mutual fund

(a)

57,233

 

 

 

 

 

*

Spartan Total Market Index

Mutual fund

(a)

35,640

 

 

 

 

 

*

Spartan US Equity Index Fund

Mutual fund

(a)

24,040

 

 

 

 

 

*

Fidelity Freedom 2005 Fund

Mutual fund

(a)

17,974

 

 

 

 

 

*

Fidelity US Treasury Money Market Fund

Money market

(a)

13,460

 

 

 

 

 

*

Fidelity Freedom 2045 Fund

Mutual fund

(a)

4,171

 

 

 

 

 

*

Loan Fund

Participant loans - 4.25% to 9.75%**

-

462,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$  19,373,720

 

 

 

 

 

 

(a)

 Cost information not required as per Special Rule for certain participant-directed transactions.

 

 

*

Party in interest to the Plan.

**

Maturities extend through year 2014.

 

16



Table of Contents

 

SIGNATURE

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the members of the Benefits Administration Committee of the Plan have duly caused this Annual Report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 EQT CORPORATION

 

SAVINGS AND PROTECTION PLAN

 

(Name of Plan)

 

 

 

 

By      

/s/ David J. Smith

 

David J. Smith

 

Plan Manager, and Member, Benefits Administration Committee

 

 

June 24, 2010

 

17



Table of Contents

 

INDEX TO EXHIBIT

 

 

Exhibit No.

Description

Sequential Page No.

 

 

 

23

Consent of Independent Registered Public Accounting Firm

19

 

18