Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2015shares | |
Entity Registrant Name | EQT Midstream Partners, LP |
Entity Central Index Key | 1,540,947 |
Document Type | 10-Q |
Document Period End Date | Sep. 30, 2015 |
Amendment Flag | false |
Current Fiscal Year End | --12-31 |
Entity Current Reporting Status | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Common Units, Unit Outstanding | 71,535,681 |
Document Fiscal Year Focus | 2,015 |
Document Fiscal Period Focus | Q3 |
General Partner | |
Entity Common Units, Unit Outstanding | 1,443,015 |
Statements of Consolidated Oper
Statements of Consolidated Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||||
Income Statement [Abstract] | |||||||
Operating revenues | [1],[2] | $ 148,789 | $ 120,922 | $ 448,213 | $ 338,157 | ||
Operating expenses: | |||||||
Operating and maintenance | [1],[3] | 18,456 | 13,837 | 50,167 | 40,202 | ||
Selling, general and administrative | [1],[3] | 14,205 | 12,674 | 43,585 | 38,094 | ||
Depreciation and amortization | [1] | 13,217 | 12,545 | 37,402 | [4] | 32,978 | [4] |
Total operating expenses | [1] | 45,878 | 39,056 | 131,154 | 111,274 | ||
Operating income | [1] | 102,911 | 81,866 | 317,059 | 226,883 | ||
Equity income | [1],[5] | 753 | 0 | 1,147 | [4] | 0 | [4] |
Other income | [1] | 1,716 | 806 | 3,599 | 1,634 | ||
Interest expense | [1],[6] | 11,264 | 8,660 | 34,361 | 20,944 | ||
Income before income taxes | [1] | 94,116 | 74,012 | 287,444 | 207,573 | ||
Income tax expense | [1] | 0 | 6,311 | 6,703 | 25,906 | ||
Net income | [1] | 94,116 | 67,701 | 280,741 | [4],[7] | 181,667 | [4],[7] |
Calculation of limited partner interest in net income: | |||||||
Net income | [1] | 94,116 | 67,701 | 280,741 | [4],[7] | 181,667 | [4],[7] |
Less pre-acquisition net income allocated to parent | [1] | 0 | (11,168) | (11,106) | (43,701) | ||
Less general partner interest in net income | [1] | (14,515) | (4,540) | (36,153) | (9,055) | ||
Limited partner interest in net income | [1] | $ 79,601 | $ 51,993 | $ 233,482 | $ 128,911 | ||
Net income per limited partner unit - basic (in dollars per unit) | [1] | $ 1.12 | $ 0.86 | $ 3.44 | $ 2.38 | ||
Net income per limited partner unit - diluted (in dollars per unit) | [1] | $ 1.12 | $ 0.85 | $ 3.44 | $ 2.37 | ||
Weighted average limited partner units outstanding - basic (in shares) | [1] | 70,929 | 60,699 | 67,800 | 54,259 | ||
Weighted average limited partner units outstanding - diluted (in shares) | [1] | 71,086 | 60,827 | 67,960 | 54,384 | ||
Cash distributions declared per unit (in dollars per unit) | [1],[8] | $ 0.55 | $ 1.925 | $ 1.56 | |||
[1] | Financial statements for the nine months ended September 30, 2015 and the three months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and the Jupiter natural gas gathering system (Jupiter). See Note B. | ||||||
[2] | Operating revenues included affiliate revenues from EQT Corporation and subsidiaries (collectively, EQT) of $111.6 million and $86.7 million for the three months ended September 30, 2015 and 2014, respectively, and $325.9 million and $233.9 million for the nine months ended September 30, 2015 and 2014, respectively. See Note E. | ||||||
[3] | Operating and maintenance expense included charges from EQT of $9.0 million and $7.7 million for the three months ended September 30, 2015 and 2014, respectively, and $25.6 million and $21.6 million for the nine months ended September 30, 2015 and 2014, respectively. Selling, general and administrative expense included charges from EQT of $12.1 million and $10.8 million for the three months ended September 30, 2015 and 2014, respectively, and $37.2 million and $31.2 million for the nine months ended September 30, 2015 and 2014, respectively. See Note E. | ||||||
[4] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. | ||||||
[5] | Equity income relates to EQM's interest in Mountain Valley Pipeline, LLC, which is a related party. | ||||||
[6] | Interest expense included interest on a capital lease with an affiliate of $5.6 million and $4.7 million for the three months ended September 30, 2015 and 2014, respectively, and $17.4 million and $15.0 million for the nine months ended September 30, 2015 and 2014, respectively. | ||||||
[7] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. | ||||||
[8] | Represents the cash distributions declared related to the period presented. See Note J. |
Statements of Consolidated Ope3
Statements of Consolidated Operations (Footnotes) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Operating revenues | [1] | $ 111,600 | $ 86,700 | $ 325,900 | $ 233,900 |
Operating and maintenance expense | [1],[2] | 18,456 | 13,837 | 50,167 | 40,202 |
Selling, general and administrative expenses | [1],[2] | 14,205 | 12,674 | 43,585 | 38,094 |
AVC | |||||
Interest expense on capital lease | [1] | 5,600 | 4,700 | 17,400 | 15,000 |
EQT and Subsidiaries | |||||
Operating and maintenance expense | [1] | 9,000 | 7,700 | 25,600 | 21,600 |
Selling, general and administrative expenses | [1] | $ 12,100 | $ 10,800 | $ 37,200 | $ 31,200 |
[1] | Financial statements for the nine months ended September 30, 2015 and the three months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and the Jupiter natural gas gathering system (Jupiter). See Note B. | ||||
[2] | Operating and maintenance expense included charges from EQT of $9.0 million and $7.7 million for the three months ended September 30, 2015 and 2014, respectively, and $25.6 million and $21.6 million for the nine months ended September 30, 2015 and 2014, respectively. Selling, general and administrative expense included charges from EQT of $12.1 million and $10.8 million for the three months ended September 30, 2015 and 2014, respectively, and $37.2 million and $31.2 million for the nine months ended September 30, 2015 and 2014, respectively. See Note E. |
Statements of Consolidated Cash
Statements of Consolidated Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | |||
Cash flows from operating activities: | ||||
Net income | [1],[2],[3] | $ 280,741 | $ 181,667 | |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Depreciation and amortization | [1],[2] | 37,402 | 32,978 | |
Deferred income taxes | [2] | 2,998 | 13,745 | |
Equity income | [1],[2],[4] | (1,147) | 0 | |
Other income | [2] | (3,599) | (1,634) | |
Non-cash long-term compensation expense | [2] | 1,133 | 2,584 | |
Changes in other assets and liabilities: | ||||
Accounts receivable | [2] | 3,306 | (4,241) | |
Accounts payable | [2] | 1,577 | 14,440 | |
Due to/from EQT affiliates | [2] | (3,450) | (31,748) | |
Other assets and liabilities | [2] | 902 | 3,938 | |
Net cash provided by operating activities | [2] | 319,863 | 211,729 | |
Cash flows from investing activities: | ||||
Capital expenditures | [2] | (304,567) | (230,449) | |
MVP Interest Acquisition and capital contributions | [2] | (76,037) | 0 | |
Acquisitions – net assets from EQT | [2] | (386,791) | (168,198) | |
Purchase of preferred interest in EQT Energy Supply, LLC | [2] | (124,317) | 0 | |
Net cash used in investing activities | [2] | (891,712) | (398,647) | |
Cash flows from financing activities: | ||||
Proceeds from the issuance of common units, net of offering costs | [2] | 760,731 | 902,467 | |
Acquisitions – purchase price in excess of net assets from EQT | [2] | (486,392) | (952,802) | |
Proceeds from short-term loans | [2] | 561,500 | 450,000 | |
Payments of short-term loans | [2] | (211,500) | (450,000) | |
Proceeds from the issuance of long-term debt | [2] | 0 | 500,000 | |
Discount, debt issuance costs and credit facility fees | [2] | 0 | (9,634) | |
Sunrise Merger payment | [2] | 0 | (110,000) | |
Distributions paid to unitholders | [2] | (149,866) | (82,089) | |
Capital contributions | [2] | 1,781 | 382 | |
Net (distributions to) contributions from EQT | [2] | (23,866) | 77,672 | |
Capital lease principal payments | [2] | (5,472) | (2,216) | |
Net cash provided by financing activities | [2] | 446,916 | 323,780 | |
Net change in cash and cash equivalents | [2] | (124,933) | 136,862 | |
Cash and cash equivalents at beginning of period | [2] | 126,175 | [5] | 18,363 |
Cash and cash equivalents at end of period | [2] | 1,242 | [5] | 155,225 |
Cash paid during the period for: | ||||
Interest paid | [2] | 43,026 | 17,581 | |
Non-cash activity during the period for: | ||||
Increase in capital lease asset/obligation | [2] | 19,800 | 7,231 | |
Elimination of net deferred tax liabilities | [2] | 80,741 | 39,785 | |
Limited partner and general partner units issued for acquisitions | [2] | 52,500 | 59,000 | |
Settlement of current income taxes payable/(receivable) with EQT | [2] | $ 3,705 | $ (6,294) | |
[1] | Financial statements for the nine months ended September 30, 2015 and the three months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and the Jupiter natural gas gathering system (Jupiter). See Note B. | |||
[2] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. | |||
[3] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. | |||
[4] | Equity income relates to EQM's interest in Mountain Valley Pipeline, LLC, which is a related party. | |||
[5] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note B. |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | |
Current assets: | |||
Cash and cash equivalents | [1],[2] | $ 1,242 | $ 126,175 |
Accounts receivable (net of allowance for doubtful accounts of $196 as of September 30, 2015 and $260 as of December 31, 2014) | [1] | 13,186 | 16,492 |
Accounts receivable – affiliate | [1] | 68,177 | 55,068 |
Other current assets | [1] | 4,271 | 1,710 |
Total current assets | [1] | 86,876 | 199,445 |
Property, plant and equipment | [1] | 2,110,367 | 1,821,803 |
Less: accumulated depreciation | [1] | (246,542) | (216,486) |
Net property, plant and equipment | [1] | 1,863,825 | 1,605,317 |
Equity in nonconsolidated investments | [1] | 77,184 | 0 |
Other assets | [1] | 140,204 | 18,057 |
Total assets | [1] | 2,168,089 | 1,822,819 |
Current liabilities: | |||
Accounts payable | [1] | 33,952 | 43,785 |
Due to related party | [1] | 17,387 | 33,342 |
Short-term loans | [1] | 350,000 | 0 |
Accrued interest | [1] | 3,514 | 8,338 |
Accrued liabilities | [1] | 6,494 | 9,055 |
Total current liabilities | [1] | 411,347 | 94,520 |
Deferred income taxes | [1] | 0 | 78,583 |
Long-term debt | [1] | 493,209 | 492,633 |
Lease obligation | [1] | 162,523 | 143,828 |
Other long-term liabilities | [1] | 7,242 | 7,111 |
Total liabilities | [1] | 1,074,321 | 816,675 |
Partners’ capital: | |||
Predecessor equity | [1] | 0 | 315,105 |
Common units (71,535,681 and 43,347,452 units issued and outstanding at September 30, 2015 and December 31, 2014, respectively) | [1] | 1,129,144 | 1,647,910 |
Subordinated units (17,339,718 units issued and outstanding at December 31, 2014) | [1] | 0 | (929,374) |
General partner interest (1,443,015 and 1,238,514 units issued and outstanding at September 30, 2015 and December 31, 2014, respectively) | [1] | (35,376) | (27,497) |
Total partners’ capital | [1],[3] | 1,093,768 | 1,006,144 |
Total liabilities and partners’ capital | [1] | $ 2,168,089 | $ 1,822,819 |
[1] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note B. | ||
[2] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. | ||
[3] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. |
Consolidated Balance Sheets (U6
Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, for doubtful accounts | $ 196 | $ 260 |
Common units issued (in shares) | 71,535,681 | 43,347,452 |
Common units outstanding (in shares) | 71,535,681 | 43,347,452 |
Subordinated units issued (in shares) | 17,339,718 | |
Subordinated units outstanding (in shares) | 17,339,718 | |
General partner interest, units issued (in shares) | 1,443,015 | 1,238,514 |
General partner interest, units outstanding (in shares) | 1,443,015 | 1,238,514 |
Consolidated Statements of Part
Consolidated Statements of Partners' Capital (Unaudited) - USD ($) $ in Thousands | Total | Limited Partners Common | Limited Partners Units Subordinated | General Partner | Predecessor Equity | ||
Net Income (Loss) Allocated to Limited Partners | [1] | $ 128,911 | |||||
Beginning balance at Dec. 31, 2013 | [2] | 955,049 | $ 818,431 | $ (175,996) | $ 1,753 | $ 310,861 | |
Increase (Decrease) in Partners' Capital | |||||||
Net income | [2] | 181,667 | [1],[3] | 88,903 | 40,008 | 9,055 | 43,701 |
Capital contributions | [2] | 500 | 338 | 152 | 10 | ||
Equity-based compensation plans | [2] | 2,828 | 2,828 | 0 | |||
Distributions to unitholders | [2] | (82,089) | (51,487) | (25,489) | (5,113) | ||
Net contributions from EQT | [2] | 59,350 | 59,350 | ||||
Proceeds from issuance of common units, net of offering costs | [2] | 902,467 | 902,467 | 0 | |||
Elimination of net current and deferred income tax liabilities | [2] | 51,813 | 51,813 | ||||
Net assets from EQT | [2] | (168,198) | (168,198) | ||||
Issuance of units | [2] | 59,000 | 39,091 | 19,909 | |||
Purchase price in excess of net assets from EQT | [2] | (1,011,802) | (177,773) | (778,429) | (55,600) | ||
Ending balance at Sep. 30, 2014 | [2] | 950,585 | 1,622,798 | (939,754) | (29,986) | 297,527 | |
Net Income (Loss) Allocated to Limited Partners | [1] | 233,482 | |||||
Beginning balance at Dec. 31, 2014 | [2] | 1,006,144 | [4] | 1,647,910 | (929,374) | (27,497) | 315,105 |
Increase (Decrease) in Partners' Capital | |||||||
Net income | [2] | 280,741 | [1],[3] | 233,482 | 0 | 36,153 | 11,106 |
Capital contributions | [2] | 7,408 | 7,260 | 0 | 148 | ||
Equity-based compensation plans | [2] | 1,213 | 1,180 | 33 | |||
Distributions to unitholders | [2] | (149,866) | (113,527) | (10,057) | (26,282) | ||
Proceeds from issuance of common units, net of offering costs | [2] | 760,731 | 758,812 | 1,919 | |||
Elimination of net current and deferred income tax liabilities | [2] | 84,446 | 84,446 | ||||
Net assets from EQT | [2] | (386,791) | (386,791) | ||||
Issuance of units | [2] | 52,500 | 38,910 | 13,590 | |||
Purchase price in excess of net assets from EQT | [2] | (538,892) | (505,452) | 0 | (33,440) | ||
Conversion of subordinated units to common units | [2],[5] | 0 | (939,431) | 939,431 | |||
Partners' Capital Account, Distributions to Predecessor | [2] | 23,866 | 23,866 | ||||
Ending balance at Sep. 30, 2015 | [2] | $ 1,093,768 | [4] | $ 1,129,144 | $ 0 | $ (35,376) | $ 0 |
[1] | Financial statements for the nine months ended September 30, 2015 and the three months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and the Jupiter natural gas gathering system (Jupiter). See Note B. | ||||||
[2] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. | ||||||
[3] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. | ||||||
[4] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note B. | ||||||
[5] | All subordinated units were converted to common units on a one-for-one basis on February 17, 2015. For purposes of calculating net income per common and subordinated unit, the conversion of the subordinated units is deemed to have occurred on January 1, 2015. See Note I. |
Financial Statements
Financial Statements | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Financial Statements | Financial Statements Organization EQT Midstream Partners, LP (EQM) is a growth-oriented Delaware limited partnership. EQT Midstream Services, LLC (EQM General Partner), a direct wholly owned subsidiary of EQT GP Holdings, LP (EQGP), is EQM’s general partner. EQT Corporation (EQT) formed EQGP to own EQT's partnership interests in EQM. References in these consolidated financial statements to EQT refer collectively to EQT Corporation and its consolidated subsidiaries. Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the requirements of Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, these unaudited consolidated financial statements include all adjustments (consisting of only normal recurring adjustments, unless otherwise disclosed in this Form 10-Q) necessary for a fair presentation of the financial position of EQM as of September 30, 2015 and December 31, 2014 , the results of its operations for the three and nine months ended September 30, 2015 and 2014 and its cash flows and partners' capital for the nine months ended September 30, 2015 and 2014 . Certain previously reported amounts have been reclassified to conform to the current year presentation. The balance sheet at December 31, 2014 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by GAAP for complete financial statements. NWV Gathering and Jupiter were businesses and the NWV Gathering and Jupiter Acquisitions (defined in Note B) were transactions between entities under common control; therefore, EQM recorded the assets and liabilities of NWV Gathering and Jupiter at their carrying amounts to EQT on the date of the respective transactions. The difference between EQT’s net carrying amount and the total consideration paid to EQT was recorded as a capital transaction with EQT, which resulted in a reduction in partners’ capital. EQM recast its consolidated financial statements to retrospectively reflect the NWV Gathering Acquisition and Jupiter Acquisition as if the entities were owned for all periods presented; however, the consolidated financial statements are not necessarily indicative of the results of operations that would have occurred if EQM had owned them during the periods reported. Due to the seasonal nature of EQM’s utility customer contracts, the interim statements for the three and nine months ended September 30, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015 . For further information, refer to the consolidated financial statements and footnotes thereto for the year ended December 31, 2014 included in EQM’s Current Report on Form 8-K, as filed on April 1, 2015 , as well as “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein. Recently Issued Accounting Standards In May 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers . The standard requires an entity to recognize revenue in a manner that depicts the transfer of goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU No. 2014-09 will supersede most of the existing revenue recognition requirements in GAAP when it becomes effective and is required to be adopted using one of two retrospective application methods. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers - Deferral of the Effective Date which approved a one year deferral of ASU 2014-09 for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early application is permitted as of the original effective date for annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. EQM is currently evaluating the method of adoption and impact this standard will have on its financial statements and related disclosures. In February 2015, the FASB issued ASU No. 2015-02, Consolidation . The standard changes the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities. The ASU will be effective for annual reporting periods beginning after December 15, 2015, including interim periods therein. EQM has evaluated this standard and determined the adoption of it will have no significant impact on reported results or disclosures. In April 2015, the FASB issued ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement . The ASU adds guidance that will help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement. The ASU will be effective for annual reporting periods beginning after December 15, 2015. EQM is currently evaluating the impact this standard will have on its financial statements and related disclosures. In August 2015, the FASB issued ASU No. 2015-15, Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements . This ASU clarified that the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. EQM has adopted this standard which had no significant impact on reported results or disclosures. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions NWV Gathering Acquisition On March 10, 2015, EQM entered into a contribution and sale agreement (Contribution Agreement) pursuant to which, on March 17, 2015, EQT contributed NWV Gathering to EQM Gathering Opco, LLC (EQM Gathering), an indirect wholly owned subsidiary of EQM (the NWV Gathering Acquisition). EQM paid total consideration of approximately $925.7 million to EQT, consisting of approximately $873.2 million in cash, 511,973 EQM common units and 178,816 EQM general partner units. The cash portion of the purchase price was funded with the net proceeds from an equity offering of EQM common units and borrowings under EQM's credit facility. On April 15, 2015, pursuant to the Contribution Agreement, EQM acquired a preferred interest in EQT Energy Supply, LLC (the Preferred Interest), a subsidiary of EQT that generates revenue from services provided to a local distribution company, from EQT for approximately $124.3 million . EQM accounts for the Preferred Interest as a cost method investment and included it in other assets on the consolidated balance sheets. EQT Energy Supply, LLC has been determined to be a variable interest entity because it has insufficient equity to finance its activities. EQM is not the primary beneficiary because it does not have the power to direct the activities of EQT Energy Supply, LLC that most significantly impact its economic performance. MVP Interest Acquisition On March 30, 2015, EQM assumed 100% of the membership interests in MVP Holdco, LLC (MVP Holdco), an indirect wholly owned subsidiary of EQT that owns a majority ownership interest (the MVP Interest) in Mountain Valley Pipeline, LLC (MVP Joint Venture) for approximately $54.2 million (MVP Interest Acquisition), which represented EQM's reimbursement to EQT for 100% of the capital contributions made by EQT to the MVP Joint Venture as of March 30, 2015. The MVP Joint Venture plans to construct the Mountain Valley Pipeline (MVP), an estimated 300 -mile natural gas interstate pipeline spanning from northern West Virginia to southern Virginia. The MVP project is subject to FERC approval. The voluntary pre-filing process with the FERC began in October 2014 and the pipeline is expected to be placed in-service during the fourth quarter of 2018. The MVP Joint Venture has been determined to be a variable interest entity because the MVP Joint Venture has insufficient equity to finance activities during the construction stage of the MVP. EQM is not the primary beneficiary because it does not have the power to direct the activities of the MVP Joint Venture that most significantly impact its economic performance. EQM accounted for the MVP Interest beginning on the date it was assumed from EQT as an equity method investment. Jupiter Acquisition On April 30, 2014, EQM entered into a contribution agreement pursuant to which, on May 7, 2014, EQT contributed to EQM Gathering certain assets constituting the Jupiter natural gas gathering system (Jupiter Acquisition). The aggregate consideration paid by EQM to EQT in connection with the Jupiter Acquisition was approximately $1,180 million , consisting of a $1,121 million cash payment and issuance of 516,050 EQM common units and 262,828 EQM general partner units. The cash portion of the purchase price was funded with the net proceeds from an equity offering of EQM common units and borrowings under EQM’s credit facility. |
Partners' Capital
Partners' Capital | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Partners' Capital | Partners' Capital The following table summarizes EQM's common, subordinated and general partner units issued from January 1, 2014 through September 30, 2015 . Limited Partner Units General Common Subordinated Partner Units Total Balance at January 1, 2014 30,468,902 17,339,718 975,686 48,784,306 May 2014 equity offering 12,362,500 — — 12,362,500 Jupiter Acquisition consideration (see Note B) 516,050 — 262,828 778,878 Balance at December 31, 2014 43,347,452 17,339,718 1,238,514 61,925,684 Conversion of subordinated units to common units 17,339,718 (17,339,718 ) — — 2014 EQM VDA issuance 21,063 — 430 21,493 March 2015 equity offering 9,487,500 — 25,255 9,512,755 NWV Gathering Acquisition consideration (see Note B) 511,973 — 178,816 690,789 $750 million "At the Market" (ATM) Program 827,975 — — 827,975 Balance at September 30, 2015 71,535,681 — 1,443,015 72,978,696 See Note I for discussion of the conversion of the subordinated units in February 2015. In February 2015, EQM issued 21,063 common units under the 2014 EQM Value Driver Award (2014 EQM VDA). In connection with this issuance, the EQM General Partner purchased 430 EQM general partner units to maintain its 2.0% general partner interest. On March 17, 2015, EQM completed an underwritten public offering of 8,250,000 common units. On March 18, 2015, the underwriters exercised their option to purchase 1,237,500 additional common units on the same terms as the offering. EQM received net proceeds of approximately $696.6 million after deducting the underwriters' discount and offering expenses which were used to finance a portion of the cash consideration paid to EQT in connection with the NWV Gathering Acquisition. In connection with the sale of the additional common units, the EQM General Partner purchased 25,255 EQM general partner units for approximately $1.9 million to maintain its 2.0% general partner interest. During the third quarter of 2015, EQM entered into an equity distribution agreement that established an ATM common unit offering program, pursuant to which a group of managers, acting as EQM's sales agents, may sell EQM common units having an aggregate offering price of up to $750 million (the $750 million ATM Program). During the three months ended September 30, 2015 , EQM issued 827,975 common units at an average price per unit of $76.58 . EQM received net proceeds of approximately $62.2 million after deducting commissions of approximately $0.7 million and other offering expenses of approximately $0.5 million . EQM used the net proceeds from the sales for general partnership purposes. The EQM General Partner elected not to maintain its general partner ownership percentage at the previous level of 2.0% . From October 1, 2015 to October 22, 2015 , EQM issued 334,500 common units at an average price per unit of $70.82 and received net proceeds of approximately $23.5 million . As of September 30, 2015 , EQGP and its subsidiaries owned 21,811,643 common units, representing a 29.89% limited partner interest, 1,443,015 general partner units, representing a 1.98% general partner interest, and all of the incentive distribution rights in EQM. As of September 30, 2015 , EQT owned a non-economic general partner interest and a 90.1% limited partner interest in EQGP. Distributions On October 20, 2015 , the Board of Directors of the EQM General Partner declared a cash distribution to EQM’s unitholders for the third quarter of 2015 of $0.675 per common unit. The cash distribution will be paid on November 13, 2015 to unitholders of record, including EQGP, at the close of business on November 2, 2015 . Based on the 71,870,181 EQM common units outstanding on October 22, 2015 , the corresponding cash distributions to EQGP in respect of its general partner interest and incentive distribution rights in EQM would be $1.2 million and $12.7 million , respectively. These distribution amounts to EQGP are subject to change if EQM issues additional common units on or prior to the record date for the third quarter 2015 distribution. |
Financial Information by Busine
Financial Information by Business Segment | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Financial Information by Business Segment | Financial Information by Business Segment Operating segments are revenue-producing components of the enterprise for which separate financial information is produced internally and is subject to evaluation by the chief operating decision maker in deciding how to allocate resources. EQM reports its operations in two segments, which reflect its lines of business. Transmission and storage includes EQM’s FERC-regulated interstate pipeline and storage business. Gathering includes EQM's high-pressure gathering lines and FERC-regulated low pressure gathering system. The operating segments are evaluated on their contribution to EQM’s operating income. All of EQM’s operating revenues, income from operations and assets are generated or located in the United States. Three Months Ended Nine Months Ended 2015 2014 2015 2014 (Thousands) Revenues from external customers (including affiliates): Transmission and storage $ 69,906 $ 62,436 $ 217,407 $ 180,878 Gathering 78,883 58,486 230,806 157,279 Total $ 148,789 $ 120,922 $ 448,213 $ 338,157 Operating income: Transmission and storage $ 45,048 $ 42,515 $ 148,255 $ 126,534 Gathering 57,863 39,351 168,804 100,349 Total operating income $ 102,911 $ 81,866 $ 317,059 $ 226,883 Reconciliation of operating income to net income: Equity income 753 — 1,147 — Other income 1,716 806 3,599 1,634 Interest expense 11,264 8,660 34,361 20,944 Income tax expense — 6,311 6,703 25,906 Net income $ 94,116 $ 67,701 $ 280,741 $ 181,667 September 30, 2015 December 31, 2014 (Thousands) Segment assets: Transmission and storage $ 1,042,615 $ 928,864 Gathering 914,875 765,090 Total operating segments 1,957,490 1,693,954 Headquarters, including cash 210,599 128,865 Total assets $ 2,168,089 $ 1,822,819 Three Months Ended Nine Months Ended 2015 2014 2015 2014 (Thousands) Depreciation and amortization: Transmission and storage $ 7,776 $ 7,195 $ 21,561 $ 19,676 Gathering 5,441 5,350 15,841 13,302 Total $ 13,217 $ 12,545 $ 37,402 $ 32,978 Expenditures for segment assets: Transmission and storage $ 36,788 $ 39,826 $ 116,270 $ 78,907 Gathering 55,387 64,321 160,685 155,176 Total (1) $ 92,175 $ 104,147 $ 276,955 $ 234,083 (1) EQM accrues capital expenditures when work has been completed but the associated bills have not yet been paid. These accrued amounts are excluded from capital expenditures on the statements of consolidated cash flows until they are paid in a subsequent period. Accrued capital expenditures were $23.5 million and $19.6 million at September 30, 2015 and 2014 , respectively. Additionally, EQM capitalizes certain labor overhead costs which include a portion of non-cash equity-based compensation. These non-cash capital expenditures in the table above were less than $0.1 million and approximately $0.1 million for the three months ended September 30, 2015 and 2014 , respectively, and less than $0.1 million and approximately $0.2 million for the nine months ended September 30, 2015 and 2014 , respectively. |
Related-Party Transactions
Related-Party Transactions | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party Transactions In the ordinary course of business, EQM has transactions with EQT and its affiliates including, but not limited to, transportation service and precedent agreements, storage agreements and gas gathering agreements. Pursuant to an omnibus agreement, EQT performs centralized corporate, general and administrative services for EQM, such as legal, corporate recordkeeping, planning, budgeting, regulatory, accounting, billing, business development, treasury, insurance administration and claims processing, risk management, health, safety and environmental, information technology, human resources, investor relations, cash management and banking, payroll, internal audit, taxes and engineering. In exchange, EQM reimburses EQT for the expenses incurred in providing these services. The omnibus agreement further requires that EQM reimburse EQT for EQM’s allocable portion of the premiums on any insurance policies covering EQM’s assets. Effective January 1, 2015, EQM amended the omnibus agreement to provide for reimbursement by EQM of direct and indirect costs and expenses attributable to EQT's long-term incentive programs as these plans will be utilized to compensate and retain EQT employees who provide services to EQM. Pursuant to an operation and management services agreement, EQT Gathering, LLC (EQT Gathering) provides EQM’s pipelines and storage facilities with certain operational and management services. EQM reimburses EQT Gathering for such services pursuant to the terms of the omnibus agreement. The expenses for which EQM reimburses EQT and its subsidiaries may not necessarily reflect the actual expenses that EQM would incur on a stand-alone basis and EQM is unable to estimate what those expenses would be on a stand-alone basis. See also Note B for a discussion of the MVP Joint Venture and the Preferred Interest in EQT Energy Supply, LLC. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes As a result of its limited partnership structure, EQM is not subject to federal and state income taxes. For federal and state income tax purposes, all income, expenses, gains, losses and tax credits generated by EQM flow through to the unitholders; accordingly, EQM does not record a provision for income taxes. As discussed in Note B, EQM completed the NWV Gathering Acquisition on March 17, 2015 and the Jupiter Acquisition on May 7, 2014, each of which was a transaction between entities under common control. Prior to these transactions, the income from NWV Gathering and Jupiter was included in EQT’s consolidated federal tax return; therefore, the NWV Gathering and Jupiter financial statements included U.S. federal and state income tax. The income tax effects associated with the operations of NWV Gathering and Jupiter prior to the NWV Gathering and Jupiter Acquisitions are reflected in EQM’s consolidated financial statements for those periods. In conjunction with the NWV Gathering Acquisition, approximately $84.4 million of net current and deferred income tax liabilities were eliminated through equity. |
Short-term Loans
Short-term Loans | 9 Months Ended |
Sep. 30, 2015 | |
Long-term Debt, Current and Noncurrent [Abstract] | |
Short-term Loans | Short-term Loans EQM has a $750 million credit facility that expires in February 2019. The credit facility is available to fund working capital requirements and capital expenditures, to purchase assets, to pay distributions, to repurchase units and for general partnership purposes. As of September 30, 2015 , EQM had $350 million outstanding on the credit facility. There were no amounts outstanding as of December 31, 2014. The maximum amount of EQM’s outstanding short-term loans at any time during the three months ended September 30, 2015 and 2014 was $404 million and $330 million , respectively, and during the nine months ended September 30, 2015 and 2014 was $404 million and $450 million , respectively. The average daily balance of short-term loans outstanding was approximately $357 million and $133 million for the three months ended September 30, 2015 and 2014 , respectively, and was approximately $241 million and $159 million for the nine months ended September 30, 2015 and 2014 , respectively. Interest was incurred on the loans at a weighted average annual interest rate of approximately 1.7% for the three and nine months ended September 30, 2015 and 2014 . |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The carrying value of cash and cash equivalents, accounts receivable, amounts due to/from related parties and accounts payable approximate fair value due to the short maturity of the instruments. The carrying value of short-term loans under EQM's credit facility approximates fair value as the interest rates are based on prevailing market rates. As of September 30, 2015 and December 31, 2014 , the estimated fair value of EQM's long-term debt was approximately $441 million and $496 million , respectively, and the carrying value of EQM's long-term debt was approximately $493 million at both dates. |
Net Income per Limited Partner
Net Income per Limited Partner Unit | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Net Income per Limited Partner Unit | Net Income per Limited Partner Unit The table below presents EQM’s calculation of net income per limited partner unit for common and subordinated limited partner units. Net income attributable to NWV Gathering for periods prior to March 17, 2015 and to Jupiter for periods prior to May 7, 2014 were not allocated to the limited partners for purposes of calculating net income per limited partner unit. The phantom units granted to the independent directors of the EQM General Partner will be paid in common units on a director’s termination of service on the EQM General Partner's Board of Directors. As there are no remaining service, performance or market conditions related to these awards, the weighted average phantom unit awards included in the calculation of basic weighted average limited partner units outstanding was 14,233 and 11,654 for the three months ended September 30, 2015 and 2014 , respectively, and 13,906 and 11,323 for the nine months ended September 30, 2015 and 2014 , respectively. Potentially dilutive securities included in the calculation of diluted weighted average limited partner units outstanding totaled 157,386 and 128,588 for the three months ended September 30, 2015 and 2014 , respectively, and 160,043 and 125,124 for the nine months ended September 30, 2015 and 2014 , respectively. Conversion of subordinated units . From its inception through December 31, 2014, EQM paid equal distributions on common, subordinated and general partner units, excluding payments on the incentive distribution rights. Upon payment of the cash distribution for the fourth quarter of 2014, the financial requirements for the conversion of all subordinated units were satisfied. As a result, on February 17, 2015, the 17,339,718 subordinated units converted into common units on a one -for-one basis. For purposes of calculating net income per common and subordinated unit, the conversion of the subordinated units is deemed to have occurred on January 1, 2015. The conversion did not impact the amount of the cash distribution paid or the total number of EQM’s outstanding units representing limited partner interests. Three Months Ended Nine Months Ended 2015 2014 2015 2014 (Thousands, except per unit data) Net income $ 94,116 $ 67,701 $ 280,741 $ 181,667 Less: Pre-acquisition net income allocated to parent — (11,168 ) (11,106 ) (43,701 ) General partner interest in net income – general partner units (1,860 ) (1,130 ) (5,370 ) (2,759 ) General partner interest in net income – incentive distribution rights (12,655 ) (3,410 ) (30,783 ) (6,296 ) Limited partner interest in net income $ 79,601 $ 51,993 $ 233,482 $ 128,911 Net income allocable to common units - basic $ 79,601 $ 37,138 $ 233,482 $ 88,903 Net income allocable to subordinated units - basic — 14,855 — 40,008 Limited partner interest in net income - basic $ 79,601 $ 51,993 $ 233,482 $ 128,911 Net income allocable to common units – diluted $ 79,601 $ 37,150 $ 233,482 $ 88,932 Net income allocable to subordinated units – diluted — 14,843 — 39,979 Limited partner interest in net income – diluted $ 79,601 $ 51,993 $ 233,482 $ 128,911 Weighted average limited partner units outstanding – basic Common units 70,929 43,359 67,800 36,919 Subordinated units — 17,340 — 17,340 Total 70,929 60,699 67,800 54,259 Weighted average limited partner units outstanding – diluted Common units 71,086 43,487 67,960 37,044 Subordinated units — 17,340 — 17,340 Total 71,086 60,827 67,960 54,384 Net income per limited partner unit – basic Common units $ 1.12 $ 0.86 $ 3.44 $ 2.41 Subordinated units — 0.86 — 2.31 Total $ 1.12 $ 0.86 $ 3.44 $ 2.38 Net income per limited partner unit – diluted Common units $ 1.12 $ 0.85 $ 3.44 $ 2.40 Subordinated units — 0.86 — 2.31 Total $ 1.12 $ 0.85 $ 3.44 $ 2.37 |
Distributions
Distributions | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Distributions | Partners' Capital The following table summarizes EQM's common, subordinated and general partner units issued from January 1, 2014 through September 30, 2015 . Limited Partner Units General Common Subordinated Partner Units Total Balance at January 1, 2014 30,468,902 17,339,718 975,686 48,784,306 May 2014 equity offering 12,362,500 — — 12,362,500 Jupiter Acquisition consideration (see Note B) 516,050 — 262,828 778,878 Balance at December 31, 2014 43,347,452 17,339,718 1,238,514 61,925,684 Conversion of subordinated units to common units 17,339,718 (17,339,718 ) — — 2014 EQM VDA issuance 21,063 — 430 21,493 March 2015 equity offering 9,487,500 — 25,255 9,512,755 NWV Gathering Acquisition consideration (see Note B) 511,973 — 178,816 690,789 $750 million "At the Market" (ATM) Program 827,975 — — 827,975 Balance at September 30, 2015 71,535,681 — 1,443,015 72,978,696 See Note I for discussion of the conversion of the subordinated units in February 2015. In February 2015, EQM issued 21,063 common units under the 2014 EQM Value Driver Award (2014 EQM VDA). In connection with this issuance, the EQM General Partner purchased 430 EQM general partner units to maintain its 2.0% general partner interest. On March 17, 2015, EQM completed an underwritten public offering of 8,250,000 common units. On March 18, 2015, the underwriters exercised their option to purchase 1,237,500 additional common units on the same terms as the offering. EQM received net proceeds of approximately $696.6 million after deducting the underwriters' discount and offering expenses which were used to finance a portion of the cash consideration paid to EQT in connection with the NWV Gathering Acquisition. In connection with the sale of the additional common units, the EQM General Partner purchased 25,255 EQM general partner units for approximately $1.9 million to maintain its 2.0% general partner interest. During the third quarter of 2015, EQM entered into an equity distribution agreement that established an ATM common unit offering program, pursuant to which a group of managers, acting as EQM's sales agents, may sell EQM common units having an aggregate offering price of up to $750 million (the $750 million ATM Program). During the three months ended September 30, 2015 , EQM issued 827,975 common units at an average price per unit of $76.58 . EQM received net proceeds of approximately $62.2 million after deducting commissions of approximately $0.7 million and other offering expenses of approximately $0.5 million . EQM used the net proceeds from the sales for general partnership purposes. The EQM General Partner elected not to maintain its general partner ownership percentage at the previous level of 2.0% . From October 1, 2015 to October 22, 2015 , EQM issued 334,500 common units at an average price per unit of $70.82 and received net proceeds of approximately $23.5 million . As of September 30, 2015 , EQGP and its subsidiaries owned 21,811,643 common units, representing a 29.89% limited partner interest, 1,443,015 general partner units, representing a 1.98% general partner interest, and all of the incentive distribution rights in EQM. As of September 30, 2015 , EQT owned a non-economic general partner interest and a 90.1% limited partner interest in EQGP. Distributions On October 20, 2015 , the Board of Directors of the EQM General Partner declared a cash distribution to EQM’s unitholders for the third quarter of 2015 of $0.675 per common unit. The cash distribution will be paid on November 13, 2015 to unitholders of record, including EQGP, at the close of business on November 2, 2015 . Based on the 71,870,181 EQM common units outstanding on October 22, 2015 , the corresponding cash distributions to EQGP in respect of its general partner interest and incentive distribution rights in EQM would be $1.2 million and $12.7 million , respectively. These distribution amounts to EQGP are subject to change if EQM issues additional common units on or prior to the record date for the third quarter 2015 distribution. |
Financial Statements (Policies)
Financial Statements (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the requirements of Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, these unaudited consolidated financial statements include all adjustments (consisting of only normal recurring adjustments, unless otherwise disclosed in this Form 10-Q) necessary for a fair presentation of the financial position of EQM as of September 30, 2015 and December 31, 2014 , the results of its operations for the three and nine months ended September 30, 2015 and 2014 and its cash flows and partners' capital for the nine months ended September 30, 2015 and 2014 . Certain previously reported amounts have been reclassified to conform to the current year presentation. The balance sheet at December 31, 2014 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by GAAP for complete financial statements. NWV Gathering and Jupiter were businesses and the NWV Gathering and Jupiter Acquisitions (defined in Note B) were transactions between entities under common control; therefore, EQM recorded the assets and liabilities of NWV Gathering and Jupiter at their carrying amounts to EQT on the date of the respective transactions. The difference between EQT’s net carrying amount and the total consideration paid to EQT was recorded as a capital transaction with EQT, which resulted in a reduction in partners’ capital. EQM recast its consolidated financial statements to retrospectively reflect the NWV Gathering Acquisition and Jupiter Acquisition as if the entities were owned for all periods presented; however, the consolidated financial statements are not necessarily indicative of the results of operations that would have occurred if EQM had owned them during the periods reported. Due to the seasonal nature of EQM’s utility customer contracts, the interim statements for the three and nine months ended September 30, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015 . For further information, refer to the consolidated financial statements and footnotes thereto for the year ended December 31, 2014 included in EQM’s Current Report on Form 8-K, as filed on April 1, 2015 , as well as “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In May 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers . The standard requires an entity to recognize revenue in a manner that depicts the transfer of goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU No. 2014-09 will supersede most of the existing revenue recognition requirements in GAAP when it becomes effective and is required to be adopted using one of two retrospective application methods. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers - Deferral of the Effective Date which approved a one year deferral of ASU 2014-09 for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early application is permitted as of the original effective date for annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. EQM is currently evaluating the method of adoption and impact this standard will have on its financial statements and related disclosures. In February 2015, the FASB issued ASU No. 2015-02, Consolidation . The standard changes the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities. The ASU will be effective for annual reporting periods beginning after December 15, 2015, including interim periods therein. EQM has evaluated this standard and determined the adoption of it will have no significant impact on reported results or disclosures. In April 2015, the FASB issued ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement . The ASU adds guidance that will help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement. The ASU will be effective for annual reporting periods beginning after December 15, 2015. EQM is currently evaluating the impact this standard will have on its financial statements and related disclosures. In August 2015, the FASB issued ASU No. 2015-15, Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements . This ASU clarified that the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. EQM has adopted this standard which had no significant impact on reported results or disclosures. |
Partners' Capital (Tables)
Partners' Capital (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Summary of common, subordinated and general partner units issued | The following table summarizes EQM's common, subordinated and general partner units issued from January 1, 2014 through September 30, 2015 . Limited Partner Units General Common Subordinated Partner Units Total Balance at January 1, 2014 30,468,902 17,339,718 975,686 48,784,306 May 2014 equity offering 12,362,500 — — 12,362,500 Jupiter Acquisition consideration (see Note B) 516,050 — 262,828 778,878 Balance at December 31, 2014 43,347,452 17,339,718 1,238,514 61,925,684 Conversion of subordinated units to common units 17,339,718 (17,339,718 ) — — 2014 EQM VDA issuance 21,063 — 430 21,493 March 2015 equity offering 9,487,500 — 25,255 9,512,755 NWV Gathering Acquisition consideration (see Note B) 511,973 — 178,816 690,789 $750 million "At the Market" (ATM) Program 827,975 — — 827,975 Balance at September 30, 2015 71,535,681 — 1,443,015 72,978,696 |
Financial Information by Busi20
Financial Information by Business Segment (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of revenue from external customers and operating income and reconciliation to net income | All of EQM’s operating revenues, income from operations and assets are generated or located in the United States. Three Months Ended Nine Months Ended 2015 2014 2015 2014 (Thousands) Revenues from external customers (including affiliates): Transmission and storage $ 69,906 $ 62,436 $ 217,407 $ 180,878 Gathering 78,883 58,486 230,806 157,279 Total $ 148,789 $ 120,922 $ 448,213 $ 338,157 Operating income: Transmission and storage $ 45,048 $ 42,515 $ 148,255 $ 126,534 Gathering 57,863 39,351 168,804 100,349 Total operating income $ 102,911 $ 81,866 $ 317,059 $ 226,883 Reconciliation of operating income to net income: Equity income 753 — 1,147 — Other income 1,716 806 3,599 1,634 Interest expense 11,264 8,660 34,361 20,944 Income tax expense — 6,311 6,703 25,906 Net income $ 94,116 $ 67,701 $ 280,741 $ 181,667 |
Schedule of segment assets | September 30, 2015 December 31, 2014 (Thousands) Segment assets: Transmission and storage $ 1,042,615 $ 928,864 Gathering 914,875 765,090 Total operating segments 1,957,490 1,693,954 Headquarters, including cash 210,599 128,865 Total assets $ 2,168,089 $ 1,822,819 |
Schedule of depreciation, amortization and expenditures for segment assets | Three Months Ended Nine Months Ended 2015 2014 2015 2014 (Thousands) Depreciation and amortization: Transmission and storage $ 7,776 $ 7,195 $ 21,561 $ 19,676 Gathering 5,441 5,350 15,841 13,302 Total $ 13,217 $ 12,545 $ 37,402 $ 32,978 Expenditures for segment assets: Transmission and storage $ 36,788 $ 39,826 $ 116,270 $ 78,907 Gathering 55,387 64,321 160,685 155,176 Total (1) $ 92,175 $ 104,147 $ 276,955 $ 234,083 (1) EQM accrues capital expenditures when work has been completed but the associated bills have not yet been paid. These accrued amounts are excluded from capital expenditures on the statements of consolidated cash flows until they are paid in a subsequent period. Accrued capital expenditures were $23.5 million and $19.6 million at September 30, 2015 and 2014 , respectively. Additionally, EQM capitalizes certain labor overhead costs which include a portion of non-cash equity-based compensation. These non-cash capital expenditures in the table above were less than $0.1 million and approximately $0.1 million for the three months ended September 30, 2015 and 2014 , respectively, and less than $0.1 million and approximately $0.2 million for the nine months ended September 30, 2015 and 2014 , respectively. |
Net Income per Limited Partne21
Net Income per Limited Partner Unit (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of partnership's calculation of net income per limited partner unit for common and subordinated limited partner units | The conversion did not impact the amount of the cash distribution paid or the total number of EQM’s outstanding units representing limited partner interests. Three Months Ended Nine Months Ended 2015 2014 2015 2014 (Thousands, except per unit data) Net income $ 94,116 $ 67,701 $ 280,741 $ 181,667 Less: Pre-acquisition net income allocated to parent — (11,168 ) (11,106 ) (43,701 ) General partner interest in net income – general partner units (1,860 ) (1,130 ) (5,370 ) (2,759 ) General partner interest in net income – incentive distribution rights (12,655 ) (3,410 ) (30,783 ) (6,296 ) Limited partner interest in net income $ 79,601 $ 51,993 $ 233,482 $ 128,911 Net income allocable to common units - basic $ 79,601 $ 37,138 $ 233,482 $ 88,903 Net income allocable to subordinated units - basic — 14,855 — 40,008 Limited partner interest in net income - basic $ 79,601 $ 51,993 $ 233,482 $ 128,911 Net income allocable to common units – diluted $ 79,601 $ 37,150 $ 233,482 $ 88,932 Net income allocable to subordinated units – diluted — 14,843 — 39,979 Limited partner interest in net income – diluted $ 79,601 $ 51,993 $ 233,482 $ 128,911 Weighted average limited partner units outstanding – basic Common units 70,929 43,359 67,800 36,919 Subordinated units — 17,340 — 17,340 Total 70,929 60,699 67,800 54,259 Weighted average limited partner units outstanding – diluted Common units 71,086 43,487 67,960 37,044 Subordinated units — 17,340 — 17,340 Total 71,086 60,827 67,960 54,384 Net income per limited partner unit – basic Common units $ 1.12 $ 0.86 $ 3.44 $ 2.41 Subordinated units — 0.86 — 2.31 Total $ 1.12 $ 0.86 $ 3.44 $ 2.38 Net income per limited partner unit – diluted Common units $ 1.12 $ 0.85 $ 3.44 $ 2.40 Subordinated units — 0.86 — 2.31 Total $ 1.12 $ 0.85 $ 3.44 $ 2.37 |
Acquisitions - NWV Gathering Ac
Acquisitions - NWV Gathering Acquisition (Narrative) (Details) - USD ($) $ in Thousands | Apr. 15, 2015 | Mar. 17, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | |
Business Acquisition [Line Items] | |||||
Cash payment | [1] | $ 76,037 | $ 0 | ||
NWV Gathering Acquisition | |||||
Business Acquisition [Line Items] | |||||
Consideration paid to acquire preferred interest | $ 925,700 | ||||
Cash payment | $ 873,200 | ||||
NWV Gathering Acquisition | Partnership Interest | Common Partner Units | |||||
Business Acquisition [Line Items] | |||||
Number of common units and general partner units part of consideration (in shares) | 511,973 | ||||
NWV Gathering Acquisition | Partnership Interest | General Partner Units | |||||
Business Acquisition [Line Items] | |||||
Number of common units and general partner units part of consideration (in shares) | 178,816 | ||||
EQT Energy Supply, LLC | |||||
Business Acquisition [Line Items] | |||||
Consideration paid to acquire preferred interest | $ 124,300 | ||||
[1] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. |
Acquisitions - MVP Interest Acq
Acquisitions - MVP Interest Acquisition (Narrative) (Details) $ in Millions | Mar. 30, 2015USD ($)mi |
MVP Interest in Joint Venture | |
Business Acquisition [Line Items] | |
Membership interest (as a percent) | 100.00% |
Consideration paid | $ | $ 54.2 |
Mountain Valley Pipeline | |
Business Acquisition [Line Items] | |
Length of natural gas interstate pipeline (in miles) | 300 |
MVP Holdco | |
Business Acquisition [Line Items] | |
Membership interest (as a percent) | 100.00% |
Acquisitions - Jupiter Acquisit
Acquisitions - Jupiter Acquisition (Narrative) (Details) - USD ($) $ in Thousands | May. 07, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | |||||
Cash payment | [1] | $ 76,037 | $ 0 | ||
Common units issued (in shares) | 71,535,681 | 43,347,452 | |||
General partner units issued (in shares) | 1,443,015 | 1,238,514 | |||
EQGP | Jupiter Acquisition | |||||
Business Acquisition [Line Items] | |||||
Consideration paid | $ 1,180,000 | ||||
Cash payment | $ 1,121,000 | ||||
Common units issued (in shares) | 516,050 | ||||
General partner units issued (in shares) | 262,828 | ||||
[1] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. |
Partners' Capital (Details)
Partners' Capital (Details) - USD ($) | Mar. 18, 2015 | Mar. 17, 2015 | Feb. 17, 2015 | Feb. 28, 2015 | Sep. 30, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Increase (Decrease) in Partners' Capital | ||||||||
Beginning balance (in shares) | 72,978,696 | 72,978,696 | 61,925,684 | 48,784,306 | ||||
Equity offering (in shares) | 9,512,755 | 12,362,500 | ||||||
Common units issued (in shares) | 827,975 | |||||||
Conversion of subordinated units to common units (in shares) | 17,339,718 | 0 | ||||||
Common units issued under the 2014 EQM VDA issuance (in shares) | 21,493 | |||||||
Ending balance (in shares) | 72,978,696 | 72,978,696 | 61,925,684 | |||||
Common unit aggregate offering price, maximum amount | $ 750,000,000 | |||||||
Jupiter Acquisition | ||||||||
Increase (Decrease) in Partners' Capital | ||||||||
Acquisition consideration (in shares) | 778,878 | |||||||
NWV Gathering Acquisition | ||||||||
Increase (Decrease) in Partners' Capital | ||||||||
Acquisition consideration (in shares) | 690,789 | |||||||
Limited Partners Units Common | ||||||||
Increase (Decrease) in Partners' Capital | ||||||||
Beginning balance (in shares) | 71,535,681 | 71,535,681 | 43,347,452 | 30,468,902 | ||||
Equity offering (in shares) | 1,237,500 | 8,250,000 | 9,487,500 | 12,362,500 | ||||
Common units issued (in shares) | 827,975 | 827,975 | ||||||
Conversion of subordinated units to common units (in shares) | 17,339,718 | |||||||
Common units issued under the 2014 EQM VDA issuance (in shares) | 21,063 | 21,063 | ||||||
Ending balance (in shares) | 71,535,681 | 71,535,681 | 43,347,452 | |||||
Limited Partners Units Common | Jupiter Acquisition | ||||||||
Increase (Decrease) in Partners' Capital | ||||||||
Acquisition consideration (in shares) | 516,050 | |||||||
Limited Partners Units Common | NWV Gathering Acquisition | ||||||||
Increase (Decrease) in Partners' Capital | ||||||||
Acquisition consideration (in shares) | 511,973 | |||||||
Limited Partners Units Subordinated | ||||||||
Increase (Decrease) in Partners' Capital | ||||||||
Beginning balance (in shares) | 0 | 0 | 17,339,718 | 17,339,718 | ||||
Equity offering (in shares) | 0 | 0 | ||||||
Common units issued (in shares) | 0 | |||||||
Conversion of subordinated units to common units (in shares) | (17,339,718) | |||||||
Common units issued under the 2014 EQM VDA issuance (in shares) | 0 | |||||||
Ending balance (in shares) | 0 | 0 | 17,339,718 | |||||
Limited Partners Units Subordinated | Jupiter Acquisition | ||||||||
Increase (Decrease) in Partners' Capital | ||||||||
Acquisition consideration (in shares) | 0 | |||||||
Limited Partners Units Subordinated | NWV Gathering Acquisition | ||||||||
Increase (Decrease) in Partners' Capital | ||||||||
Acquisition consideration (in shares) | 0 | |||||||
General Partner Units | ||||||||
Increase (Decrease) in Partners' Capital | ||||||||
Beginning balance (in shares) | 1,443,015 | 1,443,015 | 1,238,514 | 975,686 | ||||
Equity offering (in shares) | 25,255 | 25,255 | 0 | |||||
Common units issued (in shares) | 0 | |||||||
Conversion of subordinated units to common units (in shares) | 0 | |||||||
Common units issued under the 2014 EQM VDA issuance (in shares) | 430 | 430 | ||||||
Ending balance (in shares) | 1,443,015 | 1,443,015 | 1,238,514 | |||||
General Partner Units | Jupiter Acquisition | ||||||||
Increase (Decrease) in Partners' Capital | ||||||||
Acquisition consideration (in shares) | 262,828 | |||||||
General Partner Units | NWV Gathering Acquisition | ||||||||
Increase (Decrease) in Partners' Capital | ||||||||
Acquisition consideration (in shares) | 178,816 |
Partners' Capital (Narrative) (
Partners' Capital (Narrative) (Details) - USD ($) | Mar. 18, 2015 | Mar. 17, 2015 | Oct. 22, 2015 | Feb. 28, 2015 | Sep. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | [1] | Dec. 31, 2014 | |
Class of Stock [Line Items] | ||||||||||
Common units issued under the 2014 EQM VDA issuance (in shares) | 21,493 | |||||||||
General partner's ownership interest (as a percent) | 2.00% | 2.00% | 2.00% | |||||||
Equity offering (in shares) | 9,512,755 | 12,362,500 | ||||||||
Proceeds from the issuance of common units, net of offering costs | $ 62,200,000 | $ 760,731,000 | [1] | $ 902,467,000 | ||||||
Common unit aggregate offering price, maximum amount | $ 750,000,000 | |||||||||
Common units issued (in shares) | 827,975 | |||||||||
Common unit, issued, average price per unit (in dollars per share) | $ 76.58 | |||||||||
Payments for commissions | $ 700,000 | |||||||||
Payments of stock issuance costs | $ 500,000 | |||||||||
EQTGP | ||||||||||
Class of Stock [Line Items] | ||||||||||
General partner's ownership interest (as a percent) | 1.98% | |||||||||
Number of common units held by parent (in shares) | 21,811,643 | 21,811,643 | ||||||||
Number of general partner units held by parent (in shares) | 1,443,015 | 1,443,015 | ||||||||
Ownership interest (as a percent) | 29.89% | |||||||||
EQTGP | EQT | ||||||||||
Class of Stock [Line Items] | ||||||||||
Ownership interest (as a percent) | 90.10% | |||||||||
Subsequent Event | ||||||||||
Class of Stock [Line Items] | ||||||||||
Proceeds from the issuance of common units, net of offering costs | $ 23,500,000 | |||||||||
Common unit, issued, average price per unit (in dollars per share) | $ 70.82 | |||||||||
Limited Partners Units Common | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common units issued under the 2014 EQM VDA issuance (in shares) | 21,063 | 21,063 | ||||||||
Equity offering (in shares) | 1,237,500 | 8,250,000 | 9,487,500 | 12,362,500 | ||||||
Proceeds from the issuance of common units, net of offering costs | $ 696,600,000 | |||||||||
Common units issued (in shares) | 827,975 | 827,975 | ||||||||
Limited Partners Units Common | Subsequent Event | ||||||||||
Class of Stock [Line Items] | ||||||||||
Equity offering (in shares) | 334,500 | |||||||||
General Partner Units | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common units issued under the 2014 EQM VDA issuance (in shares) | 430 | 430 | ||||||||
Equity offering (in shares) | 25,255 | 25,255 | 0 | |||||||
Sale of general partner units | $ 1,900,000 | |||||||||
Common units issued (in shares) | 0 | |||||||||
[1] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. |
Financial Information by Busi27
Financial Information by Business Segment (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)segment | Sep. 30, 2014USD ($) | Dec. 31, 2014USD ($) | ||||
Segment Information | ||||||||
Number of operating segments | segment | 2 | |||||||
Accrued capital expenditures | $ 23,500 | $ 19,600 | $ 23,500 | $ 19,600 | ||||
Non-cash capital expenditures | 100 | 100 | 100 | 200 | ||||
Revenues from external customers (including affiliates): | ||||||||
Total revenues from external customers (including affiliates) | [1],[2] | 148,789 | 120,922 | 448,213 | 338,157 | |||
Operating income: | ||||||||
Total operating income | [1] | 102,911 | 81,866 | 317,059 | 226,883 | |||
Reconciliation of operating income to net income: | ||||||||
Equity income | [1],[3] | 753 | 0 | 1,147 | [4] | 0 | [4] | |
Other income | [1] | 1,716 | 806 | 3,599 | 1,634 | |||
Interest expense | [1],[5] | 11,264 | 8,660 | 34,361 | 20,944 | |||
Income tax expense | [1] | 0 | 6,311 | 6,703 | 25,906 | |||
Net income | [1] | 94,116 | 67,701 | 280,741 | [4],[6] | 181,667 | [4],[6] | |
Segment assets: | ||||||||
Assets | [7] | 2,168,089 | 2,168,089 | $ 1,822,819 | ||||
Depreciation and amortization: | ||||||||
Depreciation and amortization | [1] | 13,217 | 12,545 | 37,402 | [4] | 32,978 | [4] | |
Operating Segment | ||||||||
Revenues from external customers (including affiliates): | ||||||||
Total revenues from external customers (including affiliates) | 148,789 | 120,922 | 448,213 | 338,157 | ||||
Operating income: | ||||||||
Total operating income | 102,911 | 81,866 | 317,059 | 226,883 | ||||
Segment assets: | ||||||||
Assets | 1,957,490 | 1,957,490 | 1,693,954 | |||||
Depreciation and amortization: | ||||||||
Depreciation and amortization | 13,217 | 12,545 | 37,402 | 32,978 | ||||
Expenditures for segment assets: | ||||||||
Expenditures for segment assets | 92,175 | 104,147 | 276,955 | 234,083 | ||||
Headquarters | ||||||||
Segment assets: | ||||||||
Assets | 210,599 | 210,599 | 128,865 | |||||
Transmission and storage | Operating Segment | ||||||||
Revenues from external customers (including affiliates): | ||||||||
Total revenues from external customers (including affiliates) | 69,906 | 62,436 | 217,407 | 180,878 | ||||
Operating income: | ||||||||
Total operating income | 45,048 | 42,515 | 148,255 | 126,534 | ||||
Segment assets: | ||||||||
Assets | 1,042,615 | 1,042,615 | 928,864 | |||||
Depreciation and amortization: | ||||||||
Depreciation and amortization | 7,776 | 7,195 | 21,561 | 19,676 | ||||
Expenditures for segment assets: | ||||||||
Expenditures for segment assets | 36,788 | 39,826 | 116,270 | 78,907 | ||||
Gathering | Operating Segment | ||||||||
Revenues from external customers (including affiliates): | ||||||||
Total revenues from external customers (including affiliates) | 78,883 | 58,486 | 230,806 | 157,279 | ||||
Operating income: | ||||||||
Total operating income | 57,863 | 39,351 | 168,804 | 100,349 | ||||
Segment assets: | ||||||||
Assets | 914,875 | 914,875 | $ 765,090 | |||||
Depreciation and amortization: | ||||||||
Depreciation and amortization | 5,441 | 5,350 | 15,841 | 13,302 | ||||
Expenditures for segment assets: | ||||||||
Expenditures for segment assets | $ 55,387 | $ 64,321 | $ 160,685 | $ 155,176 | ||||
[1] | Financial statements for the nine months ended September 30, 2015 and the three months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and the Jupiter natural gas gathering system (Jupiter). See Note B. | |||||||
[2] | Operating revenues included affiliate revenues from EQT Corporation and subsidiaries (collectively, EQT) of $111.6 million and $86.7 million for the three months ended September 30, 2015 and 2014, respectively, and $325.9 million and $233.9 million for the nine months ended September 30, 2015 and 2014, respectively. See Note E. | |||||||
[3] | Equity income relates to EQM's interest in Mountain Valley Pipeline, LLC, which is a related party. | |||||||
[4] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. | |||||||
[5] | Interest expense included interest on a capital lease with an affiliate of $5.6 million and $4.7 million for the three months ended September 30, 2015 and 2014, respectively, and $17.4 million and $15.0 million for the nine months ended September 30, 2015 and 2014, respectively. | |||||||
[6] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. | |||||||
[7] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note B. |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | Mar. 17, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Income Tax Disclosure [Abstract] | |||||
Elimination of net current and deferred income tax liabilities | $ 84,400 | $ 84,446 | [1] | $ 51,813 | [1] |
[1] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. |
Short-term Loans (Details)
Short-term Loans (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | ||
Long-term debt | ||||||
Short-term debt amount outstanding | [1] | $ 350,000,000 | $ 350,000,000 | $ 0 | ||
Short-term Loans | ||||||
Long-term debt | ||||||
Maximum amount of outstanding short-term loans at any time during the period | 403,500,000 | $ 330,000,000 | 403,500,000 | $ 450,000,000 | ||
Average daily balance of short-term loans outstanding | $ 357,000,000 | $ 133,000,000 | $ 241,000,000 | $ 159,000,000 | ||
Weighted average annual interest rate | 1.70% | 1.70% | 1.70% | 1.70% | ||
Line of Credit | Revolving Credit Facility | ||||||
Long-term debt | ||||||
Short-term debt amount outstanding | $ 350,000,000 | $ 350,000,000 | $ 0 | |||
Line of Credit | ||||||
Long-term debt | ||||||
Maximum borrowing capacity | $ 750,000,000 | $ 750,000,000 | ||||
[1] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note B. |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | |
Fair Value Disclosures [Abstract] | |||
Estimated fair value of long-term debt | $ 441,000 | $ 496,000 | |
Carrying value of long-term debt | [1] | $ 493,209 | $ 492,633 |
[1] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note B. |
Net Income per Limited Partne31
Net Income per Limited Partner Unit (Narrative) (Details) | Feb. 17, 2015shares | Sep. 30, 2015shares | Sep. 30, 2014shares | Sep. 30, 2015shares | Sep. 30, 2014shares | |
Financial Statements | ||||||
Weighted average limited partner units outstanding - basic (in shares) | [1] | 70,929,000 | 60,699,000 | 67,800,000 | 54,259,000 | |
Conversion of subordinated units to common units (in shares) | 17,339,718 | 0 | ||||
Subordinated units conversion to common units ratio | 1 | |||||
Phantom Units | ||||||
Financial Statements | ||||||
Weighted average limited partner units outstanding - basic (in shares) | 14,233 | 11,654 | 13,906 | 11,323 | ||
Performance Awards and Phantom Units | ||||||
Financial Statements | ||||||
Potentially dilutive securities included in the calculation of diluted weighted average limited partner units outstanding (in shares) | 157,386 | 128,588 | 160,043 | 125,124 | ||
[1] | Financial statements for the nine months ended September 30, 2015 and the three months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and the Jupiter natural gas gathering system (Jupiter). See Note B. |
Net Income per Limited Partne32
Net Income per Limited Partner Unit (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||||
Partnership's calculation of net income per unit for common and subordinated limited partner units: | |||||||
Net income | [1] | $ 94,116 | $ 67,701 | $ 280,741 | [2],[3] | $ 181,667 | [2],[3] |
Less: | |||||||
Pre-acquisition net income allocated to parent | [1] | 0 | (11,168) | (11,106) | (43,701) | ||
General partner interest in net income – general partner units | (1,860) | (1,130) | (5,370) | (2,759) | |||
General partner interest in net income – incentive distribution rights | (12,655) | (3,410) | (30,783) | (6,296) | |||
Limited partner interest in net income | [1] | 79,601 | 51,993 | 233,482 | 128,911 | ||
Limited partner interest in net income - basic | 79,601 | 51,993 | 233,482 | 128,911 | |||
Limited partner interest in net income - diluted | $ 79,601 | $ 51,993 | $ 233,482 | $ 128,911 | |||
Weighted average limited partner units outstanding – basic | |||||||
Weighted average limited partner units outstanding - diluted (in shares) | [1] | 70,929 | 60,699 | 67,800 | 54,259 | ||
Weighted average limited partner units outstanding – diluted | |||||||
Weighted average limited partner units outstanding - diluted (in shares) | [1] | 71,086 | 60,827 | 67,960 | 54,384 | ||
Net income per limited partner unit – basic | |||||||
Net income per limited partner unit - basic (in dollars per share) | [1] | $ 1.12 | $ 0.86 | $ 3.44 | $ 2.38 | ||
Net income per limited partner unit – diluted | |||||||
Net income per limited partner unit - diluted (in dollars per share) | [1] | $ 1.12 | $ 0.85 | $ 3.44 | $ 2.37 | ||
Limited Partners Common | |||||||
Partnership's calculation of net income per unit for common and subordinated limited partner units: | |||||||
Net income | [3] | $ 233,482 | $ 88,903 | ||||
Less: | |||||||
Limited partner interest in net income - basic | $ 79,601 | $ 37,138 | 233,482 | 88,903 | |||
Limited partner interest in net income - diluted | $ 79,601 | $ 37,150 | $ 233,482 | $ 88,932 | |||
Weighted average limited partner units outstanding – basic | |||||||
Weighted average limited partner units outstanding - diluted (in shares) | 70,929 | 43,359 | 67,800 | 36,919 | |||
Weighted average limited partner units outstanding – diluted | |||||||
Weighted average limited partner units outstanding - diluted (in shares) | 71,086 | 43,487 | 67,960 | 37,044 | |||
Net income per limited partner unit – basic | |||||||
Net income per limited partner unit - basic (in dollars per share) | $ 1.12 | $ 0.86 | $ 3.44 | $ 2.41 | |||
Net income per limited partner unit – diluted | |||||||
Net income per limited partner unit - diluted (in dollars per share) | $ 1.12 | $ 0.85 | $ 3.44 | $ 2.40 | |||
Subordinated Units | |||||||
Partnership's calculation of net income per unit for common and subordinated limited partner units: | |||||||
Net income | [3] | $ 0 | $ 40,008 | ||||
Less: | |||||||
Limited partner interest in net income - basic | $ 0 | $ 14,855 | 0 | 40,008 | |||
Limited partner interest in net income - diluted | $ 0 | $ 14,843 | $ 0 | $ 39,979 | |||
Weighted average limited partner units outstanding – basic | |||||||
Weighted average limited partner units outstanding - diluted (in shares) | 0 | 17,340 | 0 | 17,340 | |||
Weighted average limited partner units outstanding – diluted | |||||||
Weighted average limited partner units outstanding - diluted (in shares) | 0 | 17,340 | 0 | 17,340 | |||
Net income per limited partner unit – basic | |||||||
Net income per limited partner unit - basic (in dollars per share) | $ 0 | $ 0.86 | $ 0 | $ 2.31 | |||
Net income per limited partner unit – diluted | |||||||
Net income per limited partner unit - diluted (in dollars per share) | $ 0 | $ 0.86 | $ 0 | $ 2.31 | |||
[1] | Financial statements for the nine months ended September 30, 2015 and the three months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and the Jupiter natural gas gathering system (Jupiter). See Note B. | ||||||
[2] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. | ||||||
[3] | Financial statements for the nine months ended September 30, 2015 have been retrospectively recast to reflect the inclusion of NWV Gathering. Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and Jupiter. See Note B. |
Distributions (Details)
Distributions (Details) - USD ($) $ / shares in Units, $ in Millions | Oct. 22, 2015 | Oct. 20, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Subsequent Event [Line Items] | ||||||
Cash distribution to the company's common and subordinated unitholders declared (in dollars per share) | [1],[2] | $ 0.55 | $ 1.925 | $ 1.56 | ||
Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Cash distribution to the company's common and subordinated unitholders declared (in dollars per share) | [1],[2] | $ 0.675 | ||||
Common unit, outstanding (in shares) | 71,870,181 | |||||
Cash distribution declared to the general partner | $ 1.2 | |||||
Incentive distribution rights | $ 12.7 | |||||
[1] | Financial statements for the nine months ended September 30, 2015 and the three months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). Financial statements for the nine months ended September 30, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering and the Jupiter natural gas gathering system (Jupiter). See Note B. | |||||
[2] | Represents the cash distributions declared related to the period presented. See Note J. |