EQT Claims Toby Rice Mismanaged Rice Energy, Not Fit to be CEO

The nasty proxy war between EQT CEO Rob McNally and Toby Rice over who will control the company following a July 10 annual meeting just got a whole lot nastier. Last Friday, McNally revealed that a review of internal documents they received as part of their purchase of Rice Energy in 2017 show that in the span of two weeks in 2015 some 25 complaints by Rice employees were made against Toby with the Rice HR department, although the nature of the charges are not detailed, leaving it open to shareholders to speculate.
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EQT Fires Back at Rice Bros. with New Investor Presentation

On Tuesday Toby and Derek Rice published a presentation to EQT investors in connection with EQT’s upcoming annual meeting of shareholders on July 10 that “takes no prisoners” (our words), condemning EQT’s current management and most of its board members (see Rice Brothers Publish Scalding EQT Investor Presentation). We said in our post that if the allegations (or spin, or whatever word you want to use) are true, EQT would need to respond, strongly, to refute it. Yesterday EQT issued its response by publishing a newly updated investor presentation. Continue reading

Rice Brothers Publish Scalding EQT Investor Presentation

Yesterday Toby and Derek Rice delivered a presentation to EQT investors in connection with EQT’s upcoming annual meeting of shareholders on July 10 (full copy below). The presentation and the accompanying press release take direct aim at EQT’s second quarter preliminary results and postulates that instead of a “free cash flow generating machine,” the final numbers for 2Q19 will show EQT actually lost money during the quarter.
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EQT Releases Positive 2Q19 Results in Attempt to Block Rice Bid

Although the second quarter isn’t over yet, EQT has just released “preliminary” 2Q19 financial and operational results in a bid to fend off a takeover attempt. EQT’s current management and board of directors is in a tough fight to retain control of the company. Toby and Derek Rice, formerly of Rice Energy (which was sold to EQT in 2017) are making a play to replace the board of directors and all of EQT’s top management.
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EQT Issues Another Letter Bashing Rice Board Nominees

Chart published by EQT with latest letter to shareholders (click for larger version)

On Monday, Toby and Derek Rice (the Rice brothers) sent an open letter to EQT shareholders to “set the record straight on EQT’s misleading comments” about the Rice boys and their plan to take over EQT. In fact, the Rices’ say EQT has made “a number of false claims” and engaged in “personal attacks.” On Tuesday, EQT issued a response to “correct the Toby Rice Group’s false and misleading statements” about what EQT said, and to “highlight significant omissions and errors” in the Rice analysis of EQT’s recent performance (see Rice Brothers, EQT Accuse Each Other of “Misleading” Statements). Yesterday, EQT issued yet another letter to shareholders to talk up their own board nominees, and to bash the nominees put forward by the Rice brothers.
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Rice Brothers, EQT Accuse Each Other of “Misleading” Statements

The war to control EQT continues. On Monday, Toby and Derek Rice (the Rice brothers) sent an open letter to EQT shareholders to “set the record straight on EQT’s misleading comments” about the Rice boys and their plan to take over EQT. In fact, the Rices’ say EQT has made “a number of false claims” and engaged in “personal attacks.” Yesterday, EQT issued a response to “correct the Toby Rice Group’s false and misleading statements” about what EQT said, and to “highlight significant omissions and errors” in the Rice analysis of EQT’s recent performance.
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EQT Launches VoteGoldForEQT.com, Response to Rice Website

click for larger version

EQT yesterday launched the website VoteGoldForEQT.com in response to the website previously launched by Toby and Derek Rice (the Rice boys), to counter their attempt to take control of the company. The Rice website is EQTPathForward.com. Both websites offer each arguments and defense for why they should control the makeup of the board of directors, and ultimately control the future direction of the company.
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EQT Issues Gold Proxy Card, Letter to Shareholders Refuting Rice Plan

On Monday Toby and Derek Rice–the Rice brothers (formerly owners of Rice Energy that sold itself to EQT in 2017) sent an open letter to EQT shareholders and a “white” proxy card, asking shareholders to vote for the Rices’ picks as board members (see Rice Brothers Drop 2 Proposed Board Members from Rice Proxy Card). Yesterday EQT responded by issuing its own letter to shareholders along with a copy of a “gold” proxy card, which contains the names for EQT’s board picks, calling them “highly qualified nominees.”
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EQT Urges Shareholders to Skip White Proxy Card, Wait for Gold Card

The battle to control EQT continues. Yesterday we brought you the news that Toby and Derek Rice–the Rice brothers, formerly owners of Rice Energy that sold itself to EQT in 2017–sent an open letter to EQT shareholders asking them to vote on the white proxy card that will soon be issued (see Rice Brothers Drop 2 Proposed Board Members from Rice Proxy Card). Today we have EQT’s response, which is a letter to shareholders asking them to “ignore any solicitation materials and discard any white proxy cards you may receive” and instead wait for EQT’s soon-to-be-issued gold proxy card.
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Rice Brothers Drop 2 Proposed Board Members from Rice Proxy Card

A few new developments to report in the war to control EQT. Late last week brothers Toby and Derek Rice, formerly of Rice Energy, announced they are trimming their slate of proposed EQT board members by two (from nine to seven). There was no explanation for why the two were dropped from consideration, other than the Rice boys said they had reviewed EQT’s proposal to add three new board members (replacing three existing board members), and that two of the three, in the Rices’ opinion, “appear qualified” to serve on the board and “as a result” Rice dropped two of its proposed slate of board members.
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Rice Boys Respond to Scorching Letter from EQT Board

Another day, another episode of the ongoing soap opera that is the power struggle to retain (or take over) control of the country’s largest natural gas producer: EQT. Yesterday we told you about current CEO Rob McNally’s bold and gutsy move in adopting a “universal proxy” and about going on offense with a scorching letter written to Toby Rice (see EQT Issues List of Board Nominees; Adopts Universal Proxy Card). Following EQT’s letter, Toby and brother Derek Rice issued a rebuttal letter of their own.
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EQT Issues List of Board Nominees; Adopts Universal Proxy Card

In the fight to control EQT, it appears like the momentum has just shifted in favor of EQT’s existing management. No more defense, EQT’s management team and board are now on offense. Yesterday the board and CEO Rob McNally released their list of proposed nominees to be voted on at the annual meeting in July. Three longtime members of the existing board including (surprisingly) board chairman Jim Rohr, will be out. Three new members have been named to replace them. Most important, in a bold move, EQT is adopting a “universal proxy card”–something advocated by Toby and Derek Rice in their attempt to replace the board. We explain this important development below…
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Court Lets EQT Examine Cell Phone of Worker Accused of Helping Rice

A Pennsylvania federal judge has ordered a former EQT employee to turn over his cell phone to EQT so they can have experts examine it for deleted text messages to Toby Rice and others helping him. You may recall EQT accused two fired workers of stealing company secrets and sharing those secrets with Toby and Derek Rice, who are trying to take over EQT (see EQT Accuses Fired Employees of Colluding with Rice Boys). EQT maintains one of the fired workers has evidence on his phone that can corroborate their claims of collusion. Hence the judge’s order.
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Rice Brothers Drop EQT Proxy Lawsuit – Feud Continues

On April 25 the Rice brothers (Toby and Derek) sued EQT alleging the company is trying to confuse shareholders by requiring some of the board candidates the Rice boys are proposing get commingled with EQT’s own slate of candidates (see Rice Brothers Sue EQT to Prevent Proxy Manipulation). The Rice boys said the lawsuit was aimed at “preventing EQT from manipulating shareholder election.” Over the weekend the Rice boys dropped the lawsuit, claiming victory, saying EQT has relented. EQT says the lawsuit was a “tactic intended to distract focus” away from the company’s stellar first quarter results.
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Rice Brothers Sue EQT to Prevent Proxy Manipulation

In addition to EQT’s 1Q19 update yesterday, Toby and Derek Rice filed a lawsuit against EQT, alleging the company is trying to confuse shareholders by requiring some of board candidates the Rice boys are proposing get commingled with EQT’s own slate of candidates. The Rice boys say the lawsuit is aimed at “preventing EQT from manipulating shareholder election.” The Rices want to elect their own board, tossing out the existing board and following that, tossing out EQT’s current senior management.
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