SteelRiver closes third regulated gas utility acquisition and creates the largest natural gas distribution company in

  SteelRiver closes third regulated gas utility acquisition and creates the
           largest natural gas distribution company in Pennsylvania

PR Newswire

NEW YORK, Dec. 17, 2013

NEW YORK, Dec. 17, 2013 /PRNewswire/ --SteelRiver Infrastructure Partners
announced today that it has completed the acquisition of Equitable Gas Company
LLC from EQT Corporation (NYSE: EQT), through its controlled gas utility
Peoples Natural Gas Company LLC.

As part of the transaction, Peoples made a cash payment of approximately $740
million to EQT which includes a $720 million base price and $20 million of
initial purchase price adjustments, and transferred certain midstream and
storage assets to EQT. Equitable will be merged with Peoples, with Peoples as
the surviving entity, creating the largest gas utility company in Pennsylvania
by number of customers. Concurrently, Peoples has entered into arm's length
service agreements with EQT to secure continued firm supply of gas for
existing and future customers.

The transaction, signed in December 2012, has received clearance by the
Federal Trade Commission under the Hart-Scott Rodino Act, and approvals by the
Federal Energy Regulatory Commission, the Pennsylvania Public Utility
Commission and the West Virginia Public Service Commission. The Kentucky
Public Service Commission determined that it did not have jurisdiction over
the sale.

The acquisition of Equitable is highly complementary to SteelRiver's
investment portfolio, which includes two Pennsylvania regulated gas utilities,
Peoples and Peoples TWP. The transaction was funded with equity from
SteelRiver managed funds, including a newly-formed partnership which includes
investments from insurance companies John Hancock and Allstate, and Dutch
pension fund manager PGGM, and a combination of bank debt and investment grade
bonds. As a result of the transaction, SteelRiver controls, through its
managed funds, three natural gas regulated utilities operating in mostly
contiguous service territories in Pennsylvania, West Virginia and Kentucky,
serving approximately 700,000, predominantly residential customers.

Chris Kinney, Senior Managing Partner of SteelRiver and CEO of SteelRiver
Infrastructure Fund North America commented: "The acquisitions of Peoples and
Peoples TWP have led to increased capital investment in the region and the
creation of hundreds of jobs in Western Pennsylvania. With the acquisition of
Equitable, SteelRiver further strengthens its commitment to own and operate
regulated utility assets safely and reliably for the long-term in partnership
with key institutional investors."

Dennis Mahoney, Senior Managing Partner of SteelRiver also commented: "The
acquisition of Equitable attests to SteelRiver's continued appetite to deploy
capital in the regulated utility space in the U.S., our partnership approach
with portfolio companies to secure transactions away from competitive auction
processes, and our ability to attract incremental capital to grow our
franchise as owner and operator of infrastructure assets in North America."

Morgan O'Brien, President and CEO of Peoples Natural Gas said, "The combined
utility will bring great benefits to all our customers. Combining our pipeline
systems will create a more efficient and streamlined operating system and will
enhance both safety and reliability. Our combined operation is estimated to
save more than $160 million in avoided capital spending that would otherwise
be paid for by customers through their utility bills."

SteelRiver Infrastructure Partners is an independent investment management
firm with over $4 billion of AuM that invests in infrastructure in North
America for the long term, seeking out assets and businesses that provide
essential services with stable cash flows, and often operating within a
regulated framework. SteelRiver's long-term approach to infrastructure
investing is characterized by a significant emphasis on value added through
in-house asset management and experienced infrastructure investment
For more information on SteelRiver please visit

Peoples Natural Gas Company is a regulated natural gas distribution company
that transports and distributes natural gas primarily to residential and
commercial customers within its delivery area in southwestern Pennsylvania,
serving, together with its sister company Peoples TWP, approximately 420,000,
mostly residential, customers throughout 18 counties.

Equitable Gas Company is a regulated natural gas public utility that provides
natural gas distribution services to approximately 260,000 residential
customers, and 18,000 commercial and industrial customers in Pennsylvania,
West Virginia, and Kentucky. The company owns approximately 4,000 miles of
pipeline across these same states.

SOURCE SteelRiver Infrastructure Partners

Contact: SteelRiver Infrastructure Partners, Vittorio Lacagnina, Director, T
+1 212 382 7478,
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