Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 31, 2017 | Jun. 30, 2016 | |
Entity Registrant Name | EQT Midstream Partners, LP | ||
Entity Central Index Key | 1,540,947 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus (Q1,Q2,Q3,FY) | FY | ||
Amendment Flag | false | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 4.7 | ||
Common Units | |||
Entity Common Stock, Shares Outstanding | 80,581,758 | ||
General Partner Units | |||
Entity Common Stock, Shares Outstanding | 1,443,015 |
STATEMENTS OF CONSOLIDATED OPER
STATEMENTS OF CONSOLIDATED OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Income Statement [Abstract] | ||||
Operating revenues | [1],[2] | $ 735,614 | $ 632,936 | $ 489,218 |
Operating expenses: | ||||
Operating and maintenance | [2],[3] | 73,213 | 70,103 | 56,413 |
Selling, general and administrative | [2],[3] | 72,761 | 61,902 | 51,149 |
Depreciation and amortization | [2],[4] | 62,691 | 49,895 | 49,061 |
Total operating expenses | [2] | 208,665 | 181,900 | 156,623 |
Operating income | [2] | 526,949 | 451,036 | 332,595 |
Other income | [2],[5] | 37,918 | 8,694 | 3,313 |
Net interest expense | [2],[6] | 16,766 | 21,345 | 10,871 |
Income before income taxes | [2] | 548,101 | 438,385 | 325,037 |
Income tax expense (benefit) | [2] | 10,147 | (16,741) | 40,221 |
Net income | [2],[4],[7] | 537,954 | 455,126 | 284,816 |
Calculation of limited partners' interest in net income: | ||||
Net income | [2],[4],[7] | 537,954 | 455,126 | 284,816 |
Less pre-acquisition income allocated to parent | [2] | (21,861) | (72,782) | (72,194) |
Less general partner interest in net income - general partner units | [2] | (9,173) | (7,455) | (4,252) |
Less general partner interest in net income - incentive distribution rights | [2] | (93,568) | (46,992) | (11,453) |
Limited partners' interest in net income | [2] | $ 413,352 | $ 327,897 | $ 196,917 |
Net income per limited partner unit - basic (in USD per share) | [2] | $ 5.21 | $ 4.71 | $ 3.53 |
Net income per limited partner unit - diluted (in USD per share) | [2] | $ 5.21 | $ 4.70 | $ 3.52 |
Weighted average limited partner units outstanding – basic (in shares) | [2] | 79,367 | 69,612 | 55,745 |
Weighted average limited partner units outstanding – diluted (in shares) | [2] | 79,388 | 69,773 | 55,883 |
[1] | Operating revenues included affiliate revenues from EQT Corporation and subsidiaries (collectively, EQT) of $551.4 million, $462.4 million and $337.1 million for the years ended December 31, 2016, 2015 and 2014, respectively. See Note 5. | |||
[2] | s discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of Allegheny Valley Connector, LLC (AVC), Rager Mountain Storage Company LLC (Rager) and certain gathering assets (the Gathering Assets), which were acquired by EQM effective on October 1, 2016 (the October 2016 Acquisition), the Northern West Virginia Marcellus gathering system (NWV Gathering), which was acquired by EQM on March 17, 2015, and the Jupiter natural gas gathering system (Jupiter), which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | |||
[3] | Operating and maintenance expense included charges from EQT of $34.2 million, $33.5 million and $29.3 million for the years ended December 31, 2016, 2015 and 2014, respectively. Selling, general and administrative expense included charges from EQT of $67.3 million, $55.1 million and $46.5 million for the years ended December 31, 2016, 2015 and 2014, respectively. See Note 5. | |||
[4] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | |||
[5] | For the year ended December 31, 2016, other income included distributions received from EQT Energy Supply, LLC (EES) of $8.3 million and equity income from Mountain Valley Pipeline, LLC (MVP Joint Venture) of $9.9 million. For the year ended December 31, 2015, other income included equity income from the MVP Joint Venture of $2.4 million. See Notes 6 and 12. | |||
[6] | Net interest expense for the year ended December 31, 2016 included $1.7 million of interest income on the preferred interest (the Preferred Interest) in EES. See Note 12. | |||
[7] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. |
STATEMENTS OF CONSOLIDATED OPE3
STATEMENTS OF CONSOLIDATED OPERATIONS (Footnotes) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Operating and maintenance expense | [1],[2] | $ 73,213 | $ 70,103 | $ 56,413 |
Selling, general and administrative expense | [1],[2] | 72,761 | 61,902 | 51,149 |
Equity income | [3] | 9,898 | 2,367 | 0 |
EQT and Subsidiaries | ||||
Operating revenues from related party | 551,353 | 462,371 | 337,132 | |
Operating and maintenance expense | 34,179 | 33,452 | 29,258 | |
Selling, general and administrative expense | 67,345 | 55,092 | 46,524 | |
EES | ||||
Interest income | 1,740 | 0 | $ 0 | |
Variable Interest Entity, Not Primary Beneficiary | EES | ||||
Distributions included in other income | 8,300 | |||
Other Nonoperating Income (Expense) | Variable Interest Entity, Not Primary Beneficiary | MVP Joint Venture | ||||
Equity income | $ 9,900 | $ 2,400 | ||
[1] | Operating and maintenance expense included charges from EQT of $34.2 million, $33.5 million and $29.3 million for the years ended December 31, 2016, 2015 and 2014, respectively. Selling, general and administrative expense included charges from EQT of $67.3 million, $55.1 million and $46.5 million for the years ended December 31, 2016, 2015 and 2014, respectively. See Note 5. | |||
[2] | s discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of Allegheny Valley Connector, LLC (AVC), Rager Mountain Storage Company LLC (Rager) and certain gathering assets (the Gathering Assets), which were acquired by EQM effective on October 1, 2016 (the October 2016 Acquisition), the Northern West Virginia Marcellus gathering system (NWV Gathering), which was acquired by EQM on March 17, 2015, and the Jupiter natural gas gathering system (Jupiter), which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | |||
[3] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. |
STATEMENTS OF CONSOLIDATED CASH
STATEMENTS OF CONSOLIDATED CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||||
Cash flows from operating activities: | ||||||
Net income | [1],[2],[3] | $ 537,954 | $ 455,126 | $ 284,816 | ||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||
Depreciation and amortization | [1],[3] | 62,691 | 49,895 | 49,061 | ||
Deferred income taxes | [1] | 8,774 | (30,686) | 27,637 | ||
Equity income | [1] | (9,898) | (2,367) | 0 | ||
AFUDC – equity | [1] | (19,402) | (6,327) | (3,313) | ||
Non-cash long term compensation expense | [1] | 195 | 1,467 | 3,368 | ||
Non-cash adjustments | [1] | 0 | 0 | (1,520) | ||
Changes in other assets and liabilities: | ||||||
Accounts receivable | [1] | (2,872) | (647) | (5,446) | ||
Accounts payable | [1] | (9,354) | 8,470 | 4,734 | ||
Due to/from EQT affiliates | [1] | (34,667) | 8,633 | (41,879) | ||
Other assets and other liabilities | [1] | 4,483 | 6,142 | 7,346 | ||
Net cash provided by operating activities | [1] | 537,904 | 489,706 | 324,804 | ||
Cash flows from investing activities: | ||||||
Capital expenditures | [1] | (584,819) | (458,056) | (356,239) | ||
Acquisitions - net assets from EQT (see Note 2) | [1] | (62,372) | (386,791) | (168,198) | ||
MVP Interest Acquisition and capital contributions to the MVP Joint Venture | [1] | (98,399) | (84,381) | 0 | ||
Sales of interests in the MVP Joint Venture | [1] | 12,533 | 9,723 | 0 | ||
Preferred Interest Acquisition (as defined in Note 2) | [1] | 0 | (124,317) | 0 | ||
Principal payments received on Preferred Interest (see Note 2) | [1] | 1,024 | 0 | 0 | ||
Net cash used in investing activities | [1] | (732,033) | (1,043,822) | (524,437) | ||
Cash flows from financing activities: | ||||||
Proceeds from the issuance of EQM common units, net of offering costs | [1],[2] | 217,102 | 1,183,921 | 902,467 | ||
Acquisitions - purchase price in excess of net assets from EQT (see Note 2) | [1] | (3,734) | (486,392) | (952,802) | ||
Acquisition of AVC net assets from EQT (see Note 2) | [1] | (208,894) | 0 | 0 | ||
Sunrise Merger payment (as defined in Note 2) | [1] | 0 | 0 | (110,000) | ||
Proceeds from credit facility borrowings | [1] | 740,000 | 617,000 | 450,000 | ||
Payments on credit facility borrowings | [1] | (1,039,000) | (318,000) | (450,000) | ||
Proceeds from the issuance of long-term debt | [1] | 500,000 | 0 | 500,000 | ||
Net contributions from (distributions to) EQT | [1] | 20,234 | (6,598) | 106,180 | ||
Capital contributions | [1] | 5,884 | 1,781 | 382 | ||
Distributions paid to unitholders | [1] | (329,471) | (212,262) | (119,628) | ||
Discount, debt issuance costs and credit facility fees | [1] | (8,580) | 0 | (9,707) | ||
Net cash (used in) provided by financing activities | [1] | (106,459) | 779,450 | 316,892 | ||
Net change in cash and cash equivalents | [1] | (300,588) | 225,334 | 117,259 | ||
Cash and cash equivalents at beginning of year | [1] | 360,956 | [4] | 135,622 | 18,363 | |
Cash and cash equivalents at end of year | [1] | 60,368 | [4] | 360,956 | [4] | 135,622 |
Cash paid during the year for: | ||||||
Interest, net of amount capitalized | [1] | 13,899 | 19,606 | 1,580 | ||
Non-cash activity during the year: | ||||||
MVP Joint Venture investment/payable for capital contributions (see Note 6) | [1] | 11,471 | 0 | 0 | ||
MVP Joint Venture investment/payable for capital contributions (see Note 6) | [1] | 93,951 | 84,446 | 51,813 | ||
Asset adjustments prior to acquisition | [1] | (115,270) | [2],[5] | 0 | 0 | |
Limited partner and general partner units issued for acquisitions | [1] | 0 | 52,500 | 59,000 | ||
Net settlement of current income taxes receivable with EQT | [1] | $ 0 | $ 8,652 | $ 18,728 | ||
[1] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | |||||
[2] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | |||||
[3] | s discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of Allegheny Valley Connector, LLC (AVC), Rager Mountain Storage Company LLC (Rager) and certain gathering assets (the Gathering Assets), which were acquired by EQM effective on October 1, 2016 (the October 2016 Acquisition), the Northern West Virginia Marcellus gathering system (NWV Gathering), which was acquired by EQM on March 17, 2015, and the Jupiter natural gas gathering system (Jupiter), which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | |||||
[4] | Financial statements as of December 31, 2015 have been retrospectively recast to include AVC, Rager and the Gathering Assets as a result of the October 2016 Acquisition. See Note 2. | |||||
[5] | Represents a decrease in the carrying value of the Gathering Assets and regulatory assets on the books of AVC, Rager, and the Gathering Assets by EQT prior to the October 2016 Acquisition. |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | |
Current assets: | |||
Cash and cash equivalents | [1],[2] | $ 60,368 | $ 360,956 |
Accounts receivable (net of allowance for doubtful accounts of $319 and $248 as of December 31, 2016 and 2015, respectively) | [2] | 20,662 | 17,790 |
Accounts receivable – affiliate | [2] | 81,358 | 80,507 |
Other current assets | [2] | 9,671 | 2,203 |
Total current assets | [2] | 172,059 | 461,456 |
Property, plant and equipment | [2] | 2,894,858 | 2,362,316 |
Less: accumulated depreciation | [2] | (316,024) | (264,602) |
Net property, plant and equipment | [2] | 2,578,834 | 2,097,714 |
Investments in unconsolidated entities | [2] | 184,562 | 77,025 |
Preferred Interest in EES | [2] | 119,126 | 124,317 |
Other assets | [2] | 21,259 | 72,846 |
Total assets | [2] | 3,075,840 | 2,833,358 |
Current liabilities: | |||
Accounts payable | [2] | 35,830 | 42,639 |
Due to related party | [2] | 19,027 | 47,563 |
Credit facility borrowings | [2] | 0 | 299,000 |
Capital contribution payable to MVP Joint Venture | [2] | 11,471 | 0 |
Accrued interest | [2] | 12,016 | 8,753 |
Accrued liabilities | [2] | 8,648 | 6,812 |
Total current liabilities | [2] | 86,992 | 404,767 |
Deferred income taxes | [2] | 0 | 84,099 |
Long-term debt | [2] | 985,732 | 493,401 |
Other long-term liabilities | [2] | 9,562 | 7,834 |
Total liabilities | [2] | 1,082,286 | 990,101 |
Partners’ capital: | |||
Predecessor equity | [2] | 0 | 275,545 |
Common units (80,581,758 and 77,520,181 units issued and outstanding at December 31, 2016 and 2015, respectively) | [2] | 2,008,510 | 1,598,675 |
General partner interest (1,443,015 units issued and outstanding at December 31, 2016 and 2015) | [2] | (14,956) | (30,963) |
Total partners’ capital | [2],[3] | 1,993,554 | 1,843,257 |
Total liabilities and partners’ capital | [2] | $ 3,075,840 | $ 2,833,358 |
[1] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | ||
[2] | Financial statements as of December 31, 2015 have been retrospectively recast to include AVC, Rager and the Gathering Assets as a result of the October 2016 Acquisition. See Note 2. | ||
[3] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 319 | $ 248 |
Common units issued (in shares) | 80,581,758 | 77,520,181 |
Common units outstanding (in shares) | 80,581,758 | 77,520,181 |
General partner interest, units issued (in shares) | 1,443,015 | 1,443,015 |
General partner interest, units outstanding (in shares) | 1,443,015 | 1,443,015 |
STATEMENTS OF CONSOLIDATED PART
STATEMENTS OF CONSOLIDATED PARTNERS' CAPITAL - USD ($) $ in Thousands | Total | Limited Partners Common | Limited Partners Subordinated | General Partner | Predecessor Equity | ||
Beginning balance at Dec. 31, 2013 | [1] | $ 1,121,214 | $ 818,431 | $ (175,996) | $ 1,753 | $ 477,026 | |
Increase (Decrease) in Partners' Capital | |||||||
Net income | [1] | 284,816 | [2],[3] | 136,992 | 59,925 | 15,705 | 72,194 |
Capital contributions | [1] | 500 | 338 | 152 | 10 | ||
Equity-based compensation plans | [1] | 3,692 | 3,692 | ||||
Net contributions (distributions) from EQT | [1] | 87,452 | 87,452 | ||||
Distributions to unitholders | [1] | (119,628) | (75,328) | (35,026) | (9,274) | ||
Proceeds from issuance of common units, net of offering costs | [1] | 902,467 | [2] | 902,467 | |||
Elimination of net current and deferred tax liabilities | [1] | 51,813 | 51,813 | ||||
Asset adjustments prior to acquisition | [2] | 0 | |||||
Net assets from EQT | [1] | (168,198) | (168,198) | ||||
Issuance of units | [1] | 59,000 | 39,091 | 19,909 | |||
Purchase price in excess of net assets from EQT | [1] | (1,011,802) | (177,773) | (778,429) | (55,600) | ||
Ending balance at Dec. 31, 2014 | [1] | 1,211,326 | 1,647,910 | (929,374) | (27,497) | 520,287 | |
Increase (Decrease) in Partners' Capital | |||||||
Net income | [1] | 455,126 | [2],[3] | 327,897 | 54,447 | 72,782 | |
Capital contributions | [1] | 7,492 | 7,342 | 150 | |||
Equity-based compensation plans | [1] | 1,570 | 1,537 | 33 | |||
Net contributions (distributions) from EQT | [1] | (15,179) | (15,179) | ||||
Distributions to unitholders | [1] | (212,262) | (162,040) | (10,057) | (40,165) | ||
Conversion of subordinated units to common units | [1],[4] | (939,431) | 939,431 | ||||
Proceeds from issuance of common units, net of offering costs | [1] | 1,183,921 | [2] | 1,182,002 | 1,919 | ||
Elimination of net current and deferred tax liabilities | [1] | 84,446 | 84,446 | ||||
Asset adjustments prior to acquisition | [2] | 0 | |||||
Net assets from EQT | [1] | (386,791) | (386,791) | ||||
Issuance of units | [1] | 52,500 | 38,910 | 13,590 | |||
Purchase price in excess of net assets from EQT | [1] | (538,892) | (505,452) | 0 | (33,440) | ||
Ending balance at Dec. 31, 2015 | [1] | 1,843,257 | [5] | 1,598,675 | 0 | (30,963) | 275,545 |
Increase (Decrease) in Partners' Capital | |||||||
Net income | [1] | 537,954 | [2],[3] | 413,352 | 102,741 | 21,861 | |
Capital contributions | [1] | 602 | 591 | 11 | |||
Equity-based compensation plans | [1] | 195 | 195 | 0 | |||
Net contributions (distributions) from EQT | [1] | 20,234 | 0 | 20,234 | |||
Elimination of capital lease | [1],[6] | 0 | 23,500 | (1,555) | (25,055) | ||
Distributions to unitholders | [1] | (329,471) | (241,403) | (88,068) | |||
Proceeds from issuance of common units, net of offering costs | [1] | 217,102 | [2] | 217,102 | 0 | ||
Elimination of net current and deferred tax liabilities | [1] | 93,951 | 93,951 | ||||
Asset adjustments prior to acquisition | [1],[7] | (115,270) | [2] | (115,270) | |||
Net assets from EQT | [1] | (271,266) | (271,266) | ||||
Purchase price in excess of net assets from EQT | [1] | (3,734) | (3,502) | (232) | |||
Ending balance at Dec. 31, 2016 | [1] | $ 1,993,554 | [5] | $ 2,008,510 | $ 0 | $ (14,956) | $ 0 |
[1] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | ||||||
[2] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | ||||||
[3] | s discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of Allegheny Valley Connector, LLC (AVC), Rager Mountain Storage Company LLC (Rager) and certain gathering assets (the Gathering Assets), which were acquired by EQM effective on October 1, 2016 (the October 2016 Acquisition), the Northern West Virginia Marcellus gathering system (NWV Gathering), which was acquired by EQM on March 17, 2015, and the Jupiter natural gas gathering system (Jupiter), which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | ||||||
[4] | 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 was deemed to have occurred on January 1, 2015. See Note 8. | ||||||
[5] | Financial statements as of December 31, 2015 have been retrospectively recast to include AVC, Rager and the Gathering Assets as a result of the October 2016 Acquisition. See Note 2. | ||||||
[6] | Reflects the elimination of the historical capital lease depreciation expense as described in Note 2. | ||||||
[7] | Represents a decrease in the carrying value of the Gathering Assets and regulatory assets on the books of AVC, Rager, and the Gathering Assets by EQT prior to the October 2016 Acquisition. |
Summary of Operations and Signi
Summary of Operations and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Operations and Significant Accounting Policies | Summary of Operations and Significant Accounting Policies Organization and Basis of Presentation EQT Midstream Partners, LP and subsidiaries (collectively, EQM) is a growth-oriented Delaware limited partnership formed by EQT Corporation in January 2012. EQT Midstream Services, LLC (EQM General Partner), a direct wholly owned subsidiary of EQT GP Holdings, LP (EQGP), is the general partner of EQM. References in these consolidated financial statements to EQT refer collectively to EQT Corporation and its consolidated subsidiaries, the owners of a 90.1% limited partner interest and 100% non-economic general partner interest in EQGP. As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast for all periods presented to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM on October 13, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. EQM does not have any employees. Operational support for EQM is provided by EQT Gathering, LLC (EQT Gathering), one of EQT’s operating subsidiaries engaged in midstream business operations. EQT Gathering’s employees manage and conduct EQM’s daily business operations. Nature of Business EQM is a growth-oriented limited partnership formed by EQT to own, operate, acquire and develop midstream assets in the Appalachian Basin. EQM provides midstream services to EQT and third parties in the Appalachian Basin in Pennsylvania, West Virginia and Ohio through two primary assets: the gathering system and the transmission and storage system. As of December 31, 2016 , EQM’s gathering system included approximately 300 miles of high pressure gathering lines with approximately 1.8 Bcf per day of total firm gathering capacity and multiple interconnect points with EQM’s transmission and storage system. EQM’s gathering system also includes approximately 1,500 miles of Federal Energy Regulatory Commission (FERC)-regulated low pressure gathering lines. Revenues are primarily generated from EQM's firm gathering contracts. As of December 31, 2016 , EQM’s transmission and storage system included an approximately 950 -mile FERC-regulated interstate pipeline that connects to six interstate pipelines and multiple distribution companies. The transmission system is supported by 18 associated natural gas storage reservoirs with approximately 645 MMcf per day of peak withdrawal capacity and 43 Bcf of working gas capacity and 41 compressor units. As of December 31, 2016 , the transmission assets had total throughput capacity of approximately 4.3 Bcf per day. Revenues are primarily generated from EQM’s firm transmission and storage contracts. Significant Accounting Policies Principles of Consolidation : The consolidated financial statements include the accounts of all entities in which EQM holds a controlling financial interest. EQM applies the equity method of accounting where it can exert significant influence over, but does not control or direct the policies, decisions or activities of an entity. The consolidated financial statements reflect the pre-acquisition results of businesses acquired through common control transactions on a combined basis with EQM. See Note 2. Transactions between EQM and EQT have been identified in the consolidated financial statements as transactions between related parties and are discussed in Note 5. Segments: Operating segments are revenue-producing components of the enterprise for which separate financial information is produced internally and are subject to evaluation by EQM’s chief operating decision maker in deciding how to allocate resources. EQM reports its operations in two segments, which reflect its lines of business. Gathering primarily includes high pressure gathering lines and the FERC-regulated low pressure gathering system. Transmission includes EQM’s FERC-regulated interstate pipeline and storage business. The operating segments are evaluated on their contribution to EQM’s operating income. All of EQM’s operating revenues, income from continuing operations and assets are generated or located in the United States. See Note 4. Reclassification: Certain previously reported amounts have been reclassified to conform to the current year presentation. Use of Estimates: The preparation of financial statements in conformity with United States generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Cash and Cash Equivalents: EQM considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Interest earned on cash equivalents is included as a reduction to net interest expense in the accompanying statements of consolidated operations. Trade and Other Receivables: Trade and other receivables are stated at their historical carrying amount. Judgment is required to assess the ultimate realization of accounts receivable, including assessing the probability of collection and the creditworthiness of customers. Based upon management’s assessments, allowances for doubtful accounts of approximately $0.3 million and $0.2 million were provided at December 31, 2016 and 2015 , respectively. EQM also has receivables due from EQT as discussed in Note 5. Fair Value of Financial Instruments: EQM has categorized its assets and liabilities disclosed at fair value into a three-level fair value hierarchy, based on the priority of the inputs to the valuation technique. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The 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; these are considered Level 1 fair values. The carrying value of EQM's credit facility borrowings approximates fair value as the interest rates are based on prevailing market rates; this is considered a Level 1 fair value. As EQM’s long-term debt is not actively traded, its fair value is a Level 2 fair value measurement estimated using a standard industry income approach model which utilizes a discount rate based on market rates for debt with similar remaining time to maturity and credit risk. See Note 9. Property, Plant and Equipment: EQM’s property, plant and equipment are stated at depreciated cost. Maintenance projects that do not increase the overall life of the related assets are expensed as incurred. Expenditures that extend the useful life of the underlying asset are capitalized. EQM capitalized internal costs of $53.2 million and $78.9 million in 2016 and 2015 , respectively. EQM capitalized $9.4 million , $5.6 million and $2.3 million of interest on assets under construction in 2016 , 2015 and 2014 , respectively, including the debt component of allowance for funds used during construction (AFUDC). As of December 31, 2016 2015 (Thousands) Gathering assets $ 1,330,998 $ 1,081,472 Accumulated depreciation (110,473 ) (88,917 ) Net gathering assets 1,220,525 992,555 Transmission and storage assets 1,563,860 1,280,844 Accumulated depreciation (205,551 ) (175,685 ) Net transmission and storage assets 1,358,309 1,105,159 Net property, plant and equipment $ 2,578,834 $ 2,097,714 Depreciation is recorded using composite rates on a straight-line basis over the estimated useful life of the assets. The overall rates of depreciation for the years ended December 31, 2016 , 2015 and 2014 were approximately 2.2% , 2.1% and 2.5% , respectively. EQM estimates pipelines have useful lives ranging from 20 years to 65 years and compression equipment has useful lives ranging from 20 years to 50 years . As circumstances warrant, depreciation estimates are reviewed to determine if any changes in the underlying assumptions are necessary. For EQM's regulated fixed assets, depreciation rates are re-evaluated each time it files with the FERC for a change in its transmission and storage rates. Whenever events or changes in circumstances indicate that the carrying amount of long-lived assets may not be recoverable, EQM reviews its long-lived assets for impairment by first comparing the carrying value of the assets to the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the assets. If the carrying value exceeds the sum of the assets’ undiscounted cash flows, EQM estimates an impairment loss equal to the difference between the carrying value and fair value of the assets. Investments in Unconsolidated Entities: EQM evaluates its investments in unconsolidated entities for impairment whenever events or changes in circumstances indicate that the carrying value of such investments may have experienced a decline in value. When there is evidence of loss in value that is other than temporary, EQM compares the estimated fair value of the investment to the carrying value of the investment to determine whether impairment has occurred. If the estimated fair value is less than the carrying value, the excess of the carrying value over the estimated fair value is recognized as an impairment loss. Unamortized Debt Discount and Issuance Expense: Discounts and expenses incurred with the issuance of long-term debt are amortized over the term of the debt. These amounts are presented as a reduction of long-term debt on the accompanying consolidated balance sheets. Expenses incurred with the issuance and extension of EQM's $750 million credit facility are presented in other assets on the accompanying consolidated balance sheets. Natural Gas Imbalances: EQM experiences natural gas imbalances when the actual amount of natural gas delivered from a pipeline system or storage facility differs from the amount of natural gas scheduled to be delivered. EQM values these imbalances due to or from shippers and operators at current index prices. Imbalances are settled in-kind, subject to the terms of the FERC tariffs. Imbalances as of December 31, 2016 and 2015 were receivables of $2.8 million and $0.9 million , respectively, included in other current assets in the accompanying consolidated balance sheets with offsetting amounts recorded to system gas, a component of property, plant and equipment. EQM classifies imbalances as current as it expects to settle them within a year. Asset Retirement Obligations: Although individual assets will be replaced as needed, EQM's gathering system and transmission and storage system will continue to exist for an indefinite useful life. As such, there is uncertainty around the timing of any asset retirement activities. As a result, EQM determined that there is not sufficient information to make a reasonable estimate of the asset retirement obligations for the remaining assets as of December 31, 2016 and 2015 . Contingencies: EQM is involved in various regulatory and legal proceedings that arise in the ordinary course of business. A liability is recorded for contingencies based upon EQM's assessment that a loss is probable and that the amount of the loss can be reasonably estimated. EQM considers many factors in making these assessments, including history and specifics of each matter. Estimates are developed in consultation with legal counsel and are based upon the analysis of potential results. Regulatory Accounting: EQM’s regulated operations consist of interstate pipeline, intrastate gathering and storage operations subject to regulation by the FERC. Rate regulation provided by the FERC is designed to enable EQM to recover the costs of providing the regulated services plus an allowed return on invested capital. The application of regulatory accounting allows EQM to defer expenses and income in its consolidated balance sheets as regulatory assets and liabilities when it is probable that those expenses and income will be allowed in the rate setting process in a period different from the period in which they would have been reflected in the statements of consolidated operations for a non-regulated entity. The deferred regulatory assets and liabilities are then recognized in the statements of consolidated operations in the period in which the same amounts are reflected in rates. The amounts deferred in the consolidated balance sheets relate primarily to the accounting for income taxes, post-retirement benefit costs and the storage retainage tracker on the AVC system. The amounts established for accounting for income taxes were primarily generated during the period prior to EQM's change in tax status in July 2012 when EQM was included as part of EQT’s consolidated federal tax return. EQM believes that it will continue to be subject to rate regulation that will provide for the recovery of deferred costs. See Note 13. Revenue Recognition: Reservation revenues on firm contracted capacity are recognized ratably over the contract period based on the contracted volume regardless of the amount of natural gas transported or gathered. Revenues associated with gathered or transported volumes under firm and interruptible contracts are recognized as physical deliveries of natural gas are made. AFUDC: The carrying costs for the construction of certain long-lived regulated assets are capitalized and amortized over the related assets’ estimated useful lives. The capitalized amount for construction of regulated assets includes interest cost (the interest component) and a designated cost of equity (the equity component) for financing the construction of these regulated assets. The interest components of AFUDC for the years ended December 31, 2016 , 2015 and 2014 of $2.4 million , $1.6 million and $1.0 million , respectively, were included as a reduction of net interest expense in the statements of consolidated operations. The equity components of AFUDC for the years ended December 31, 2016 , 2015 and 2014 of $19.4 million , $6.3 million and $3.2 million , respectively, were recorded in other income in the statements of consolidated operations. Equity-Based Compensation: EQM has awarded equity-based compensation in connection with the EQT Midstream Services, LLC 2012 Long-Term Incentive Plan. These awards will be paid in EQM common units; therefore, EQM treats these programs as equity awards. Awards are recorded at fair value which utilizes the published market price on the grant date. See Note 10. Net Income per Limited Partner Unit : Net income per limited partner unit is calculated utilizing the two-class method by dividing the limited partner interest in net income by the weighted average number of limited partner units outstanding during the period. EQM’s net income is allocated to the general partner and limited partners in accordance with their respective ownership percentages, and when applicable, giving effect to incentive distributions allocable to the general partner. The allocation of undistributed earnings, or net income in excess of distributions, to the incentive distribution rights is limited to available cash (as defined by EQM’s partnership agreement) for the period. EQM’s net income allocable to the limited partners was allocated between common and subordinated unitholders, as applicable, by applying the provisions of its partnership agreement that govern actual cash distributions as if all earnings for the period had been distributed. Any common units issued during the period are included on a monthly weighted-average basis for the periods in which they were outstanding. Diluted net income per limited partner unit reflects the potential dilution that could occur if securities or agreements to issue common units, such as awards under the long-term incentive plan, were exercised, settled or converted into EQM common units. When it is determined that potential common units resulting from an award subject to performance or market conditions should be included in the diluted net income per limited partner unit calculation, the impact is reflected by applying the treasury stock method. Net income attributable to AVC, Rager and the Gathering Assets for the periods prior to October 1, 2016, to NWV Gathering for the periods prior to March 17, 2015 and to Jupiter for the periods prior to May 7, 2014 was not allocated to the limited partners for purposes of calculating net income per limited partner unit as these pre-acquisition amounts were not available to pay the unitholders. See Note 8. Income Taxes: For federal and state income tax purposes, all income, expenses, gains, losses and tax credits generated flow through to EQM's unitholders; accordingly, there is no provision for income taxes for EQM. Net income for financial statement purposes may differ significantly from taxable income of unitholders because of differences between the tax basis and financial reporting basis of assets and liabilities and the taxable income allocation requirements under EQM’s partnership agreement. The aggregate difference in the basis of EQM’s net assets for financial and tax reporting purposes cannot be readily determined because information regarding each partner’s tax attributes is not available to EQM. See Note 11. Recently Issued Accounting Standards: In May 2014, the Financial Accounting Standards Board (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. 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 to annual reporting periods beginning after December 15, 2017. EQM expects to adopt the ASUs using the modified retrospective method of adoption on January 1, 2018. During 2016, EQM completed an analysis of the impact of the standard on its broad contract types. As a result, EQM anticipates that this standard will not have a material impact on net income. EQM anticipates that a detailed review of the impact of the standard on all of its individual contracts will be completed by mid-year 2017. 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. EQM adopted this standard in the first quarter of 2016 with no significant impact on reported results or disclosures. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments-Overall: Recognition and Measurement of Financial Assets and Financial Liabilities . The changes primarily affect the accounting for equity investments, financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments. This standard will eliminate the cost method of accounting for equity investments. The ASU will be effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period, with early adoption of certain provisions permitted. EQM is currently evaluating the impact this standard will have on its financial statements and related disclosures. In February 2016, the FASB issued ASU No. 2016-02, Leases . The ASU requires, among other things, that lessees recognize the following for all leases (with the exception of short-term leases) at the commencement date: (1) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and (2) a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. Lessees and lessors must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The ASU will be effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period, with early adoption permitted. While EQM is currently evaluating the provisions of this ASU to determine the impact this standard will have on its financial statements and related disclosures, the primary effect of adopting the new standard will be to record assets and obligations for contracts currently recognized as operating leases. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments. This ASU amends guidance on reporting credit losses for assets held at amortized cost basis and available for sale debt securities. For assets held at amortized cost basis, this ASU eliminates the probable initial recognition threshold in current GAAP and, instead, requires an entity to reflect its current estimate of all expected credit losses. The amendments affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. The ASU will be effective for annual reporting periods beginning after December 15, 2019, including interim periods within that reporting period. EQM is currently evaluating the impact this standard will have on its financial statements and related disclosures. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments . This ASU addresses the presentation and classification of eight specific cash flow issues. The amendments in the ASU will be effective for public business entities for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period, with early adoption permitted. EQM anticipates this standard will not have a material impact on its financial statements and related disclosures. Subsequent Events: EQM has evaluated subsequent events through the date of the financial statement issuance. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions The following table presents EQM's acquisitions completed during the three years ended December 31, 2016 . Acquisition Date Total Consideration Cash Common Units Issued to EQT GP Units Issued to EQT (Thousands, except unit amounts) Jupiter Acquisition (a) 5/7/14 $ 1,180,000 $ 1,121,000 516,050 262,828 NWV Gathering Acquisition (b) 3/17/15 925,683 873,183 511,973 178,816 MVP Interest Acquisition (c) 3/30/15 54,229 54,229 — — Preferred Interest Acquisition (d) 4/15/15 124,317 124,317 — — October 2016 Acquisition (e) 10/13/16 $ 275,000 $ 275,000 — — (a) EQT contributed Jupiter to EQM Gathering Opco, LLC (EQM Gathering), an indirect wholly owned subsidiary of EQM. 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. (b) EQT contributed NWV Gathering to EQM Gathering. The cash portion of the purchase price was funded with net proceeds from an equity offering of EQM common units and borrowings under EQM's credit facility. (c) EQM assumed 100% of the membership interests in MVP Holdco, LLC (MVP Holdco), the owner of the interest (the MVP Interest) in the MVP Joint Venture, which at the time was an indirect wholly owned subsidiary of EQT. The cash payment made 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 cash payment was funded by borrowings under EQM's credit facility. See Note 6. (d) Pursuant to the NWV Gathering Acquisition contribution and sale agreement, EQM acquired a preferred interest (the Preferred Interest) from EQT in EES, which at the time was an indirect wholly owned subsidiary of EQT. EES generates revenue from services provided to a local distribution company. The cash payment was funded by borrowings under EQM's credit facility. In October 2016, the operating agreement of EES was amended to include mandatory redemption of the Preferred Interest at the end of the preference period which is expected to be December 31, 2034. As a result of this amendment, the accounting for EQM's investment in EES converted from a cost method investment to a note receivable effective October 1, 2016. See Note 12. (e) On October 13, 2016, EQM entered into a Purchase and Sale Agreement with EQT pursuant to which EQM acquired from EQT 100% of the outstanding limited liability company interests of AVC and Rager as well as the Gathering Assets. The closing occurred on October 13, 2016 and was effective as of October 1, 2016. The cash payment was funded by borrowings under EQM's credit facility. AVC, Rager, the Gathering Assets, NWV Gathering and Jupiter were businesses and the related acquisitions were transactions between entities under common control; therefore, EQM recorded the assets and liabilities of these entities 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. This portion of the consideration was recorded in financing activities in the statements of consolidated cash flows. EQM recast its consolidated financial statements to retrospectively reflect the October 2016 Acquisition, 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. Prior to the October 2016 Acquisition, EQM operated the AVC facilities as part of its transmission and storage system under a lease agreement with EQT. The lease was a capital lease under GAAP; therefore, revenues and expenses associated with the AVC facilities were included in EQM’s historical consolidated financial statements and the AVC facilities were depreciated over the lease term of 25 years. In conjunction with the October 2016 Acquisition, the lease agreement was terminated. As a result, EQM's recast of the consolidated financial statements included recasting depreciation expense recognized for the periods prior to the transaction to reflect the pipeline’s useful life of 40 years . The $25.1 million of cumulative capital lease depreciation recorded for periods prior to the transaction was eliminated through equity at the time of the acquisition and the financial statements now reflect the depreciation expense based on the 40 year useful life. This adjustment increased previously reported net income by $5.2 million , $4.2 million and $1.9 million for the years ended December 31, 2016, 2015 and 2014, respectively. In addition, because the effect of the recast of the financial statements resulted in the elimination of the capital lease obligation from EQM to AVC, the lease obligation portion of the consideration paid was recorded in financing activities in the statements of consolidated cash flows. Sunrise Pipeline, LLC (Sunrise), an indirect wholly owned subsidiary of EQT, merged with and into Equitrans, L.P. (Equitrans), an indirect wholly owned subsidiary of EQM, on July 22, 2013 (Sunrise Merger). Prior to the Sunrise Merger, Equitrans entered into a precedent agreement with a third party for firm transportation service on the Sunrise Pipeline over a twenty -year term. Following the effectiveness of the transportation agreement contemplated by the precedent agreement in December 2013, EQM was obligated to pay additional cash consideration of $110 million to EQT in January 2014 which was funded by borrowings under EQM's credit facility. |
Partners' Capital
Partners' Capital | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Partners' Capital | Partners' Capital The following table summarizes EQM's public offerings of its common units during the three years ended December 31, 2016 . Common Units Issued (a) GP Units Issued (b) Price Per Unit Net Proceeds Underwriters' Discount and Other Offering Expenses (Thousands, except unit and per unit amounts) May 2014 equity offering (c) 12,362,500 — $ 75.75 $ 902,467 $ 33,992 March 2015 equity offering (d) 9,487,500 25,255 76.00 696,582 24,468 $750 million At the Market (ATM) Program in 2015 (e) 1,162,475 — 74.92 85,483 1,610 November 2015 equity offering (f) 5,650,000 — 71.80 399,937 5,733 $750 million ATM Program in 2016 (g) 2,949,309 — $ 74.42 $ 217,102 $ 2,381 (a) Includes the issuance of additional common units pursuant to the exercise of the underwriters' over-allotment options, as applicable. (b) Represents general partner units issued to the EQM General Partner in exchange for its proportionate capital contribution. See Note 2 for a summary of EQM general partner units issued in conjunction with acquisitions. (c) The net proceeds were used to finance a portion of the cash consideration paid to EQT in connection with the Jupiter Acquisition as described in Note 2. (d) The underwriters exercised their option to purchase additional common units. The EQM General Partner purchased 25,255 EQM general partner units for approximately $1.9 million to maintain its then 2.0% general partner ownership percentage. This amount was included in net proceeds from this offering. The net proceeds were used to finance a portion of the cash consideration paid to EQT in connection with the NWV Gathering Acquisition as described in Note 2. (e) 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). The price per unit represents an average price for all issuances under the $750 million ATM Program in 2015. The underwriters' discount and other offering expenses in the table above include commissions of approximately $0.9 million . EQM used the net proceeds for general partnership purposes. Prior to this $750 million ATM Program, the EQM General Partner maintained its general partner ownership percentage at the previous level of 2.0% . Starting with sales under the $750 million ATM Program in 2015, the EQM General Partner elected not to maintain its general partner ownership percentage. (f) The net proceeds were used for general partnership purposes and to repay amounts outstanding under EQM's credit facility. (g) The price per unit represents an average price for all issuances under the $750 million ATM Program in 2016 . The underwriters' discount and other offering expenses in the table above include commissions of approximately $2.2 million . EQM used the net proceeds for general partnership purposes. The following table summarizes EQM's common, subordinated and general partner units issued and outstanding from January 1, 2014 through December 31, 2016 . 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 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 511,973 — 178,816 690,789 $750 million ATM Program 1,162,475 — — 1,162,475 November 2015 equity offering 5,650,000 — — 5,650,000 Balance at December 31, 2015 77,520,181 — 1,443,015 78,963,196 2014 EQM VDA issuance 19,796 — — 19,796 EQM Total Return Program issuance 92,472 — — 92,472 $750 million ATM Program 2,949,309 — — 2,949,309 Balance at December 31, 2016 80,581,758 — 1,443,015 82,024,773 See Note 8 for discussion of the conversion of the subordinated units in February 2015. EQM issued 19,796 and 21,063 common units under the 2014 EQM Value Driver Award Program (2014 EQM VDA) in February 2016 and 2015, respectively, as discussed in Note 10. In connection with the February 2015 issuance, the EQM General Partner purchased 430 EQM general partner units to maintain its then 2.0% general partner ownership percentage. EQM issued 92,472 common units under the EQM Total Return Program in February 2016 as discussed in Note 10. As of December 31, 2016 , EQGP and its subsidiaries owned 21,811,643 EQM common units, representing a 26.6% limited partner interest, 1,443,015 EQM general partner units, representing a 1.8% general partner interest, and all of the incentive distribution rights in EQM. As of December 31, 2016 , EQT owned 100% of the non-economic general partner interest and a 90.1% limited partner interest in EQGP. |
Financial Information by Busine
Financial Information by Business Segment | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Financial Information by Business Segment | Financial Information by Business Segment Years Ended December 31, 2016 2015 2014 (Thousands) Revenues from external customers (including affiliates): Gathering $ 397,494 $ 335,105 $ 233,945 Transmission 338,120 297,831 255,273 Total $ 735,614 $ 632,936 $ 489,218 Operating income: Gathering $ 289,027 $ 243,257 $ 147,426 Transmission 237,922 207,779 185,169 Total operating income $ 526,949 $ 451,036 $ 332,595 Reconciliation of operating income to net income: Other income 37,918 8,694 3,313 Net interest expense 16,766 21,345 10,871 Income tax expense (benefit) 10,147 (16,741 ) 40,221 Net income $ 537,954 $ 455,126 $ 284,816 As of December 31, 2016 2015 2014 (Thousands) Segment assets: Gathering $ 1,292,713 $ 1,079,644 $ 865,465 Transmission 1,413,631 1,183,641 939,589 Total operating segments 2,706,344 2,263,285 1,805,054 Headquarters, including cash 369,496 570,073 138,312 Total assets $ 3,075,840 $ 2,833,358 $ 1,943,366 Years Ended December 31, 2016 2015 2014 (Thousands) Depreciation and amortization: Gathering $ 30,422 $ 24,360 $ 23,977 Transmission 32,269 25,535 25,084 Total $ 62,691 $ 49,895 $ 49,061 Expenditures for segment assets: Gathering $ 295,315 $ 225,537 $ 253,638 Transmission 292,049 203,706 137,317 Total (a) $ 587,364 $ 429,243 $ 390,955 (a) 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 approximately $26.7 million , $24.1 million , $53.0 million and $18.6 million at December 31, 2016 , 2015 , 2014 and 2013 , respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Affiliate Transactions . In the ordinary course of business, EQM engages in transactions with EQT and its affiliates including, but not limited to, transportation service and precedent agreements, storage agreements and gas gathering agreements. Operation and Management Services Agreement . EQM has an operation and management services agreement with EQT Gathering, pursuant to which 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 its omnibus agreement with EQT (described below). EQM is allocated the portion of operating and maintenance expense and selling, general and administrative expense incurred by EQT and EQT Gathering for the benefit of EQM. Employees of EQT operate EQM’s assets. EQT charges EQM for the payroll and benefit costs associated with these individuals and for retirees of Equitrans. EQT carries the obligations for pension and other employee-related benefits in its consolidated financial statements. EQM is allocated a portion of EQT’s defined benefit pension plan and retiree medical and life insurance plan cost for the retirees of Equitrans. EQM’s share of those costs is recorded in due to related parties and reflected in operating expenses in the accompanying statements of consolidated operations. See Note 14. Omnibus Agreement . EQM entered into an omnibus agreement by and among EQM, the EQM General Partner and EQT. Pursuant to the omnibus agreement, EQT agreed to provide EQM with a license to use the name “EQT” and related marks in connection with EQM’s business. The omnibus agreement also provides for certain indemnification and reimbursement obligations between EQT and EQM. Effective January 1, 2015, EQM amended its omnibus agreement with EQT to provide for the 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. For the period subsequent to EQM's initial public offering (IPO) and prior to the January 1, 2015 amendment, the expense associated with EQT long-term incentive plans was not an expense of EQM under the omnibus agreement because, at the time of EQM's IPO, the EQM General Partner established its own long-term incentive plan as discussed in Note 10. The historical financial statements of AVC, Rager, the Gathering Assets, NWV Gathering and Jupiter prior to acquisition included long-term incentive compensation plan expense associated with the EQT long-term incentive plans. The following table summarizes the reimbursement amounts for the years ended December 31, 2016 , 2015 and 2014 . Years Ended December 31, 2016 2015 2014 (Thousands) Reimbursements to EQT Operating and maintenance expense (a) $ 33,526 $ 31,310 $ 21,999 Selling, general and administrative expense (a) $ 63,255 $ 46,149 $ 25,051 Reimbursements from EQT (b) Plugging and abandonment $ 440 $ 26 $ 500 Bare steel replacement — 6,268 — Other capital reimbursements $ 162 $ 1,198 $ — (a) 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. These amounts exclude the recast impact of the October 2016 Acquisition, NWV Gathering Acquisition and Jupiter Acquisition as these amounts do not represent reimbursements pursuant to the omnibus agreement. (b) These reimbursements were recorded as capital contributions from EQT. Summary of Related Party Transactions . The following table summarizes related party transactions: Years Ended December 31, 2016 2015 2014 (Thousands) Operating revenues $ 551,353 $ 462,371 $ 337,132 Operating and maintenance expense (a) 34,179 33,452 29,258 Selling, general and administrative expense (a) 67,345 55,092 46,524 Other income (b) 18,191 2,367 — Interest income on Preferred Interest (see Note 12) 1,740 — — Principal payments received on Preferred Interest (see Note 12) 1,024 — — Distributions to EQM General Partner (c) 169,438 109,194 59,537 Capital contributions from EQT 602 7,492 500 Net contributions from/(distributions to) EQT $ 20,234 $ (15,179 ) $ 87,452 (a) 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. These amounts include the recast impact of the October 2016 Acquisition, NWV Gathering Acquisition and Jupiter Acquisition as they represent the total amounts allocated to EQM by EQT for the periods presented. (b) For the year ended December 31, 2016 , other income included distributions received from EES of $8.3 million and equity income from the MVP Joint Venture of $9.9 million . For the year ended December 31, 2015 , other income included equity income from the MVP Joint Venture of $2.4 million . See Notes 6 and 12. (c) The distributions to the EQM General Partner are based on the period to which the distributions relate and not the period in which the distributions were declared and paid. For example, for the year ended December 31, 2016 , total distributions to the EQM General Partner included the cash distribution declared on January 19, 2017 to EQM's unitholders related to the fourth quarter 2016 of $0.85 per common unit. The following table summarizes related party balances: As of December 31, 2016 2015 (Thousands) Accounts receivable – affiliate $ 81,358 $ 80,507 Due to related party 19,027 47,563 Other current assets (current portion of Preferred Interest in EES - see Note 12) 4,167 — Investments in unconsolidated entities 184,562 77,025 Preferred Interest in EES (see Note 12) $ 119,126 $ 124,317 See also Note 2, Note 3, Note 6, Note 7, Note 9, Note 10, Note 12 and Note 14 for further discussion of related party transactions. |
Investments in Unconsolidated E
Investments in Unconsolidated Entities | 12 Months Ended |
Dec. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Unconsolidated Entities | Investments in Unconsolidated Entities MVP Joint Venture On March 30, 2015, EQM assumed EQT's interest in MVP Holdco, which owns the interest in the MVP Joint Venture, for $54.2 million . 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. EQM also assumed the role of operator of the MVP from EQT. In April 2015, October 2015 and January 2016, EQM sold 10% , 1% and 8.5% ownership interests in the MVP Joint Venture, respectively. The purchase from EQT and subsequent sales of interests in the MVP Joint Venture were all for consideration that represented the proportional amount of capital contributions made to the joint venture as of the date of the respective transactions. As of December 31, 2016 , EQM owned a 45.5% interest in the MVP Joint Venture. The MVP Joint Venture has been determined to be a variable interest entity because it has insufficient equity to finance its activities during the construction stage of the project. 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. Certain business decisions, including, but not limited to, decisions about operating and construction budgets, project construction schedule, material contracts or precedent agreements, indebtedness, significant acquisitions or dispositions, material regulatory filings and strategic decisions require the approval of owners holding more than a 66 2/3% interest in the MVP Joint Venture and no one member owns more than a 66 2/3% interest. Beginning on the date it was assumed from EQT, EQM accounted for the MVP Interest as an equity method investment as EQM has the ability to exercise significant influence over operating and financial policies of the MVP Joint Venture. EQM records adjustments to the investment balance for contributions to or distributions from the MVP Joint Venture and its pro-rata share of earnings of the MVP Joint Venture. The value of the equity method investment recorded on the consolidated balance sheets was approximately $184.6 million and $77.0 million as of December 31, 2016 and 2015 , respectively. In January 2017, MVP Holdco paid capital contributions of $11.5 million to the MVP Joint Venture. The capital contribution payable has been reflected on the consolidated balance sheet as of December 31, 2016 with a corresponding increase to EQM's investment in the MVP Joint Venture. Equity income related to EQM's portion of the MVP Joint Venture's AFUDC on construction of the MVP is reported in other income in the statements of consolidated operations and was $9.9 million and $2.4 million for the years ended December 31, 2016 and 2015 , respectively. As of December 31, 2016 , EQM had issued a $91 million performance guarantee in favor of the MVP Joint Venture to provide performance assurances for MVP Holdco's obligations to fund its proportionate share of the construction budget for the MVP. Upon the FERC’s initial release to begin construction of the MVP, EQM's guarantee will terminate and EQM will be obligated to issue a new guarantee in an amount equal to 33% of MVP Holdco’s remaining obligations to make capital contributions to the MVP Joint Venture in connection with the then remaining construction budget, less, subject to certain limits, any credit assurances issued by any affiliate of EQM under such affiliate's precedent agreement with the MVP Joint Venture. As of December 31, 2016 , EQM's maximum financial statement exposure related to the MVP Joint Venture was approximately $276 million , which includes the investment balance on the consolidated balance sheet as of December 31, 2016 and amounts which could have become due under the performance guarantee as of that date. |
Cash Distributions
Cash Distributions | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Cash Distributions | Cash Distributions The EQM partnership agreement requires EQM to distribute all of its available cash to EQM unitholders within 45 days after the end of each quarter. Available cash generally means, for any quarter, all cash and cash equivalents on hand at the end of that quarter: • less , the amount of cash reserves established by the EQM General Partner to: • provide for the proper conduct of EQM’s business (including reserves for future capital expenditures, anticipated future debt service requirements and refunds of collected rates reasonably likely to be refunded as a result of a settlement or hearing related to FERC rate proceedings or rate proceedings under applicable law subsequent to that quarter); • comply with applicable law, any of EQM’s debt instruments or other agreements; or • provide funds for distributions to EQM’s unitholders and to the EQM General Partner for any one or more of the next four quarters (provided that the EQM General Partner may not establish cash reserves for distributions if the effect of the establishment of such reserves will prevent EQM from distributing the minimum quarterly distribution on all common units); • plus , if the EQM General Partner so determines, all or any portion of the cash on hand on the date of determination of available cash for the quarter resulting from working capital borrowings made subsequent to the end of such quarter. All incentive distribution rights are held by the EQM General Partner. Incentive distribution rights represent the right to receive an increasing percentage ( 13.0% , 23.0% and 48.0% ) of quarterly distributions of available cash from operating surplus after the minimum quarterly distribution and the target distribution levels described below have been achieved. The EQM General Partner may transfer the incentive distribution rights separately from its general partner interest, subject to restrictions in EQM’s partnership agreement. The following discussion assumes that the EQM General Partner continues to own both its 1.8% general partner interest and the incentive distribution rights. If for any quarter EQM has distributed available cash from operating surplus to the common unitholders in an amount equal to EQM's minimum quarterly distribution; then, EQM will distribute any additional available cash from operating surplus for that quarter among the unitholders and the EQM General Partner in the following manner: Total Quarterly Marginal Percentage Interest in Distributions Unit Target Amount Unitholders General Partner Minimum Quarterly Distribution $0.35 98.2% 1.8% First Target Distribution Above $0.3500 up to $0.4025 98.2% 1.8% Second Target Distribution Above $0.4025 up to $0.4375 85.2% 14.8% Third Target Distribution Above $0.4375 up to $0.5250 75.2% 24.8% Thereafter Above $0.5250 50.2% 49.8% To the extent these incentive distributions are made to the EQM General Partner, more available cash proportionally is allocated to the EQM General Partner than to holders of limited partner units. On January 19, 2017 , the Board of Directors of the EQM General Partner declared a cash distribution to EQM's unitholders for the fourth quarter of 2016 of $0.85 per common unit. The cash distribution will be paid on February 14, 2017 to unitholders of record at the close of business on February 3, 2017 . Cash distributions to EQGP will be approximately $18.5 million related to its limited partner interest, $1.8 million related to its general partner interest and $27.6 million related to its incentive distribution rights. |
Net Income per Limited Partner
Net Income per Limited Partner Unit | 12 Months Ended |
Dec. 31, 2016 | |
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 AVC, Rager and the Gathering Assets for periods prior to October 1, 2016, 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 upon 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, 17,196 , 14,017 and 11,418 phantom unit awards were included in the calculation of basic and diluted weighted average limited partner units outstanding for the years ended December 31, 2016 , 2015 and 2014 , respectively. Potentially dilutive securities included in the calculation of diluted weighted average limited partner units outstanding totaled 20,548 , 160,633 and 137,800 for the years ended December 31, 2016 , 2015 and 2014 , respectively. Conversion of Subordinated Units. 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 was 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. Years Ended December 31, 2016 2015 2014 (Thousands, except per unit data) Net income $ 537,954 $ 455,126 $ 284,816 Less: Pre-acquisition net income allocated to parent (21,861 ) (72,782 ) (72,194 ) General partner interest in net income – general partner units (9,173 ) (7,455 ) (4,252 ) General partner interest in net income – incentive distribution rights (93,568 ) (46,992 ) (11,453 ) Limited partner interest in net income $ 413,352 $ 327,897 $ 196,917 Net income allocable to common units - basic $ 413,352 $ 327,897 $ 136,992 Net income allocable to subordinated units - basic — — 59,925 Limited partner interest in net income - basic $ 413,352 $ 327,897 $ 196,917 Net income allocable to common units - diluted $ 413,352 $ 327,897 $ 137,048 Net income allocable to subordinated units - diluted — — 59,869 Limited partner interest in net income - diluted $ 413,352 $ 327,897 $ 196,917 Weighted average limited partner units outstanding – basic Common units 79,367 69,612 38,405 Subordinated units — — 17,340 Total 79,367 69,612 55,745 Weighted average limited partner units outstanding – diluted Common units 79,388 69,773 38,543 Subordinated units — — 17,340 Total 79,388 69,773 55,883 Net income per limited partner unit – basic Common units $ 5.21 $ 4.71 $ 3.57 Subordinated units — — 3.46 Total $ 5.21 $ 4.71 $ 3.53 Net income per limited partner unit - diluted Common units $ 5.21 $ 4.70 $ 3.56 Subordinated units — — 3.45 Total $ 5.21 $ 4.70 $ 3.52 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table presents EQM's outstanding debt as of December 31, 2016 and 2015 . December 31, 2016 December 31, 2015 Principal Carrying Value Fair (a) Principal Carrying Value Fair (a) (Thousands) $750 Million Facility $ — $ — $ — $ 299,000 $ 299,000 $ 299,000 364-Day Facility — — — N/A N/A N/A 4.00% Senior Notes due 2024 500,000 494,170 493,125 500,000 493,401 414,125 4.125% Senior Notes due 2026 $ 500,000 $ 491,562 $ 488,460 N/A N/A N/A (a) See Note 1 for a discussion of fair value measurements. $750 Million Facility . EQM has a $750 Million Facility that expires in February 2019. The $750 Million 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. Subject to certain terms and conditions, the $750 Million Facility has an accordion feature that allows EQM to increase the available borrowings under the facility by up to an additional $250 million . In addition, the $750 Million Facility includes a sublimit up to $75 million for same-day swing line advances and a sublimit up to $150 million for letters of credit. Further, EQM has the ability to request that one or more lenders make term loans to it under the $750 Million Facility subject to the satisfaction of certain conditions, which term loans will be secured by cash and qualifying investment grade securities. EQM’s obligations under the revolving portion of the $750 Million Facility are unsecured. EQM is not required to maintain compensating bank balances under the $750 Million Facility. EQM’s debt issuer credit ratings, as determined by Standard and Poor’s Ratings Services, Moody’s Investors Service and Fitch Ratings Service on its non-credit-enhanced, senior unsecured long-term debt, determine the level of fees associated with its $750 Million Facility in addition to the interest rate charged by the counterparties on any amounts borrowed against the lines of credit; the lower EQM’s debt credit rating, the higher the level of fees and borrowing rate. During 2016 , 2015 and 2014 , the maximum amount outstanding on EQM's $750 Million Facility at any time was $401 million , $404 million and $450 million , respectively, the average daily balance of borrowings outstanding was approximately $77 million , $261 million and $119 million , respectively, and interest was incurred on the borrowings at weighted average annual interest rates of 2.0% , 1.7% and 1.7% , respectively. For the years ended December 31, 2016 , 2015 and 2014 , commitment fees of $1.6 million , $1.2 million and $1.4 million , respectively, were paid to maintain credit availability under EQM's $750 Million Facility. EQM’s $750 Million Facility contains various provisions that, if not complied with, could result in termination of the credit facility, require early payment of amounts outstanding or similar actions. The most significant covenants and events of default under the $750 Million Facility relate to maintenance of a permitted leverage ratio, limitations on transactions with affiliates, limitations on restricted payments, insolvency events, nonpayment of scheduled principal or interest payments, acceleration of and certain other defaults under other financial obligations and change of control provisions. Under the $750 Million Facility, EQM is required to maintain a consolidated leverage ratio of not more than 5.00 to 1.00 (or not more than 5.50 to 1.00 for certain measurement periods following the consummation of certain acquisitions). 364 -Day Facility . On October 26, 2016, EQM entered into a $500 million , 364 -day, uncommitted revolving loan agreement with EQT. The 364 -Day Facility will mature on October 25, 2017 and will automatically renew for successive 364 -day periods unless EQT delivers a non-renewal notice at least 60 days prior to the then current maturity date. EQM may terminate the 364 -Day Facility at any time by repaying in full the unpaid principal amount of all loans together with interest thereon. The 364 -Day Facility is available for general partnership purposes and does not contain any covenants other than the obligation to pay accrued interest on outstanding borrowings. Interest will accrue on any outstanding borrowings at an interest rate equal to the rate then applicable to similar loans under the $750 Million Facility, or a successor revolving credit facility, less the sum of (i) the then applicable commitment fee under the $750 Million Facility and (ii) 10 basis points. There were no amounts outstanding at any time on the 364 -Day Facility in 2016. 4.00% Senior Notes . During the third quarter of 2014, EQM issued 4.00% Senior Notes due August 1, 2024 in the aggregate principal amount of $500 million . Net proceeds from the offering were used to repay the outstanding borrowings under the $750 Million Facility at that time and for general partnership purposes. The 4.00% Senior Notes contain covenants that limit EQM’s ability to, among other things, incur certain liens securing indebtedness, engage in certain sale and leaseback transactions, and enter into certain consolidations, mergers, conveyances, transfers or leases of all or substantially all of EQM’s assets. 4.125% Senior Notes . During the fourth quarter of 2016, EQM issued 4.125% Senior Notes due December 1, 2026 in the aggregate principal amount of $500 million . Net proceeds from the offering of $491.4 million were used to repay the outstanding borrowings under the $750 Million Facility at that time and for general partnership purposes. The 4.125% Senior Notes contain covenants that limit EQM’s ability to, among other things, incur certain liens securing indebtedness, engage in certain sale and leaseback transactions, and enter into certain consolidations, mergers, conveyances, transfers or leases of all or substantially all of EQM’s assets. As of December 31, 2016 , EQM was in compliance with all debt provisions and covenants. |
Equity-Based Compensation Plan
Equity-Based Compensation Plan | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity-Based Compensation Plan | Equity-Based Compensation Plan Equity-based compensation expense recorded by EQM for EQM's long-term incentive plan was $0.2 million , $1.5 million and $3.4 million for the years ended December 31, 2016 , 2015 and 2014 , respectively. In July 2012, the EQM General Partner granted awards representing 146,490 common units (EQM Total Return Program). These awards had a market condition related to the total unitholder return realized on EQM’s common units from the grant date through December 31, 2015. EQM accounted for these awards as equity awards using the $20.02 grant date fair value as determined using a Monte Carlo simulation as the valuation model. The price was generated using annual historical volatility of peer-group companies for the expected term of the awards, which was based upon the performance period. The range of expected volatilities calculated by the valuation model was 27% to 72% and the weighted-average expected volatility was 38% . Additional assumptions included the risk-free rate for periods within the contractual life of the awards based on the U.S. Treasury yield curve in effect at the time of grant and an expected distribution growth rate of 10% . As of December 31, 2015 , 137,630 performance awards were outstanding. These awards were distributed in EQM common units during the first quarter of 2016. In the first quarter of 2014, performance units under the 2014 EQM Value Driver Award Program (2014 EQM VDA) were granted to EQT employees who provide services to EQM. The 2014 EQM VDA was established to align the interests of key EQT employees with the interests of unitholders and customers and the strategic objectives of EQM. Under the 2014 EQM VDA, 50% of the units confirmed vested upon payment following the first anniversary of the grant date; the remaining 50% of the units confirmed vested upon payment following the second anniversary of the grant date. The performance metrics were EQM’s 2014 adjusted earnings before interest, taxes, depreciation and amortization performance as compared to its annual business plan and individual, business unit and partnership value driver performance over the period January 1, 2014 through December 31, 2014. The first tranche of the confirmed awards vested and was paid in EQM common units in February 2015. The remainder of the confirmed awards vested and was paid in EQM common units in February 2016. EQM accounted for these awards as equity awards using the $58.79 grant date fair value per unit which was equal to EQM's common unit price on the date prior to the date of grant. Due to the graded vesting of the award, EQM recognized compensation cost over the requisite service period for each separately vesting tranche of the award as though the award was, in substance, multiple awards. The EQM General Partner has granted equity-based phantom units that vested upon grant to the independent directors of the EQM General Partner. The value of the phantom units will be paid in EQM common units on the director’s termination of service on the EQM General Partner’s Board of Directors. EQM accounted for these awards as equity awards and recorded compensation expense for the fair value of the awards at the grant date fair value. A total of 17,760 independent director unit-based awards, including accrued distributions, were outstanding as of December 31, 2016 . A total of 2,610 , 2,220 and 2,580 unit-based awards were granted to the independent directors during the years ended December 31, 2016 , 2015 and 2014 , respectively. The weighted average fair value of these grants, based on EQM’s common unit price on the grant date, was $75.46 , $88.00 and $58.79 for the years ended December 31, 2016 , 2015 and 2014 , respectively. EQM common units to be delivered pursuant to vesting of the equity-based awards may be common units acquired by the EQM General Partner in the open market or from any other person, issued directly by EQM or any combination of the foregoing. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
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 EQM's unitholders; accordingly, EQM does not record a provision for income taxes. As discussed in Note 2, the October 2016 Acquisition, NWV Gathering Acquisition and Jupiter Acquisition were transactions between entities under common control for which the consolidated financial statements of EQM have been retrospectively recast to reflect the combined entities. Accordingly, the income tax effects associated with these operations prior to acquisition are reflected in the consolidated financial statements as they were previously part of EQT’s consolidated federal tax return. EQT's consolidated federal income tax was allocated among the group’s members on a separate return basis with tax credits allocated to the members generating the credits. During the years ended December 31, 2016 , 2015 and 2014 , net current and deferred income tax liabilities of approximately $94.0 million , $84.4 million and $51.8 million , respectively, were eliminated through equity related to AVC, Rager, the Gathering Assets, NWV Gathering and Jupiter. The components of income tax expense (benefit) for the years ended December 31, 2016 , 2015 and 2014 are as follows: Years Ended December 31, 2016 2015 2014 (Thousands) Current: Federal $ 886 $ 12,960 $ 10,277 State 487 985 2,307 Subtotal 1,373 13,945 12,584 Deferred: Federal 8,302 (30,931 ) 27,079 State 472 245 558 Subtotal 8,774 (30,686 ) 27,637 Total $ 10,147 $ (16,741 ) $ 40,221 Income tax expense (benefit) differed from amounts computed at the federal statutory rate of 35% on pre-tax book income from continuing operations as follows: Years Ended December 31, 2016 2015 2014 (Thousands) Tax at statutory rate $ 191,835 $ 153,435 $ 113,763 Partnership income not subject to income taxes (182,455 ) (135,324 ) (75,123 ) State income taxes 623 800 1,918 Regulatory assets 132 (35,685 ) — Other 12 33 (337 ) Income tax expense (benefit) $ 10,147 $ (16,741 ) $ 40,221 Effective tax rate 1.9 % (3.8 )% 12.4 % For the year ended December 31, 2015, a tax benefit was realized by EQT in connection with a partial like-kind exchange of assets that resulted in tax deferral for EQT associated with AVC. The deferred taxes were eliminated through equity in 2016 along with the other current and deferred taxes associated with the October 2016 Acquisition. The fluctuations in income tax expense resulted primarily from the tax benefit realized by EQT in 2015 and the change in the tax status of AVC, Rager and the Gathering Assets in 2016, NWV Gathering in 2015 and Jupiter in 2014. EQM’s historical uncertain tax positions related to the October 2016 Acquisition, NWV Gathering Acquisition and Jupiter Acquisition were immaterial. Additionally, EQT has indemnified EQM for these historical tax positions; therefore, EQM does not anticipate any future liabilities arising from these uncertain tax positions. The following table summarizes the source and tax effects of temporary differences between financial reporting and tax basis of assets and liabilities: December 31, 2015 (Thousands) Total deferred income tax liabilities: Property, plant and equipment tax deductions in excess of book deductions $ 61,665 Regulatory assets 22,434 Total net deferred income tax liabilities $ 84,099 The deferred tax liabilities principally consisted of temporary differences between financial and tax reporting for EQM’s property, plant and equipment for AVC, Rager and the Gathering Assets and EQM's regulatory assets for AVC prior to their ownership by EQM. The deferred tax assets and liabilities were eliminated in connection with the October 2016 Acquisition. EQT has indemnified EQM from and against any losses suffered or incurred by EQM and related to or arising out of or in connection with any federal, state or local income tax liabilities attributable to the ownership or operation of EQM’s assets prior to the acquisition of such assets from EQT. Therefore, EQM does not anticipate any future liabilities arising from the historical deferred tax liabilities. |
Preferred Interest in EES
Preferred Interest in EES | 12 Months Ended |
Dec. 31, 2016 | |
Receivables [Abstract] | |
Preferred Interest in EES | Preferred Interest in EES In the second quarter of 2015, EQM acquired the Preferred Interest in EES from EQT. At that time, EES was determined to be a variable interest entity because it has insufficient equity to finance its activities. EQM was not the primary beneficiary because it did not have the power to direct the activities of EES that most significantly impact its economic performance. The Preferred Interest was determined to be a cost method investment as EQM did not have the ability to exercise significant influence over operating and financial policies of EES and was recorded at historical cost. In conjunction with the October 2016 Acquisition, the operating agreement of EES was amended to provide for mandatory redemption of the Preferred Interest at the end of the preference period, which is expected to be December 31, 2034. As a result of this amendment, EQM's investment in EES converted to a note receivable for accounting purposes effective October 1, 2016. This conversion did not impact the carrying value of this instrument; however, distributions from EES subsequent to the amendment were recorded partly as a reduction in the Preferred Interest and partly as interest income, which is included in net interest expense in the accompanying statements of consolidated operations. Distributions received from EES prior to this amendment were included in other income in the accompanying statements of consolidated operations. As of December 31, 2016 , the carrying value of the Preferred Interest was $123.3 million with $4.2 million included in other current assets in the consolidated balance sheets. |
Regulatory Assets and Liabiliti
Regulatory Assets and Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Regulatory Assets and Liabilities Disclosure [Abstract] | |
Regulatory Assets and Liabilities | Regulatory Assets and Liabilities Regulatory assets and regulatory liabilities are recoverable or reimbursable over various periods and do not earn a return on investment. EQM believes that it will continue to be subject to rate regulation that will provide for the recovery or reimbursement of its regulatory assets and regulatory liabilities. Regulatory assets and regulatory liabilities are included in other assets and other long-term liabilities, respectively, in the accompanying consolidated balance sheets. As of December 31, 2016 2015 (Thousands) Regulatory assets: Deferred taxes (a) $ 13,901 $ 70,504 Other recoverable costs (b) 4,989 309 Total regulatory assets $ 18,890 $ 70,813 Regulatory liabilities: On-going post-retirement benefits other than pensions (c) $ 6,744 $ 5,596 Other reimbursable costs (d) 691 866 Total regulatory liabilities $ 7,435 $ 6,462 (a) At December 31, 2015 the regulatory assets included a regulatory asset recorded in connection with the tax benefit discussed in Note 11 which was eliminated through equity at the time of the October 2016 Acquisition. The remaining regulatory asset for deferred taxes primarily related to deferred income taxes recoverable through future rates on a historical deferred tax position and the equity component of AFUDC. EQM expects to recover the amortization of the deferred tax position ratably over the corresponding life of the underlying assets that created the difference. Taxes on the equity component of AFUDC and the offsetting deferred income taxes will be collected through rates over the depreciable lives of the long-lived assets to which they relate. The amounts established for deferred taxes were primarily generated before EQM's tax status changed in July 2012 when EQM was included as part of EQT’s consolidated federal tax return. (b) At December 31, 2016, regulatory assets associated with other recoverable costs primarily related to the costs associated with the pension termination discussed in Note 14. (c) EQM defers expenses for on-going post-retirement benefits other than pensions which are subject to recovery in approved rates. The regulatory liability reflects lower cumulative actuarial expenses than the amounts recovered through rates. (d) Regulatory liabilities associated with other reimbursable costs primarily related to the storage retainage tracker on the AVC system. EQM defers the monthly over or under recovery of storage retainage gas on the AVC system and annually returns the excess to or recovers the deficiency from customers. |
Pension and Other Postretiremen
Pension and Other Postretirement Benefit Plans | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Pension and Other Postretirement Benefit Plans | Pension and Other Postretirement Benefit Plans Employees of EQT operate EQM’s assets. EQT charges EQM for the payroll and benefit costs associated with these individuals and for retirees of Equitrans, the owner of EQM's FERC-regulated transmission, storage and gathering systems. EQT carries the obligations for pension and other employee-related benefits in its financial statements. Equitrans’ retirees participated in the EQT Corporation Retirement Plan for Employees (the Retirement Plan), a defined benefit pension plan that was previously sponsored by EQT. Excluding the pension termination settlement payments described below, for the years ended December 31, 2016 , 2015 and 2014 , EQM reimbursed EQT approximately $1.9 million , $0.4 million and $0.2 million , respectively, for the funding of the Retirement Plan and was allocated $0.1 million , $0.5 million and $0.5 million , respectively, of the expenses associated with the Retirement Plan. EQT terminated the Retirement Plan effective December 31, 2014. On March 2, 2016, the IRS issued a favorable determination letter for the termination of the Retirement Plan. On June 28, 2016, EQT purchased annuities from and transferred the Retirement Plan assets and liabilities to American General Life Insurance Company. In the third quarter of 2016, EQM reimbursed EQT approximately $5.2 million for its proportionate share of such funding related to retirees of Equitrans. The settlement charge is expected to be recoverable in FERC approved rates and thus was recorded as a regulatory asset that will be amortized for rate recovery purposes over a period of 16 years. EQM contributes to a defined contribution plan sponsored by EQT. The contribution amount is a percentage of allocated base salary. In 2016 , 2015 and 2014 , EQM was charged its contribution percentage through the EQT payroll and benefit costs discussed in Note 5. EQM recognizes expenses for ongoing post-retirement benefits other than pensions, which are subject to recovery in the approved rates. Expenses recognized by EQM for the years ended December 31, 2016 , 2015 and 2014 for ongoing post-retirement benefits other than pensions were approximately $1.2 million each year. |
Concentrations of Credit Risk
Concentrations of Credit Risk | 12 Months Ended |
Dec. 31, 2016 | |
Risks and Uncertainties [Abstract] | |
Concentrations of Credit Risk | Concentrations of Credit Risk EQM's gathering and transmission and storage operations provide services to utility and end-user customers located in the northeastern United States. EQM also provides services to customers engaged in commodity procurement and delivery, including large industrial, utility, commercial and institutional customers and certain marketers primarily in the Appalachian and mid-Atlantic regions. For the years ended December 31, 2016 , 2015 and 2014 , EQT accounted for approximately 75% , 73% and 69% , respectively, of EQM’s total revenues. Additionally, for the years ended December 31, 2016 , 2015 and 2014 , PNG Companies, LLC and its affiliates accounted for approximately 12% , 14% and 16% of EQM's total revenues, respectively. Approximately 47% and 42% of third party accounts receivable balances of $20.7 million and $17.8 million as of December 31, 2016 and 2015 , respectively, represent amounts due from marketers. EQM manages the credit risk of sales to marketers by limiting EQM’s dealings to those marketers meeting specified criteria for credit and liquidity strength and by actively monitoring these accounts. EQM may request a letter of credit, guarantee, performance bond or other credit enhancement from a marketer in order for that marketer to meet EQM’s credit criteria. EQM did not experience any significant defaults on accounts receivable during the years ended December 31, 2016 , 2015 and 2014 . |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies EQM is subject to federal, state and local environmental laws and regulations. These laws and regulations, which are constantly changing, can require expenditures for remediation and in certain instances result in assessment of fines. EQM has established procedures for ongoing evaluation of its operations to identify potential environmental exposures and assure compliance with regulatory requirements. The estimated costs associated with identified situations that require remedial action are accrued. However, when recoverable through regulated rates, certain of these costs are deferred as regulatory assets. Ongoing expenditures for compliance with environmental law and regulations, including investments in plant and facilities to meet environmental requirements, have not been material. Management believes that any such required expenditures will not be significantly different in either nature or amount in the future and does not know of any environmental liabilities that will have a material effect on its business, financial condition, results of operations, liquidity or ability to make distributions. In the ordinary course of business, various legal and regulatory claims and proceedings are pending or threatened against EQM. While the amounts claimed may be substantial, EQM is unable to predict with certainty the ultimate outcome of such claims and proceedings. EQM accrues legal and other direct costs related to loss contingencies when actually incurred. EQM has established reserves it believes to be appropriate for pending matters and, after consultation with counsel and giving appropriate consideration to available insurance, EQM believes that the ultimate outcome of any matter currently pending against EQM will not materially affect EQM's business, financial condition, results of operations, liquidity or ability to make distributions. See Note 6 for discussion of the MVP Joint Venture guarantee. |
Interim Financial Information (
Interim Financial Information (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Interim Financial Information (Unaudited) | Interim Financial Information (Unaudited) The following quarterly summary of operating results reflects variations due primarily to the seasonal nature of the transmission and storage business by quarter for the years ended December 31, 2016 and 2015 . Three Months Ended March 31 June 30 September 30 December 31 (Thousands, except per unit amounts) 2016 Operating revenues $ 185,786 $ 178,042 $ 176,772 $ 195,014 Operating income 137,120 129,029 126,210 134,590 Net income $ 136,735 $ 131,859 $ 133,660 $ 135,700 Net income per limited partner unit: (a) Basic $ 1.39 $ 1.27 $ 1.23 $ 1.31 Diluted $ 1.39 $ 1.27 $ 1.23 $ 1.31 2015 Operating revenues $ 159,246 $ 149,297 $ 153,680 $ 170,713 Operating income 115,602 104,200 106,309 124,925 Net income $ 101,125 $ 133,305 $ 100,375 $ 120,321 Net income per limited partner unit: (a) Basic $ 1.18 $ 1.12 $ 1.12 $ 1.27 Diluted $ 1.18 $ 1.12 $ 1.12 $ 1.26 (a) Quarterly net income per limited partner unit amounts are stand-alone calculations and may not be additive to full-year amounts due to rounding and changes in outstanding units. |
Summary of Operations and Sig25
Summary of Operations and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Basis of Presentation and Nature of Business | Organization and Basis of Presentation EQT Midstream Partners, LP and subsidiaries (collectively, EQM) is a growth-oriented Delaware limited partnership formed by EQT Corporation in January 2012. EQT Midstream Services, LLC (EQM General Partner), a direct wholly owned subsidiary of EQT GP Holdings, LP (EQGP), is the general partner of EQM. References in these consolidated financial statements to EQT refer collectively to EQT Corporation and its consolidated subsidiaries, the owners of a 90.1% limited partner interest and 100% non-economic general partner interest in EQGP. As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast for all periods presented to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM on October 13, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. EQM does not have any employees. Operational support for EQM is provided by EQT Gathering, LLC (EQT Gathering), one of EQT’s operating subsidiaries engaged in midstream business operations. EQT Gathering’s employees manage and conduct EQM’s daily business operations. Nature of Business EQM is a growth-oriented limited partnership formed by EQT to own, operate, acquire and develop midstream assets in the Appalachian Basin. EQM provides midstream services to EQT and third parties in the Appalachian Basin in Pennsylvania, West Virginia and Ohio through two primary assets: the gathering system and the transmission and storage system. As of December 31, 2016 , EQM’s gathering system included approximately 300 miles of high pressure gathering lines with approximately 1.8 Bcf per day of total firm gathering capacity and multiple interconnect points with EQM’s transmission and storage system. EQM’s gathering system also includes approximately 1,500 miles of Federal Energy Regulatory Commission (FERC)-regulated low pressure gathering lines. Revenues are primarily generated from EQM's firm gathering contracts. As of December 31, 2016 , EQM’s transmission and storage system included an approximately 950 -mile FERC-regulated interstate pipeline that connects to six interstate pipelines and multiple distribution companies. The transmission system is supported by 18 associated natural gas storage reservoirs with approximately 645 MMcf per day of peak withdrawal capacity and 43 Bcf of working gas capacity and 41 compressor units. As of December 31, 2016 , the transmission assets had total throughput capacity of approximately 4.3 Bcf per day. Revenues are primarily generated from EQM’s firm transmission and storage contracts. |
Principles of Consolidation | Principles of Consolidation : The consolidated financial statements include the accounts of all entities in which EQM holds a controlling financial interest. EQM applies the equity method of accounting where it can exert significant influence over, but does not control or direct the policies, decisions or activities of an entity. The consolidated financial statements reflect the pre-acquisition results of businesses acquired through common control transactions on a combined basis with EQM. See Note 2. Transactions between EQM and EQT have been identified in the consolidated financial statements as transactions between related parties and are discussed in Note 5. |
Segments | Segments: Operating segments are revenue-producing components of the enterprise for which separate financial information is produced internally and are subject to evaluation by EQM’s chief operating decision maker in deciding how to allocate resources. EQM reports its operations in two segments, which reflect its lines of business. Gathering primarily includes high pressure gathering lines and the FERC-regulated low pressure gathering system. Transmission includes EQM’s FERC-regulated interstate pipeline and storage business. The operating segments are evaluated on their contribution to EQM’s operating income. All of EQM’s operating revenues, income from continuing operations and assets are generated or located in the United States. See Note 4. |
Reclassification | Reclassification: Certain previously reported amounts have been reclassified to conform to the current year presentation. |
Use of Estimates | Use of Estimates: The preparation of financial statements in conformity with United States generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents: EQM considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Interest earned on cash equivalents is included as a reduction to net interest expense in the accompanying statements of consolidated operations. |
Trade and Other Receivables | Trade and Other Receivables: Trade and other receivables are stated at their historical carrying amount. Judgment is required to assess the ultimate realization of accounts receivable, including assessing the probability of collection and the creditworthiness of customers. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments: EQM has categorized its assets and liabilities disclosed at fair value into a three-level fair value hierarchy, based on the priority of the inputs to the valuation technique. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The 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; these are considered Level 1 fair values. The carrying value of EQM's credit facility borrowings approximates fair value as the interest rates are based on prevailing market rates; this is considered a Level 1 fair value. As EQM’s long-term debt is not actively traded, its fair value is a Level 2 fair value measurement estimated using a standard industry income approach model which utilizes a discount rate based on market rates for debt with similar remaining time to maturity and credit risk. See Note 9. |
Property, Plant and Equipment | Property, Plant and Equipment: EQM’s property, plant and equipment are stated at depreciated cost. Maintenance projects that do not increase the overall life of the related assets are expensed as incurred. Expenditures that extend the useful life of the underlying asset are capitalized. EQM capitalized internal costs of $53.2 million and $78.9 million in 2016 and 2015 , respectively. EQM capitalized $9.4 million , $5.6 million and $2.3 million of interest on assets under construction in 2016 , 2015 and 2014 , respectively, including the debt component of allowance for funds used during construction (AFUDC). As of December 31, 2016 2015 (Thousands) Gathering assets $ 1,330,998 $ 1,081,472 Accumulated depreciation (110,473 ) (88,917 ) Net gathering assets 1,220,525 992,555 Transmission and storage assets 1,563,860 1,280,844 Accumulated depreciation (205,551 ) (175,685 ) Net transmission and storage assets 1,358,309 1,105,159 Net property, plant and equipment $ 2,578,834 $ 2,097,714 Depreciation is recorded using composite rates on a straight-line basis over the estimated useful life of the assets. The overall rates of depreciation for the years ended December 31, 2016 , 2015 and 2014 were approximately 2.2% , 2.1% and 2.5% , respectively. EQM estimates pipelines have useful lives ranging from 20 years to 65 years and compression equipment has useful lives ranging from 20 years to 50 years . As circumstances warrant, depreciation estimates are reviewed to determine if any changes in the underlying assumptions are necessary. For EQM's regulated fixed assets, depreciation rates are re-evaluated each time it files with the FERC for a change in its transmission and storage rates. Whenever events or changes in circumstances indicate that the carrying amount of long-lived assets may not be recoverable, EQM reviews its long-lived assets for impairment by first comparing the carrying value of the assets to the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the assets. If the carrying value exceeds the sum of the assets’ undiscounted cash flows, EQM estimates an impairment loss equal to the difference between the carrying value and fair value of the assets. |
Investments in Unconsolidated Entities | Investments in Unconsolidated Entities: EQM evaluates its investments in unconsolidated entities for impairment whenever events or changes in circumstances indicate that the carrying value of such investments may have experienced a decline in value. When there is evidence of loss in value that is other than temporary, EQM compares the estimated fair value of the investment to the carrying value of the investment to determine whether impairment has occurred. If the estimated fair value is less than the carrying value, the excess of the carrying value over the estimated fair value is recognized as an impairment loss. |
Unamortized Debt Discount and Issuance Expense | Unamortized Debt Discount and Issuance Expense: Discounts and expenses incurred with the issuance of long-term debt are amortized over the term of the debt. These amounts are presented as a reduction of long-term debt on the accompanying consolidated balance sheets. Expenses incurred with the issuance and extension of EQM's $750 million credit facility are presented in other assets on the accompanying consolidated balance sheets. |
Natural Gas Imbalances | Natural Gas Imbalances: EQM experiences natural gas imbalances when the actual amount of natural gas delivered from a pipeline system or storage facility differs from the amount of natural gas scheduled to be delivered. EQM values these imbalances due to or from shippers and operators at current index prices. Imbalances are settled in-kind, subject to the terms of the FERC tariffs. Imbalances as of December 31, 2016 and 2015 were receivables of $2.8 million and $0.9 million , respectively, included in other current assets in the accompanying consolidated balance sheets with offsetting amounts recorded to system gas, a component of property, plant and equipment. EQM classifies imbalances as current as it expects to settle them within a year. |
Asset Retirement Obligations | Asset Retirement Obligations: Although individual assets will be replaced as needed, EQM's gathering system and transmission and storage system will continue to exist for an indefinite useful life. As such, there is uncertainty around the timing of any asset retirement activities. As a result, EQM determined that there is not sufficient information to make a reasonable estimate of the asset retirement obligations for the remaining assets as of December 31, 2016 and 2015 . |
Contingencies | Contingencies: EQM is involved in various regulatory and legal proceedings that arise in the ordinary course of business. A liability is recorded for contingencies based upon EQM's assessment that a loss is probable and that the amount of the loss can be reasonably estimated. EQM considers many factors in making these assessments, including history and specifics of each matter. Estimates are developed in consultation with legal counsel and are based upon the analysis of potential results. |
Regulatory Accounting | Regulatory Accounting: EQM’s regulated operations consist of interstate pipeline, intrastate gathering and storage operations subject to regulation by the FERC. Rate regulation provided by the FERC is designed to enable EQM to recover the costs of providing the regulated services plus an allowed return on invested capital. The application of regulatory accounting allows EQM to defer expenses and income in its consolidated balance sheets as regulatory assets and liabilities when it is probable that those expenses and income will be allowed in the rate setting process in a period different from the period in which they would have been reflected in the statements of consolidated operations for a non-regulated entity. The deferred regulatory assets and liabilities are then recognized in the statements of consolidated operations in the period in which the same amounts are reflected in rates. The amounts deferred in the consolidated balance sheets relate primarily to the accounting for income taxes, post-retirement benefit costs and the storage retainage tracker on the AVC system. The amounts established for accounting for income taxes were primarily generated during the period prior to EQM's change in tax status in July 2012 when EQM was included as part of EQT’s consolidated federal tax return. EQM believes that it will continue to be subject to rate regulation that will provide for the recovery of deferred costs. See Note 13. |
Revenue Recognition | Revenue Recognition: Reservation revenues on firm contracted capacity are recognized ratably over the contract period based on the contracted volume regardless of the amount of natural gas transported or gathered. Revenues associated with gathered or transported volumes under firm and interruptible contracts are recognized as physical deliveries of natural gas are made. |
Allowance for Funds Used During Construction (AFUDC) | AFUDC: The carrying costs for the construction of certain long-lived regulated assets are capitalized and amortized over the related assets’ estimated useful lives. The capitalized amount for construction of regulated assets includes interest cost (the interest component) and a designated cost of equity (the equity component) for financing the construction of these regulated assets. |
Equity-Based Compensation | Equity-Based Compensation: EQM has awarded equity-based compensation in connection with the EQT Midstream Services, LLC 2012 Long-Term Incentive Plan. These awards will be paid in EQM common units; therefore, EQM treats these programs as equity awards. Awards are recorded at fair value which utilizes the published market price on the grant date. See Note 10. |
Net Income per Limited Partner Unit | Net Income per Limited Partner Unit : Net income per limited partner unit is calculated utilizing the two-class method by dividing the limited partner interest in net income by the weighted average number of limited partner units outstanding during the period. EQM’s net income is allocated to the general partner and limited partners in accordance with their respective ownership percentages, and when applicable, giving effect to incentive distributions allocable to the general partner. The allocation of undistributed earnings, or net income in excess of distributions, to the incentive distribution rights is limited to available cash (as defined by EQM’s partnership agreement) for the period. EQM’s net income allocable to the limited partners was allocated between common and subordinated unitholders, as applicable, by applying the provisions of its partnership agreement that govern actual cash distributions as if all earnings for the period had been distributed. Any common units issued during the period are included on a monthly weighted-average basis for the periods in which they were outstanding. Diluted net income per limited partner unit reflects the potential dilution that could occur if securities or agreements to issue common units, such as awards under the long-term incentive plan, were exercised, settled or converted into EQM common units. When it is determined that potential common units resulting from an award subject to performance or market conditions should be included in the diluted net income per limited partner unit calculation, the impact is reflected by applying the treasury stock method. Net income attributable to AVC, Rager and the Gathering Assets for the periods prior to October 1, 2016, to NWV Gathering for the periods prior to March 17, 2015 and to Jupiter for the periods prior to May 7, 2014 was not allocated to the limited partners for purposes of calculating net income per limited partner unit as these pre-acquisition amounts were not available to pay the unitholders. See Note 8. |
Income Taxes | Income Taxes: For federal and state income tax purposes, all income, expenses, gains, losses and tax credits generated flow through to EQM's unitholders; accordingly, there is no provision for income taxes for EQM. Net income for financial statement purposes may differ significantly from taxable income of unitholders because of differences between the tax basis and financial reporting basis of assets and liabilities and the taxable income allocation requirements under EQM’s partnership agreement. The aggregate difference in the basis of EQM’s net assets for financial and tax reporting purposes cannot be readily determined because information regarding each partner’s tax attributes is not available to EQM. See Note 11. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards: In May 2014, the Financial Accounting Standards Board (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. 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 to annual reporting periods beginning after December 15, 2017. EQM expects to adopt the ASUs using the modified retrospective method of adoption on January 1, 2018. During 2016, EQM completed an analysis of the impact of the standard on its broad contract types. As a result, EQM anticipates that this standard will not have a material impact on net income. EQM anticipates that a detailed review of the impact of the standard on all of its individual contracts will be completed by mid-year 2017. 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. EQM adopted this standard in the first quarter of 2016 with no significant impact on reported results or disclosures. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments-Overall: Recognition and Measurement of Financial Assets and Financial Liabilities . The changes primarily affect the accounting for equity investments, financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments. This standard will eliminate the cost method of accounting for equity investments. The ASU will be effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period, with early adoption of certain provisions permitted. EQM is currently evaluating the impact this standard will have on its financial statements and related disclosures. In February 2016, the FASB issued ASU No. 2016-02, Leases . The ASU requires, among other things, that lessees recognize the following for all leases (with the exception of short-term leases) at the commencement date: (1) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and (2) a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. Lessees and lessors must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The ASU will be effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period, with early adoption permitted. While EQM is currently evaluating the provisions of this ASU to determine the impact this standard will have on its financial statements and related disclosures, the primary effect of adopting the new standard will be to record assets and obligations for contracts currently recognized as operating leases. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments. This ASU amends guidance on reporting credit losses for assets held at amortized cost basis and available for sale debt securities. For assets held at amortized cost basis, this ASU eliminates the probable initial recognition threshold in current GAAP and, instead, requires an entity to reflect its current estimate of all expected credit losses. The amendments affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. The ASU will be effective for annual reporting periods beginning after December 15, 2019, including interim periods within that reporting period. EQM is currently evaluating the impact this standard will have on its financial statements and related disclosures. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments . This ASU addresses the presentation and classification of eight specific cash flow issues. The amendments in the ASU will be effective for public business entities for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period, with early adoption permitted. EQM anticipates this standard will not have a material impact on its financial statements and related disclosures. |
Subsequent Events | Subsequent Events: EQM has evaluated subsequent events through the date of the financial statement issuance. |
Summary of Operations and Sig26
Summary of Operations and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Property, Plant and Equipment | As of December 31, 2016 2015 (Thousands) Gathering assets $ 1,330,998 $ 1,081,472 Accumulated depreciation (110,473 ) (88,917 ) Net gathering assets 1,220,525 992,555 Transmission and storage assets 1,563,860 1,280,844 Accumulated depreciation (205,551 ) (175,685 ) Net transmission and storage assets 1,358,309 1,105,159 Net property, plant and equipment $ 2,578,834 $ 2,097,714 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Schedule of Acquisitions | The following table presents EQM's acquisitions completed during the three years ended December 31, 2016 . Acquisition Date Total Consideration Cash Common Units Issued to EQT GP Units Issued to EQT (Thousands, except unit amounts) Jupiter Acquisition (a) 5/7/14 $ 1,180,000 $ 1,121,000 516,050 262,828 NWV Gathering Acquisition (b) 3/17/15 925,683 873,183 511,973 178,816 MVP Interest Acquisition (c) 3/30/15 54,229 54,229 — — Preferred Interest Acquisition (d) 4/15/15 124,317 124,317 — — October 2016 Acquisition (e) 10/13/16 $ 275,000 $ 275,000 — — (a) EQT contributed Jupiter to EQM Gathering Opco, LLC (EQM Gathering), an indirect wholly owned subsidiary of EQM. 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. (b) EQT contributed NWV Gathering to EQM Gathering. The cash portion of the purchase price was funded with net proceeds from an equity offering of EQM common units and borrowings under EQM's credit facility. (c) EQM assumed 100% of the membership interests in MVP Holdco, LLC (MVP Holdco), the owner of the interest (the MVP Interest) in the MVP Joint Venture, which at the time was an indirect wholly owned subsidiary of EQT. The cash payment made 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 cash payment was funded by borrowings under EQM's credit facility. See Note 6. (d) Pursuant to the NWV Gathering Acquisition contribution and sale agreement, EQM acquired a preferred interest (the Preferred Interest) from EQT in EES, which at the time was an indirect wholly owned subsidiary of EQT. EES generates revenue from services provided to a local distribution company. The cash payment was funded by borrowings under EQM's credit facility. In October 2016, the operating agreement of EES was amended to include mandatory redemption of the Preferred Interest at the end of the preference period which is expected to be December 31, 2034. As a result of this amendment, the accounting for EQM's investment in EES converted from a cost method investment to a note receivable effective October 1, 2016. See Note 12. (e) On October 13, 2016, EQM entered into a Purchase and Sale Agreement with EQT pursuant to which EQM acquired from EQT 100% of the outstanding limited liability company interests of AVC and Rager as well as the Gathering Assets. The closing occurred on October 13, 2016 and was effective as of October 1, 2016. The cash payment was funded by borrowings under EQM's credit facility. |
Partners' Capital (Tables)
Partners' Capital (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Schedule of Public Offerings of Common Units | The following table summarizes EQM's public offerings of its common units during the three years ended December 31, 2016 . Common Units Issued (a) GP Units Issued (b) Price Per Unit Net Proceeds Underwriters' Discount and Other Offering Expenses (Thousands, except unit and per unit amounts) May 2014 equity offering (c) 12,362,500 — $ 75.75 $ 902,467 $ 33,992 March 2015 equity offering (d) 9,487,500 25,255 76.00 696,582 24,468 $750 million At the Market (ATM) Program in 2015 (e) 1,162,475 — 74.92 85,483 1,610 November 2015 equity offering (f) 5,650,000 — 71.80 399,937 5,733 $750 million ATM Program in 2016 (g) 2,949,309 — $ 74.42 $ 217,102 $ 2,381 (a) Includes the issuance of additional common units pursuant to the exercise of the underwriters' over-allotment options, as applicable. (b) Represents general partner units issued to the EQM General Partner in exchange for its proportionate capital contribution. See Note 2 for a summary of EQM general partner units issued in conjunction with acquisitions. (c) The net proceeds were used to finance a portion of the cash consideration paid to EQT in connection with the Jupiter Acquisition as described in Note 2. (d) The underwriters exercised their option to purchase additional common units. The EQM General Partner purchased 25,255 EQM general partner units for approximately $1.9 million to maintain its then 2.0% general partner ownership percentage. This amount was included in net proceeds from this offering. The net proceeds were used to finance a portion of the cash consideration paid to EQT in connection with the NWV Gathering Acquisition as described in Note 2. (e) 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). The price per unit represents an average price for all issuances under the $750 million ATM Program in 2015. The underwriters' discount and other offering expenses in the table above include commissions of approximately $0.9 million . EQM used the net proceeds for general partnership purposes. Prior to this $750 million ATM Program, the EQM General Partner maintained its general partner ownership percentage at the previous level of 2.0% . Starting with sales under the $750 million ATM Program in 2015, the EQM General Partner elected not to maintain its general partner ownership percentage. (f) The net proceeds were used for general partnership purposes and to repay amounts outstanding under EQM's credit facility. (g) The price per unit represents an average price for all issuances under the $750 million ATM Program in 2016 . The underwriters' discount and other offering expenses in the table above include commissions of approximately $2.2 million . EQM used the net proceeds for general partnership purposes. |
Summary of Common, Subordinated, and General Partner Units Issued | The following table summarizes EQM's common, subordinated and general partner units issued and outstanding from January 1, 2014 through December 31, 2016 . 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 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 511,973 — 178,816 690,789 $750 million ATM Program 1,162,475 — — 1,162,475 November 2015 equity offering 5,650,000 — — 5,650,000 Balance at December 31, 2015 77,520,181 — 1,443,015 78,963,196 2014 EQM VDA issuance 19,796 — — 19,796 EQM Total Return Program issuance 92,472 — — 92,472 $750 million ATM Program 2,949,309 — — 2,949,309 Balance at December 31, 2016 80,581,758 — 1,443,015 82,024,773 |
Financial Information by Busi29
Financial Information by Business Segment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Revenue from External Customers (Including Affiliates), Operating Income, and Reconciliation of Operating Income to Net Schedule of Revenue from External Customers (Including Affiliates), Operating Income, and Reconciliation of Operating Income to Net Income | Years Ended December 31, 2016 2015 2014 (Thousands) Revenues from external customers (including affiliates): Gathering $ 397,494 $ 335,105 $ 233,945 Transmission 338,120 297,831 255,273 Total $ 735,614 $ 632,936 $ 489,218 Operating income: Gathering $ 289,027 $ 243,257 $ 147,426 Transmission 237,922 207,779 185,169 Total operating income $ 526,949 $ 451,036 $ 332,595 Reconciliation of operating income to net income: Other income 37,918 8,694 3,313 Net interest expense 16,766 21,345 10,871 Income tax expense (benefit) 10,147 (16,741 ) 40,221 Net income $ 537,954 $ 455,126 $ 284,816 |
Schedule of Segment Assets | As of December 31, 2016 2015 2014 (Thousands) Segment assets: Gathering $ 1,292,713 $ 1,079,644 $ 865,465 Transmission 1,413,631 1,183,641 939,589 Total operating segments 2,706,344 2,263,285 1,805,054 Headquarters, including cash 369,496 570,073 138,312 Total assets $ 3,075,840 $ 2,833,358 $ 1,943,366 |
Schedule of Depreciation, Amortization, and Expenditures for Segment Assets | Years Ended December 31, 2016 2015 2014 (Thousands) Depreciation and amortization: Gathering $ 30,422 $ 24,360 $ 23,977 Transmission 32,269 25,535 25,084 Total $ 62,691 $ 49,895 $ 49,061 Expenditures for segment assets: Gathering $ 295,315 $ 225,537 $ 253,638 Transmission 292,049 203,706 137,317 Total (a) $ 587,364 $ 429,243 $ 390,955 (a) 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 approximately $26.7 million , $24.1 million , $53.0 million and $18.6 million at December 31, 2016 , 2015 , 2014 and 2013 , respectively. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Summary of Reimbursement Amounts and Affiliate Transactions | The following table summarizes related party transactions: Years Ended December 31, 2016 2015 2014 (Thousands) Operating revenues $ 551,353 $ 462,371 $ 337,132 Operating and maintenance expense (a) 34,179 33,452 29,258 Selling, general and administrative expense (a) 67,345 55,092 46,524 Other income (b) 18,191 2,367 — Interest income on Preferred Interest (see Note 12) 1,740 — — Principal payments received on Preferred Interest (see Note 12) 1,024 — — Distributions to EQM General Partner (c) 169,438 109,194 59,537 Capital contributions from EQT 602 7,492 500 Net contributions from/(distributions to) EQT $ 20,234 $ (15,179 ) $ 87,452 (a) 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. These amounts include the recast impact of the October 2016 Acquisition, NWV Gathering Acquisition and Jupiter Acquisition as they represent the total amounts allocated to EQM by EQT for the periods presented. (b) For the year ended December 31, 2016 , other income included distributions received from EES of $8.3 million and equity income from the MVP Joint Venture of $9.9 million . For the year ended December 31, 2015 , other income included equity income from the MVP Joint Venture of $2.4 million . See Notes 6 and 12. (c) The distributions to the EQM General Partner are based on the period to which the distributions relate and not the period in which the distributions were declared and paid. For example, for the year ended December 31, 2016 , total distributions to the EQM General Partner included the cash distribution declared on January 19, 2017 to EQM's unitholders related to the fourth quarter 2016 of $0.85 per common unit. The following table summarizes related party balances: As of December 31, 2016 2015 (Thousands) Accounts receivable – affiliate $ 81,358 $ 80,507 Due to related party 19,027 47,563 Other current assets (current portion of Preferred Interest in EES - see Note 12) 4,167 — Investments in unconsolidated entities 184,562 77,025 Preferred Interest in EES (see Note 12) $ 119,126 $ 124,317 The following table summarizes the reimbursement amounts for the years ended December 31, 2016 , 2015 and 2014 . Years Ended December 31, 2016 2015 2014 (Thousands) Reimbursements to EQT Operating and maintenance expense (a) $ 33,526 $ 31,310 $ 21,999 Selling, general and administrative expense (a) $ 63,255 $ 46,149 $ 25,051 Reimbursements from EQT (b) Plugging and abandonment $ 440 $ 26 $ 500 Bare steel replacement — 6,268 — Other capital reimbursements $ 162 $ 1,198 $ — (a) 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. These amounts exclude the recast impact of the October 2016 Acquisition, NWV Gathering Acquisition and Jupiter Acquisition as these amounts do not represent reimbursements pursuant to the omnibus agreement. (b) These reimbursements were recorded as capital contributions from EQT. |
Cash Distributions (Tables)
Cash Distributions (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Schedule of Cash Distributions to Unitholders | If for any quarter EQM has distributed available cash from operating surplus to the common unitholders in an amount equal to EQM's minimum quarterly distribution; then, EQM will distribute any additional available cash from operating surplus for that quarter among the unitholders and the EQM General Partner in the following manner: Total Quarterly Marginal Percentage Interest in Distributions Unit Target Amount Unitholders General Partner Minimum Quarterly Distribution $0.35 98.2% 1.8% First Target Distribution Above $0.3500 up to $0.4025 98.2% 1.8% Second Target Distribution Above $0.4025 up to $0.4375 85.2% 14.8% Third Target Distribution Above $0.4375 up to $0.5250 75.2% 24.8% Thereafter Above $0.5250 50.2% 49.8% |
Net Income per Limited Partne32
Net Income per Limited Partner Unit (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Net Income per Limited Partner Unit | Years Ended December 31, 2016 2015 2014 (Thousands, except per unit data) Net income $ 537,954 $ 455,126 $ 284,816 Less: Pre-acquisition net income allocated to parent (21,861 ) (72,782 ) (72,194 ) General partner interest in net income – general partner units (9,173 ) (7,455 ) (4,252 ) General partner interest in net income – incentive distribution rights (93,568 ) (46,992 ) (11,453 ) Limited partner interest in net income $ 413,352 $ 327,897 $ 196,917 Net income allocable to common units - basic $ 413,352 $ 327,897 $ 136,992 Net income allocable to subordinated units - basic — — 59,925 Limited partner interest in net income - basic $ 413,352 $ 327,897 $ 196,917 Net income allocable to common units - diluted $ 413,352 $ 327,897 $ 137,048 Net income allocable to subordinated units - diluted — — 59,869 Limited partner interest in net income - diluted $ 413,352 $ 327,897 $ 196,917 Weighted average limited partner units outstanding – basic Common units 79,367 69,612 38,405 Subordinated units — — 17,340 Total 79,367 69,612 55,745 Weighted average limited partner units outstanding – diluted Common units 79,388 69,773 38,543 Subordinated units — — 17,340 Total 79,388 69,773 55,883 Net income per limited partner unit – basic Common units $ 5.21 $ 4.71 $ 3.57 Subordinated units — — 3.46 Total $ 5.21 $ 4.71 $ 3.53 Net income per limited partner unit - diluted Common units $ 5.21 $ 4.70 $ 3.56 Subordinated units — — 3.45 Total $ 5.21 $ 4.70 $ 3.52 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Debt | The following table presents EQM's outstanding debt as of December 31, 2016 and 2015 . December 31, 2016 December 31, 2015 Principal Carrying Value Fair (a) Principal Carrying Value Fair (a) (Thousands) $750 Million Facility $ — $ — $ — $ 299,000 $ 299,000 $ 299,000 364-Day Facility — — — N/A N/A N/A 4.00% Senior Notes due 2024 500,000 494,170 493,125 500,000 493,401 414,125 4.125% Senior Notes due 2026 $ 500,000 $ 491,562 $ 488,460 N/A N/A N/A (a) See Note 1 for a discussion of fair value measurements. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Summary of Components of Income Tax Expense | The components of income tax expense (benefit) for the years ended December 31, 2016 , 2015 and 2014 are as follows: Years Ended December 31, 2016 2015 2014 (Thousands) Current: Federal $ 886 $ 12,960 $ 10,277 State 487 985 2,307 Subtotal 1,373 13,945 12,584 Deferred: Federal 8,302 (30,931 ) 27,079 State 472 245 558 Subtotal 8,774 (30,686 ) 27,637 Total $ 10,147 $ (16,741 ) $ 40,221 |
Summary of Income Tax Expense (Benefit) | Income tax expense (benefit) differed from amounts computed at the federal statutory rate of 35% on pre-tax book income from continuing operations as follows: Years Ended December 31, 2016 2015 2014 (Thousands) Tax at statutory rate $ 191,835 $ 153,435 $ 113,763 Partnership income not subject to income taxes (182,455 ) (135,324 ) (75,123 ) State income taxes 623 800 1,918 Regulatory assets 132 (35,685 ) — Other 12 33 (337 ) Income tax expense (benefit) $ 10,147 $ (16,741 ) $ 40,221 Effective tax rate 1.9 % (3.8 )% 12.4 % |
Summary of Source and Tax Effects of Temporary Differences Between Financial Reporting and Tax Basis of Assets and Liabilities | The following table summarizes the source and tax effects of temporary differences between financial reporting and tax basis of assets and liabilities: December 31, 2015 (Thousands) Total deferred income tax liabilities: Property, plant and equipment tax deductions in excess of book deductions $ 61,665 Regulatory assets 22,434 Total net deferred income tax liabilities $ 84,099 |
Regulatory Assets and Liabili35
Regulatory Assets and Liabilities Regulatory Assets and Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Regulatory Assets and Liabilities Disclosure [Abstract] | |
Schedule of Regulatory Assets | Regulatory assets and regulatory liabilities are included in other assets and other long-term liabilities, respectively, in the accompanying consolidated balance sheets. As of December 31, 2016 2015 (Thousands) Regulatory assets: Deferred taxes (a) $ 13,901 $ 70,504 Other recoverable costs (b) 4,989 309 Total regulatory assets $ 18,890 $ 70,813 Regulatory liabilities: On-going post-retirement benefits other than pensions (c) $ 6,744 $ 5,596 Other reimbursable costs (d) 691 866 Total regulatory liabilities $ 7,435 $ 6,462 (a) At December 31, 2015 the regulatory assets included a regulatory asset recorded in connection with the tax benefit discussed in Note 11 which was eliminated through equity at the time of the October 2016 Acquisition. The remaining regulatory asset for deferred taxes primarily related to deferred income taxes recoverable through future rates on a historical deferred tax position and the equity component of AFUDC. EQM expects to recover the amortization of the deferred tax position ratably over the corresponding life of the underlying assets that created the difference. Taxes on the equity component of AFUDC and the offsetting deferred income taxes will be collected through rates over the depreciable lives of the long-lived assets to which they relate. The amounts established for deferred taxes were primarily generated before EQM's tax status changed in July 2012 when EQM was included as part of EQT’s consolidated federal tax return. (b) At December 31, 2016, regulatory assets associated with other recoverable costs primarily related to the costs associated with the pension termination discussed in Note 14. (c) EQM defers expenses for on-going post-retirement benefits other than pensions which are subject to recovery in approved rates. The regulatory liability reflects lower cumulative actuarial expenses than the amounts recovered through rates. (d) Regulatory liabilities associated with other reimbursable costs primarily related to the storage retainage tracker on the AVC system. EQM defers the monthly over or under recovery of storage retainage gas on the AVC system and annually returns the excess to or recovers the deficiency from customers. |
Schedule of Regulatory Liabilities | Regulatory assets and regulatory liabilities are included in other assets and other long-term liabilities, respectively, in the accompanying consolidated balance sheets. As of December 31, 2016 2015 (Thousands) Regulatory assets: Deferred taxes (a) $ 13,901 $ 70,504 Other recoverable costs (b) 4,989 309 Total regulatory assets $ 18,890 $ 70,813 Regulatory liabilities: On-going post-retirement benefits other than pensions (c) $ 6,744 $ 5,596 Other reimbursable costs (d) 691 866 Total regulatory liabilities $ 7,435 $ 6,462 (a) At December 31, 2015 the regulatory assets included a regulatory asset recorded in connection with the tax benefit discussed in Note 11 which was eliminated through equity at the time of the October 2016 Acquisition. The remaining regulatory asset for deferred taxes primarily related to deferred income taxes recoverable through future rates on a historical deferred tax position and the equity component of AFUDC. EQM expects to recover the amortization of the deferred tax position ratably over the corresponding life of the underlying assets that created the difference. Taxes on the equity component of AFUDC and the offsetting deferred income taxes will be collected through rates over the depreciable lives of the long-lived assets to which they relate. The amounts established for deferred taxes were primarily generated before EQM's tax status changed in July 2012 when EQM was included as part of EQT’s consolidated federal tax return. (b) At December 31, 2016, regulatory assets associated with other recoverable costs primarily related to the costs associated with the pension termination discussed in Note 14. (c) EQM defers expenses for on-going post-retirement benefits other than pensions which are subject to recovery in approved rates. The regulatory liability reflects lower cumulative actuarial expenses than the amounts recovered through rates. (d) Regulatory liabilities associated with other reimbursable costs primarily related to the storage retainage tracker on the AVC system. EQM defers the monthly over or under recovery of storage retainage gas on the AVC system and annually returns the excess to or recovers the deficiency from customers. |
Interim Financial Information36
Interim Financial Information (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Operating Results | The following quarterly summary of operating results reflects variations due primarily to the seasonal nature of the transmission and storage business by quarter for the years ended December 31, 2016 and 2015 . Three Months Ended March 31 June 30 September 30 December 31 (Thousands, except per unit amounts) 2016 Operating revenues $ 185,786 $ 178,042 $ 176,772 $ 195,014 Operating income 137,120 129,029 126,210 134,590 Net income $ 136,735 $ 131,859 $ 133,660 $ 135,700 Net income per limited partner unit: (a) Basic $ 1.39 $ 1.27 $ 1.23 $ 1.31 Diluted $ 1.39 $ 1.27 $ 1.23 $ 1.31 2015 Operating revenues $ 159,246 $ 149,297 $ 153,680 $ 170,713 Operating income 115,602 104,200 106,309 124,925 Net income $ 101,125 $ 133,305 $ 100,375 $ 120,321 Net income per limited partner unit: (a) Basic $ 1.18 $ 1.12 $ 1.12 $ 1.27 Diluted $ 1.18 $ 1.12 $ 1.12 $ 1.26 (a) Quarterly net income per limited partner unit amounts are stand-alone calculations and may not be additive to full-year amounts due to rounding and changes in outstanding units. |
Summary of Operations and Sig37
Summary of Operations and Significant Accounting Policies - Organization and Basis of Presentation and Nature of Business (Details) | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||
Mar. 31, 2015 | Feb. 28, 2015 | Jun. 30, 2015 | Dec. 31, 2016BcfBcf / dMMcf / dnatural_gas_storage_reservoircompressor_stationinterstate_pipelinemi | Dec. 31, 2015primary_asset | |
Segment Reporting Information [Line Items] | |||||
Ownership interest (as a percent) | 2.00% | 2.00% | 2.00% | ||
Number of primary assets through which services are provided | primary_asset | 2 | ||||
Transmission and Storage Assets | |||||
Segment Reporting Information [Line Items] | |||||
Length of FERC-regulated pipeline (in miles) | 950 | ||||
Number of interstate pipelines connected by FERC-regulated interstate pipeline system | interstate_pipeline | 6 | ||||
Number of associated natural gas storage reservoirs which supports FERC-regulated interstate pipeline system | natural_gas_storage_reservoir | 18 | ||||
Peak withdrawal capability per day of associated natural gas storage reservoirs (in MMcf per day) | MMcf / d | 645 | ||||
Working gas capacity of associated natural gas storage reservoirs (in Bcf) | Bcf | 43 | ||||
Number of compressor units | compressor_station | 41 | ||||
Total throughput capacity from transmission assets (in Bcf per day) | Bcf / d | 4.3 | ||||
Gathering System | |||||
Segment Reporting Information [Line Items] | |||||
Length of gathering lines (in miles) | 300 | ||||
Total firm gathering capacity (in Bcf per day) | Bcf / d | 1.8 | ||||
Length of FERC-regulated pipeline (in miles) | 1,500 | ||||
EQT GP Holdings LP | |||||
Segment Reporting Information [Line Items] | |||||
Membership interest (as a percent) | 26.60% | ||||
EQT GP Holdings LP | EQT and Subsidiaries | |||||
Segment Reporting Information [Line Items] | |||||
Membership interest (as a percent) | 90.10% | ||||
Ownership interest (as a percent) | 100.00% |
Summary of Operations and Sig38
Summary of Operations and Significant Accounting Policies - Significant Accounting Policies (Details) | 12 Months Ended | ||
Dec. 31, 2016USD ($)segment | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Property, Plant and Equipment [Line Items] | |||
Number of segments | segment | 2 | ||
Maturity period | 3 months | ||
Allowances for doubtful accounts | $ 319,000 | $ 248,000 | |
Internal costs capitalized | 53,200,000 | 78,900,000 | |
Interest costs capitalized relative to the gathering assets | $ 9,400,000 | $ 5,600,000 | $ 2,300,000 |
Overall rate of depreciation | 2.20% | 2.10% | 2.50% |
Imbalances | $ 2,800,000 | $ 900,000 | |
Interest Expense | |||
Property, Plant and Equipment [Line Items] | |||
AFUDC applicable to interest cost | 2,400,000 | 1,600,000 | $ 1,000,000 |
Other Income | |||
Property, Plant and Equipment [Line Items] | |||
AFUDC applicable to equity funds | $ 19,400,000 | 6,300,000 | $ 3,200,000 |
Pipelines | |||
Property, Plant and Equipment [Line Items] | |||
Pipeline's useful lives | 40 years | ||
Minimum | Pipelines | |||
Property, Plant and Equipment [Line Items] | |||
Pipeline's useful lives | 20 years | ||
Minimum | Compression Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Pipeline's useful lives | 20 years | ||
Maximum | Pipelines | |||
Property, Plant and Equipment [Line Items] | |||
Pipeline's useful lives | 65 years | ||
Maximum | Compression Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Pipeline's useful lives | 50 years | ||
Line of Credit | |||
Property, Plant and Equipment [Line Items] | |||
Credit facility | $ 750,000,000 | $ 750,000,000 |
Summary of Operations and Sig39
Summary of Operations and Significant Accounting Policies - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment | [1] | $ 2,894,858 | $ 2,362,316 |
Accumulated depreciation | [1] | (316,024) | (264,602) |
Net property, plant and equipment | [1] | 2,578,834 | 2,097,714 |
Gathering System | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment | 1,330,998 | 1,081,472 | |
Accumulated depreciation | (110,473) | (88,917) | |
Net property, plant and equipment | 1,220,525 | 992,555 | |
Transmission and Storage Assets | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment | 1,563,860 | 1,280,844 | |
Accumulated depreciation | (205,551) | (175,685) | |
Net property, plant and equipment | $ 1,358,309 | $ 1,105,159 | |
[1] | Financial statements as of December 31, 2015 have been retrospectively recast to include AVC, Rager and the Gathering Assets as a result of the October 2016 Acquisition. See Note 2. |
Acquisitions - Schedule of Acqu
Acquisitions - Schedule of Acquisitions (Details) - USD ($) $ in Thousands | Oct. 13, 2016 | Apr. 15, 2015 | Mar. 30, 2015 | Mar. 17, 2015 | May 07, 2014 | Dec. 31, 2015 | Dec. 31, 2014 |
MVP Interest Acquisition | |||||||
Business Acquisition [Line Items] | |||||||
Membership interest (as a percent) | 100.00% | ||||||
Jupiter Acquisition | |||||||
Business Acquisition [Line Items] | |||||||
Total Consideration | $ 1,180,000 | ||||||
Cash | $ 1,121,000 | ||||||
Units issued to EQT (in shares) | 778,878 | ||||||
Jupiter Acquisition | Common Units Issued to EQT | |||||||
Business Acquisition [Line Items] | |||||||
Units issued to EQT (in shares) | 516,050 | 516,050 | |||||
Jupiter Acquisition | GP Units Issued to EQT | |||||||
Business Acquisition [Line Items] | |||||||
Units issued to EQT (in shares) | 262,828 | 262,828 | |||||
NWV Gathering Acquisition | |||||||
Business Acquisition [Line Items] | |||||||
Total Consideration | $ 925,683 | ||||||
Cash | $ 873,183 | ||||||
Units issued to EQT (in shares) | 690,789 | ||||||
NWV Gathering Acquisition | Common Units Issued to EQT | |||||||
Business Acquisition [Line Items] | |||||||
Units issued to EQT (in shares) | 511,973 | 511,973 | |||||
NWV Gathering Acquisition | GP Units Issued to EQT | |||||||
Business Acquisition [Line Items] | |||||||
Units issued to EQT (in shares) | 178,816 | 178,816 | |||||
MVP Interest Acquisition | |||||||
Business Acquisition [Line Items] | |||||||
Total Consideration | $ 54,229 | ||||||
Cash | $ 54,229 | ||||||
MVP Interest Acquisition | Common Units Issued to EQT | |||||||
Business Acquisition [Line Items] | |||||||
Units issued to EQT (in shares) | 0 | ||||||
MVP Interest Acquisition | GP Units Issued to EQT | |||||||
Business Acquisition [Line Items] | |||||||
Units issued to EQT (in shares) | 0 | ||||||
Preferred Interest Acquisition | |||||||
Business Acquisition [Line Items] | |||||||
Total Consideration | $ 124,317 | ||||||
Cash | $ 124,317 | ||||||
Preferred Interest Acquisition | Common Units Issued to EQT | |||||||
Business Acquisition [Line Items] | |||||||
Units issued to EQT (in shares) | 0 | ||||||
Preferred Interest Acquisition | GP Units Issued to EQT | |||||||
Business Acquisition [Line Items] | |||||||
Units issued to EQT (in shares) | 0 | ||||||
October 2016 Acquisition | |||||||
Business Acquisition [Line Items] | |||||||
Total Consideration | $ 275,000 | ||||||
Cash | $ 275,000 | ||||||
Membership interest (as a percent) | 100.00% | ||||||
October 2016 Acquisition | Common Units Issued to EQT | |||||||
Business Acquisition [Line Items] | |||||||
Units issued to EQT (in shares) | 0 | ||||||
October 2016 Acquisition | GP Units Issued to EQT | |||||||
Business Acquisition [Line Items] | |||||||
Units issued to EQT (in shares) | 0 | ||||||
MVP Interest Acquisition | |||||||
Business Acquisition [Line Items] | |||||||
Membership interest (as a percent) | 100.00% |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Pipelines | ||||
Property, Plant and Equipment [Line Items] | ||||
Lease term | 25 years | |||
Useful life | 40 years | |||
Cumulative capital lease depreciation | $ 25.1 | |||
Sunrise Merger | ||||
Property, Plant and Equipment [Line Items] | ||||
Precedent agreement term | 20 years | |||
EQT | ||||
Property, Plant and Equipment [Line Items] | ||||
Additional cash consideration | $ 110 | |||
Recast | ||||
Property, Plant and Equipment [Line Items] | ||||
Increase in net income related to acquisition adjustment | $ 5.2 | $ 4.2 | $ 1.9 |
Partners' Capital - Schedule of
Partners' Capital - Schedule of Public Offerings of Common Units (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Nov. 30, 2015 | Mar. 31, 2015 | May 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | |
Class of Stock [Line Items] | |||||
At the market program | $ 750,000,000 | $ 750,000,000 | |||
Units Issued (in shares) | 5,650,000 | 9,512,755 | 12,362,500 | ||
Units Issued (ATM) (in shares) | 2,949,309 | 1,162,475 | |||
Price Per Unit (in USD per share) | $ 71.80 | $ 76 | $ 75.75 | $ 74.42 | $ 74.92 |
Net Proceeds | $ 399,937,000 | $ 696,582,000 | $ 902,467,000 | $ 217,102,000 | $ 85,483,000 |
Underwriters' Discount and Other Offering Expenses | $ 5,733,000 | $ 24,468,000 | $ 33,992,000 | $ 2,381,000 | $ 1,610,000 |
Limited Partner Units Common | |||||
Class of Stock [Line Items] | |||||
Units Issued (in shares) | 5,650,000 | 9,487,500 | 12,362,500 | ||
Units Issued (ATM) (in shares) | 2,949,309 | 1,162,475 | |||
General Partner Units | |||||
Class of Stock [Line Items] | |||||
Units Issued (in shares) | 0 | 25,255 | 0 | ||
Units Issued (ATM) (in shares) | 0 | 0 |
Partners' Capital - Schedule 43
Partners' Capital - Schedule of Public Offering of Common Units, Footnotes (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Nov. 30, 2015 | Mar. 31, 2015 | Feb. 28, 2015 | May 31, 2014 | Sep. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | |
Class of Stock [Line Items] | ||||||||
Units Issued (in shares) | 5,650,000 | 9,512,755 | 12,362,500 | |||||
Ownership interest (as a percent) | 2.00% | 2.00% | 2.00% | |||||
At the market program | $ 750,000,000 | $ 750,000,000 | ||||||
Commissions | $ 900,000 | $ 2,200,000 | ||||||
General Partner | ||||||||
Class of Stock [Line Items] | ||||||||
Units Issued (in shares) | 0 | 25,255 | 0 | |||||
Purchase amount of general partner units | $ 1,900,000 |
Partners' Capital - Schedule 44
Partners' Capital - Schedule of Common, Subordinated and General Partner Units (Details) - USD ($) | Mar. 17, 2015 | May 07, 2014 | Feb. 29, 2016 | Nov. 30, 2015 | Mar. 31, 2015 | Feb. 28, 2015 | May 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Beginning balance (in shares) | 78,963,196 | 61,925,684 | 48,784,306 | |||||||
Equity offering (in shares) | 5,650,000 | 9,512,755 | 12,362,500 | |||||||
Conversion of subordinated units to common units (in shares) | 0 | |||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 19,796 | 21,493 | ||||||||
Common units issued (in shares) | 2,949,309 | 1,162,475 | ||||||||
Ending balance (in shares) | 82,024,773 | 78,963,196 | 61,925,684 | |||||||
At the market program | $ 750,000,000 | $ 750,000,000 | ||||||||
Jupiter Acquisition consideration | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Acquisition consideration (in shares) | 778,878 | |||||||||
NWV Gathering Acquisition consideration | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Acquisition consideration (in shares) | 690,789 | |||||||||
Limited Partner Units Common | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Beginning balance (in shares) | 77,520,181 | 43,347,452 | 30,468,902 | |||||||
Equity offering (in shares) | 5,650,000 | 9,487,500 | 12,362,500 | |||||||
Conversion of subordinated units to common units (in shares) | 17,339,718 | |||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 19,796 | 21,063 | 21,063 | |||||||
Common units issued (in shares) | 2,949,309 | 1,162,475 | ||||||||
Ending balance (in shares) | 80,581,758 | 77,520,181 | 43,347,452 | |||||||
Limited Partner Units Common | Jupiter Acquisition consideration | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Acquisition consideration (in shares) | 516,050 | 516,050 | ||||||||
Limited Partner Units Common | NWV Gathering Acquisition consideration | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Acquisition consideration (in shares) | 511,973 | 511,973 | ||||||||
Limited Partner Units Subordinated | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Beginning balance (in shares) | 0 | 17,339,718 | 17,339,718 | |||||||
Equity offering (in shares) | 0 | 0 | 0 | |||||||
Conversion of subordinated units to common units (in shares) | (17,339,718) | |||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 0 | 0 | ||||||||
Common units issued (in shares) | 0 | 0 | ||||||||
Ending balance (in shares) | 0 | 0 | 17,339,718 | |||||||
Limited Partner Units Subordinated | Jupiter Acquisition consideration | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Acquisition consideration (in shares) | 0 | |||||||||
Limited Partner Units Subordinated | NWV Gathering Acquisition consideration | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Acquisition consideration (in shares) | 0 | |||||||||
General Partner Units | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Beginning balance (in shares) | 1,443,015 | 1,238,514 | 975,686 | |||||||
Equity offering (in shares) | 0 | 25,255 | 0 | |||||||
Conversion of subordinated units to common units (in shares) | 0 | |||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 430 | 0 | 430 | |||||||
Common units issued (in shares) | 0 | 0 | ||||||||
Ending balance (in shares) | 1,443,015 | 1,443,015 | 1,238,514 | |||||||
General Partner Units | Jupiter Acquisition consideration | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Acquisition consideration (in shares) | 262,828 | 262,828 | ||||||||
General Partner Units | NWV Gathering Acquisition consideration | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Acquisition consideration (in shares) | 178,816 | 178,816 | ||||||||
Limited Partner | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 19,796 | |||||||||
EQM Total Return Programs | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 92,472 | |||||||||
EQM Total Return Programs | Limited Partner Units Common | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 92,472 | |||||||||
EQM Total Return Programs | Limited Partner Units Subordinated | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 0 | |||||||||
EQM Total Return Programs | General Partner Units | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 0 | |||||||||
EQM Total Return Programs | Limited Partner | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 92,472 |
Partners' Capital - Narrative (
Partners' Capital - Narrative (Details) - shares | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||
Feb. 29, 2016 | Mar. 31, 2015 | Feb. 28, 2015 | Jun. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | |
Class of Stock [Line Items] | ||||||
Common units issued (in shares) | 19,796 | 21,493 | ||||
Ownership interest (as a percent) | 2.00% | 2.00% | 2.00% | |||
EQT GP Holdings LP | ||||||
Class of Stock [Line Items] | ||||||
Partner interest (as a percent) | 26.60% | |||||
EQT GP Holdings LP | EQT and Subsidiaries | ||||||
Class of Stock [Line Items] | ||||||
Ownership interest (as a percent) | 100.00% | |||||
Partner interest (as a percent) | 90.10% | |||||
General Partner | ||||||
Class of Stock [Line Items] | ||||||
Common units issued (in shares) | 430 | 0 | 430 | |||
Common units owned (in shares) | 1,443,015 | |||||
General Partner | EQT GP Holdings LP | ||||||
Class of Stock [Line Items] | ||||||
Ownership interest (as a percent) | 1.80% | |||||
Limited Partner Units Common | ||||||
Class of Stock [Line Items] | ||||||
Common units issued (in shares) | 19,796 | 21,063 | 21,063 | |||
Common units owned (in shares) | 21,811,643 | |||||
EQM Total Return Programs | ||||||
Class of Stock [Line Items] | ||||||
Common units issued (in shares) | 92,472 | |||||
EQM Total Return Programs | General Partner | ||||||
Class of Stock [Line Items] | ||||||
Common units issued (in shares) | 0 | |||||
EQM Total Return Programs | Limited Partner Units Common | ||||||
Class of Stock [Line Items] | ||||||
Common units issued (in shares) | 92,472 |
Financial Information by Busi46
Financial Information by Business Segment - Schedule of Revenue from External Customers (Including Affiliates) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |||||
Revenues from external customers (including affiliates): | |||||||||||||||
Total | $ 195,014 | $ 176,772 | $ 178,042 | $ 185,786 | $ 170,713 | $ 153,680 | $ 149,297 | $ 159,246 | $ 735,614 | [1],[2] | $ 632,936 | [1],[2] | $ 489,218 | [1],[2] | |
Operating income: | |||||||||||||||
Total operating income | 134,590 | 126,210 | 129,029 | 137,120 | 124,925 | 106,309 | 104,200 | 115,602 | 526,949 | [2] | 451,036 | [2] | 332,595 | [2] | |
Reconciliation of operating income to net income: | |||||||||||||||
Other income | [2],[3] | 37,918 | 8,694 | 3,313 | |||||||||||
Net interest expense | [2],[4] | 16,766 | 21,345 | 10,871 | |||||||||||
Income tax expense (benefit) | [2] | 10,147 | (16,741) | 40,221 | |||||||||||
Net income | $ 135,700 | $ 133,660 | $ 131,859 | $ 136,735 | $ 120,321 | $ 100,375 | $ 133,305 | $ 101,125 | 537,954 | [2],[5],[6] | 455,126 | [2],[5],[6] | 284,816 | [2],[5],[6] | |
Operating Segments | |||||||||||||||
Revenues from external customers (including affiliates): | |||||||||||||||
Total | 735,614 | 632,936 | 489,218 | ||||||||||||
Operating income: | |||||||||||||||
Total operating income | 526,949 | 451,036 | 332,595 | ||||||||||||
Operating Segments | Gathering | |||||||||||||||
Revenues from external customers (including affiliates): | |||||||||||||||
Total | 397,494 | 335,105 | 233,945 | ||||||||||||
Operating income: | |||||||||||||||
Total operating income | 289,027 | 243,257 | 147,426 | ||||||||||||
Operating Segments | Transmission | |||||||||||||||
Revenues from external customers (including affiliates): | |||||||||||||||
Total | 338,120 | 297,831 | 255,273 | ||||||||||||
Operating income: | |||||||||||||||
Total operating income | $ 237,922 | $ 207,779 | $ 185,169 | ||||||||||||
[1] | Operating revenues included affiliate revenues from EQT Corporation and subsidiaries (collectively, EQT) of $551.4 million, $462.4 million and $337.1 million for the years ended December 31, 2016, 2015 and 2014, respectively. See Note 5. | ||||||||||||||
[2] | s discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of Allegheny Valley Connector, LLC (AVC), Rager Mountain Storage Company LLC (Rager) and certain gathering assets (the Gathering Assets), which were acquired by EQM effective on October 1, 2016 (the October 2016 Acquisition), the Northern West Virginia Marcellus gathering system (NWV Gathering), which was acquired by EQM on March 17, 2015, and the Jupiter natural gas gathering system (Jupiter), which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | ||||||||||||||
[3] | For the year ended December 31, 2016, other income included distributions received from EQT Energy Supply, LLC (EES) of $8.3 million and equity income from Mountain Valley Pipeline, LLC (MVP Joint Venture) of $9.9 million. For the year ended December 31, 2015, other income included equity income from the MVP Joint Venture of $2.4 million. See Notes 6 and 12. | ||||||||||||||
[4] | Net interest expense for the year ended December 31, 2016 included $1.7 million of interest income on the preferred interest (the Preferred Interest) in EES. See Note 12. | ||||||||||||||
[5] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | ||||||||||||||
[6] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. |
Financial Information by Busi47
Financial Information by Business Segment - Schedule of Segment Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Segment assets: | |||||
Total assets | $ 3,075,840 | [1] | $ 2,833,358 | [1] | $ 1,943,366 |
Operating Segments | |||||
Segment assets: | |||||
Total assets | 2,706,344 | 2,263,285 | 1,805,054 | ||
Operating Segments | Gathering | |||||
Segment assets: | |||||
Total assets | 1,292,713 | 1,079,644 | 865,465 | ||
Operating Segments | Transmission | |||||
Segment assets: | |||||
Total assets | 1,413,631 | 1,183,641 | 939,589 | ||
Headquarters, including cash | |||||
Segment assets: | |||||
Total assets | $ 369,496 | $ 570,073 | $ 138,312 | ||
[1] | Financial statements as of December 31, 2015 have been retrospectively recast to include AVC, Rager and the Gathering Assets as a result of the October 2016 Acquisition. See Note 2. |
Financial Information by Busi48
Financial Information by Business Segment - Schedule of Depreciation, Amortization and Expenditures for Segment Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Depreciation and amortization: | |||||
Total | [1],[2] | $ 62,691 | $ 49,895 | $ 49,061 | |
Expenditures for segment assets: | |||||
Accrued capital expenditures | 26,700 | 24,100 | 53,000 | $ 18,600 | |
Operating Segments | |||||
Depreciation and amortization: | |||||
Total | 62,691 | 49,895 | 49,061 | ||
Expenditures for segment assets: | |||||
Total | 587,364 | 429,243 | 390,955 | ||
Operating Segments | Gathering | |||||
Depreciation and amortization: | |||||
Total | 30,422 | 24,360 | 23,977 | ||
Expenditures for segment assets: | |||||
Total | 295,315 | 225,537 | 253,638 | ||
Operating Segments | Transmission | |||||
Depreciation and amortization: | |||||
Total | 32,269 | 25,535 | 25,084 | ||
Expenditures for segment assets: | |||||
Total | $ 292,049 | $ 203,706 | $ 137,317 | ||
[1] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | ||||
[2] | s discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of Allegheny Valley Connector, LLC (AVC), Rager Mountain Storage Company LLC (Rager) and certain gathering assets (the Gathering Assets), which were acquired by EQM effective on October 1, 2016 (the October 2016 Acquisition), the Northern West Virginia Marcellus gathering system (NWV Gathering), which was acquired by EQM on March 17, 2015, and the Jupiter natural gas gathering system (Jupiter), which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Reimbursement Amounts (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Reimbursements to EQT | |||||
Operating and maintenance expense | [1],[2] | $ 73,213 | $ 70,103 | $ 56,413 | |
Selling, general and administrative expense | [1],[2] | 72,761 | 61,902 | 51,149 | |
EQT | |||||
Reimbursements from EQT | |||||
Other capital reimbursements | $ 5,200 | ||||
EQT | Omnibus Agreement | |||||
Reimbursements to EQT | |||||
Operating and maintenance expense | 33,526 | 31,310 | 21,999 | ||
Selling, general and administrative expense | 63,255 | 46,149 | 25,051 | ||
Reimbursements from EQT | |||||
Plugging and abandonment | 440 | 26 | 500 | ||
Bare steel replacement | 0 | 6,268 | 0 | ||
Other capital reimbursements | $ 162 | $ 1,198 | $ 0 | ||
[1] | Operating and maintenance expense included charges from EQT of $34.2 million, $33.5 million and $29.3 million for the years ended December 31, 2016, 2015 and 2014, respectively. Selling, general and administrative expense included charges from EQT of $67.3 million, $55.1 million and $46.5 million for the years ended December 31, 2016, 2015 and 2014, respectively. See Note 5. | ||||
[2] | s discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of Allegheny Valley Connector, LLC (AVC), Rager Mountain Storage Company LLC (Rager) and certain gathering assets (the Gathering Assets), which were acquired by EQM effective on October 1, 2016 (the October 2016 Acquisition), the Northern West Virginia Marcellus gathering system (NWV Gathering), which was acquired by EQM on March 17, 2015, and the Jupiter natural gas gathering system (Jupiter), which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. |
Related Party Transactions - Su
Related Party Transactions - Summary of Related Party Transactions (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 19, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | |||||
Operating and maintenance expense | [1],[2] | $ 73,213 | $ 70,103 | $ 56,413 | |
Selling, general and administrative expense | [1],[2] | 72,761 | 61,902 | 51,149 | |
Other income (b) | 18,191 | 2,367 | 0 | ||
Principal payments received on Preferred Interest (see Note 2) | [3] | 1,024 | 0 | 0 | |
Distributions to the EQM General Partner | 169,438 | 109,194 | 59,537 | ||
Equity income | [3] | 9,898 | 2,367 | 0 | |
EQT and Subsidiaries | |||||
Related Party Transaction [Line Items] | |||||
Operating revenues | 551,353 | 462,371 | 337,132 | ||
Operating and maintenance expense | 34,179 | 33,452 | 29,258 | ||
Selling, general and administrative expense | 67,345 | 55,092 | 46,524 | ||
EES | |||||
Related Party Transaction [Line Items] | |||||
Interest expense on Preferred Interest | 1,740 | 0 | 0 | ||
Principal payments received on Preferred Interest (see Note 2) | 1,024 | 0 | 0 | ||
EQT | |||||
Related Party Transaction [Line Items] | |||||
Capital contributions from EQT | 602 | 7,492 | 500 | ||
Net contributions from/(distributions to) EQT | 20,234 | (15,179) | $ 87,452 | ||
Subsequent Event | |||||
Related Party Transaction [Line Items] | |||||
Cash distribution declared per common unit (in USD per share) | $ 0.85 | ||||
Variable Interest Entity, Not Primary Beneficiary | EES | |||||
Related Party Transaction [Line Items] | |||||
Distributions included in other income | 8,300 | ||||
Other Nonoperating Income (Expense) | Variable Interest Entity, Not Primary Beneficiary | MVP Joint Venture | |||||
Related Party Transaction [Line Items] | |||||
Equity income | $ 9,900 | $ 2,400 | |||
[1] | Operating and maintenance expense included charges from EQT of $34.2 million, $33.5 million and $29.3 million for the years ended December 31, 2016, 2015 and 2014, respectively. Selling, general and administrative expense included charges from EQT of $67.3 million, $55.1 million and $46.5 million for the years ended December 31, 2016, 2015 and 2014, respectively. See Note 5. | ||||
[2] | s discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of Allegheny Valley Connector, LLC (AVC), Rager Mountain Storage Company LLC (Rager) and certain gathering assets (the Gathering Assets), which were acquired by EQM effective on October 1, 2016 (the October 2016 Acquisition), the Northern West Virginia Marcellus gathering system (NWV Gathering), which was acquired by EQM on March 17, 2015, and the Jupiter natural gas gathering system (Jupiter), which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | ||||
[3] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. |
Related Party Transactions - 51
Related Party Transactions - Summary of Related Party Balances (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |||
Accounts receivable – affiliate | [1] | $ 81,358 | $ 80,507 |
Due to related party | [1] | 19,027 | 47,563 |
Other current assets (current portion of Preferred Interest in EES - see Note 12) | 4,167 | 0 | |
Investments in unconsolidated entities | [1] | 184,562 | 77,025 |
Preferred Interest in EES | $ 119,126 | $ 124,317 | |
[1] | Financial statements as of December 31, 2015 have been retrospectively recast to include AVC, Rager and the Gathering Assets as a result of the October 2016 Acquisition. See Note 2. |
Investments in Unconsolidated52
Investments in Unconsolidated Entities - (Details) $ in Thousands | Mar. 30, 2015USD ($)mi | Jan. 31, 2017USD ($) | Jan. 31, 2016 | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Oct. 31, 2015 | Apr. 30, 2015 | |
Schedule of Equity Method Investments [Line Items] | |||||||||
Equity income | [1] | $ 9,898 | $ 2,367 | $ 0 | |||||
Issuance of performance guarantee | $ 91,000 | ||||||||
MVP | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Length of pipeline (in miles) | mi | 300 | ||||||||
Variable Interest Entity, Not Primary Beneficiary | MVP Joint Venture | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Decrease in ownership interest (as a percent) | 8.50% | ||||||||
Percentage of remaining obligations | 33.00% | ||||||||
MVP Joint Venture | Beneficial Owner | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Percentage of ownership interest | 66.67% | ||||||||
MVP Joint Venture | Variable Interest Entity, Not Primary Beneficiary | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership amount | $ 54,200 | ||||||||
Ownership interest sold (as a percent) | 1.00% | 10.00% | |||||||
Percentage of ownership interest | 45.50% | ||||||||
Investments in unconsolidated affiliates | $ 184,600 | $ 77,000 | |||||||
Maximum financial statement exposure | $ 276,000 | ||||||||
MVP Joint Venture | Variable Interest Entity, Not Primary Beneficiary | Subsequent Event | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership amount | $ 11,500 | ||||||||
[1] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. |
Cash Distributions - Narrative
Cash Distributions - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | Jan. 19, 2017 | Mar. 31, 2015 | Feb. 28, 2015 | Jun. 30, 2015 | Dec. 31, 2016 |
Distribution Made to Limited Partner [Line Items] | |||||
Threshold period for partnership agreement | 45 days | ||||
Ownership interest (as a percent) | 2.00% | 2.00% | 2.00% | ||
Incentive distribution rights | $ 27.6 | ||||
Subsequent Event | |||||
Distribution Made to Limited Partner [Line Items] | |||||
Cash distribution declared per common unit (in USD per share) | $ 0.85 | ||||
Limited Partner | |||||
Distribution Made to Limited Partner [Line Items] | |||||
Cash distribution declared | $ 18.5 | ||||
General Partner | |||||
Distribution Made to Limited Partner [Line Items] | |||||
Percentage of quarterly distributions 1 | 13.00% | ||||
Percentage of quarterly distributions 2 | 23.00% | ||||
Percentage of quarterly distributions 3 | 48.00% | ||||
Cash distribution declared | $ 1.8 | ||||
General Partner | EQT GP Holdings LP | |||||
Distribution Made to Limited Partner [Line Items] | |||||
Ownership interest (as a percent) | 1.80% |
Cash Distributions - Schedule o
Cash Distributions - Schedule of Distribution of Available Cash from Operating Surplus (Details) | 12 Months Ended |
Dec. 31, 2016$ / shares | |
Distribution Made to Limited Partner [Line Items] | |
Minimum Quarterly Distribution (in USD per share) | $ 0.35 |
Unitholders | |
Distribution Made to Limited Partner [Line Items] | |
Minimum Quarterly Distribution (as a percent) | 98.20% |
First Target Distribution (as a percent) | 98.20% |
Second Target Distribution (as a percent) | 85.20% |
Third Target Distribution (as a percent) | 75.20% |
Thereafter (as a percent) | 50.20% |
General Partner | |
Distribution Made to Limited Partner [Line Items] | |
Minimum Quarterly Distribution (as a percent) | 1.80% |
First Target Distribution (as a percent) | 1.80% |
Second Target Distribution (as a percent) | 14.80% |
Third Target Distribution (as a percent) | 24.80% |
Thereafter (as a percent) | 49.80% |
Minimum | Unitholders | |
Distribution Made to Limited Partner [Line Items] | |
Total Quarterly Distribution per Unit Target Amount in First Target Distribution, Maximum (in USD per share) | $ 0.3500 |
Total Quarterly Distribution per Unit Target Amount in Second Target Distribution, Maximum (in USD per share) | 0.4025 |
Total Quarterly Distribution per Unit Target Amount in Third Target Distribution, Maximum (in USD per share) | 0.4375 |
Total Quarterly Distribution per Unit Target Amount in Subsequent Target Distribution, Minimum (in USD per share) | 0.5250 |
Maximum | Unitholders | |
Distribution Made to Limited Partner [Line Items] | |
Total Quarterly Distribution per Unit Target Amount in First Target Distribution, Maximum (in USD per share) | 0.4025 |
Total Quarterly Distribution per Unit Target Amount in Second Target Distribution, Maximum (in USD per share) | 0.4375 |
Total Quarterly Distribution per Unit Target Amount in Third Target Distribution, Maximum (in USD per share) | $ 0.5250 |
Net Income per Limited Partne55
Net Income per Limited Partner Unit - Narrative (Details) | Feb. 17, 2015USD ($) | Dec. 31, 2016shares | Dec. 31, 2015shares | Dec. 31, 2014shares | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Phantom unit awards (in shares) | [1] | 79,367,000 | 69,612,000 | 55,745,000 | |
Subordinated units (in shares) | $ | $ 17,339,718 | ||||
Subordinated units conversion to common unit ratio | 1 | ||||
PSUs | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Phantom unit awards (in shares) | 17,196 | 14,017 | 11,418 | ||
Performance Shares and Phantom Share Units | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Potentially dilutive securities (in shares) | 20,548 | 160,633 | 137,800 | ||
[1] | s discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of Allegheny Valley Connector, LLC (AVC), Rager Mountain Storage Company LLC (Rager) and certain gathering assets (the Gathering Assets), which were acquired by EQM effective on October 1, 2016 (the October 2016 Acquisition), the Northern West Virginia Marcellus gathering system (NWV Gathering), which was acquired by EQM on March 17, 2015, and the Jupiter natural gas gathering system (Jupiter), which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. |
Net Income per Limited Partne56
Net Income per Limited Partner Unit - Schedule of Net Income per Limited Partner Unit (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||||||||
Net income | $ 135,700 | $ 133,660 | $ 131,859 | $ 136,735 | $ 120,321 | $ 100,375 | $ 133,305 | $ 101,125 | $ 537,954 | [1],[2],[3] | $ 455,126 | [1],[2],[3] | $ 284,816 | [1],[2],[3] | |
Less: | |||||||||||||||
Pre-acquisition net income allocated to parent | [3] | (21,861) | (72,782) | (72,194) | |||||||||||
General partner interest in net income – general partner units | [3] | (9,173) | (7,455) | (4,252) | |||||||||||
Less general partner interest in net income - incentive distribution rights | [3] | (93,568) | (46,992) | (11,453) | |||||||||||
Limited partners' interest in net income | [3] | 413,352 | 327,897 | 196,917 | |||||||||||
Net income allocable to units - basic | 413,352 | 327,897 | 196,917 | ||||||||||||
Net income allocable to units - diluted | $ 413,352 | $ 327,897 | $ 196,917 | ||||||||||||
Weighted average limited partner units outstanding – basic | |||||||||||||||
Total (in shares) | [3] | 79,367 | 69,612 | 55,745 | |||||||||||
Weighted average limited partner units outstanding – diluted | |||||||||||||||
Total (in shares) | [3] | 79,388 | 69,773 | 55,883 | |||||||||||
Net income per limited partner unit – basic | |||||||||||||||
Total (in USD per share) | $ 1.31 | $ 1.23 | $ 1.27 | $ 1.39 | $ 1.27 | $ 1.12 | $ 1.12 | $ 1.18 | $ 5.21 | [3] | $ 4.71 | [3] | $ 3.53 | [3] | |
Net income per limited partner unit - diluted | |||||||||||||||
Total (in USD per share) | $ 1.31 | $ 1.23 | $ 1.27 | $ 1.39 | $ 1.26 | $ 1.12 | $ 1.12 | $ 1.18 | $ 5.21 | [3] | $ 4.70 | [3] | $ 3.52 | [3] | |
Limited Partner Units Common | |||||||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||||||||
Net income | [2] | $ 413,352 | $ 327,897 | $ 136,992 | |||||||||||
Less: | |||||||||||||||
Net income allocable to units - basic | 413,352 | 327,897 | 136,992 | ||||||||||||
Net income allocable to units - diluted | $ 413,352 | $ 327,897 | $ 137,048 | ||||||||||||
Weighted average limited partner units outstanding – basic | |||||||||||||||
Total (in shares) | 79,367 | 38,405 | |||||||||||||
Weighted average limited partner units outstanding – diluted | |||||||||||||||
Total (in shares) | 79,388 | 38,543 | |||||||||||||
Net income per limited partner unit – basic | |||||||||||||||
Total (in USD per share) | $ 5.21 | $ 3.57 | |||||||||||||
Net income per limited partner unit - diluted | |||||||||||||||
Total (in USD per share) | $ 5.21 | $ 4.70 | $ 3.56 | ||||||||||||
Limited Partner Subordinated | |||||||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||||||||
Net income | [2] | $ 59,925 | |||||||||||||
Less: | |||||||||||||||
Net income allocable to units - basic | $ 0 | $ 0 | 59,925 | ||||||||||||
Net income allocable to units - diluted | $ 0 | $ 0 | $ 59,869 | ||||||||||||
Weighted average limited partner units outstanding – basic | |||||||||||||||
Total (in shares) | 0 | 0 | 17,340 | ||||||||||||
Weighted average limited partner units outstanding – diluted | |||||||||||||||
Total (in shares) | 0 | 0 | 17,340 | ||||||||||||
Net income per limited partner unit – basic | |||||||||||||||
Total (in USD per share) | $ 0 | $ 0 | $ 3.46 | ||||||||||||
Net income per limited partner unit - diluted | |||||||||||||||
Total (in USD per share) | $ 0 | $ 0 | $ 3.45 | ||||||||||||
[1] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | ||||||||||||||
[2] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | ||||||||||||||
[3] | s discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of Allegheny Valley Connector, LLC (AVC), Rager Mountain Storage Company LLC (Rager) and certain gathering assets (the Gathering Assets), which were acquired by EQM effective on October 1, 2016 (the October 2016 Acquisition), the Northern West Virginia Marcellus gathering system (NWV Gathering), which was acquired by EQM on March 17, 2015, and the Jupiter natural gas gathering system (Jupiter), which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. |
Debt - Schedule of Outstanding
Debt - Schedule of Outstanding Debt (Details) - USD ($) | Oct. 26, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2014 |
Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Credit facility | $ 750,000,000 | $ 750,000,000 | ||
Senior Notes | 4.00% Senior Notes due 2024 | ||||
Debt Instrument [Line Items] | ||||
Senior notes interest rate (as a percent) | 4.00% | 4.00% | 4.00% | |
Principal | $ 500,000,000 | $ 500,000,000 | $ 500,000,000 | |
Senior Notes | 4.125% Senior Notes due 2026 | ||||
Debt Instrument [Line Items] | ||||
Senior notes interest rate (as a percent) | 4.125% | 4.125% | ||
Principal | $ 500,000,000 | |||
$750 Million Facility | ||||
Debt Instrument [Line Items] | ||||
Principal | $ 0 | $ 299,000,000 | ||
Line of Credit | $750 Million Facility | 364-Day Facility | ||||
Debt Instrument [Line Items] | ||||
Expiration period | 364 days | 364 days | 364 days | |
Credit facility | $ 500,000,000 | $ 0 | ||
Carrying Value | Senior Notes | 4.00% Senior Notes due 2024 | ||||
Debt Instrument [Line Items] | ||||
Senior Notes outstanding | 494,170,000 | $ 493,401,000 | ||
Carrying Value | Senior Notes | 4.125% Senior Notes due 2026 | ||||
Debt Instrument [Line Items] | ||||
Senior Notes outstanding | 491,562,000 | |||
Carrying Value | $750 Million Facility | ||||
Debt Instrument [Line Items] | ||||
Facility outstanding | 0 | 299,000,000 | ||
Carrying Value | Line of Credit | $750 Million Facility | 364-Day Facility | ||||
Debt Instrument [Line Items] | ||||
Facility outstanding | 0 | |||
Fair Value | Senior Notes | 4.00% Senior Notes due 2024 | ||||
Debt Instrument [Line Items] | ||||
Senior Notes outstanding | 493,125,000 | 414,125,000 | ||
Fair Value | Senior Notes | 4.125% Senior Notes due 2026 | ||||
Debt Instrument [Line Items] | ||||
Senior Notes outstanding | 488,460,000 | |||
Fair Value | $750 Million Facility | ||||
Debt Instrument [Line Items] | ||||
Facility outstanding | 0 | $ 299,000,000 | ||
Fair Value | Line of Credit | $750 Million Facility | 364-Day Facility | ||||
Debt Instrument [Line Items] | ||||
Facility outstanding | $ 0 |
Debt - $750 Million Facility (D
Debt - $750 Million Facility (Details) | 12 Months Ended | ||
Dec. 31, 2016USD ($)lender | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Credit facility | $ 750,000,000 | $ 750,000,000 | |
Increase in available borrowings under the facility (up to) | 250,000,000 | ||
Commitment fees | 1,600,000 | 1,200,000 | $ 1,400,000 |
Short-term Debt | |||
Line of Credit Facility [Line Items] | |||
Maximum amount of outstanding short-term loans | 401,000,000 | 403,500,000 | 450,000,000 |
Average daily balance of short-term loans outstanding | $ 77,000,000 | $ 261,000,000 | $ 119,000,000 |
Weighted average annual interest rate | 2.00% | 1.70% | 1.70% |
Same-day Swing Line Advances | |||
Line of Credit Facility [Line Items] | |||
Credit facility | $ 75,000,000 | ||
Letter of Credit | |||
Line of Credit Facility [Line Items] | |||
Credit facility | $ 150,000,000 | ||
Minimum | Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Number of lenders | lender | 1 | ||
Maximum | Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Consolidated leverage ratio (not more than) | 5 | ||
Consolidated leverage ratio for certain measurement periods (not more than) | 5.50 |
Debt - 364-Day Facility (Detail
Debt - 364-Day Facility (Details) - USD ($) | Oct. 26, 2016 | Dec. 31, 2016 | Dec. 31, 2015 |
Line of Credit | $750 Million Facility | |||
Line of Credit Facility [Line Items] | |||
Basis points | 0.10% | ||
Line of Credit | |||
Line of Credit Facility [Line Items] | |||
Credit facility | $ 750,000,000 | $ 750,000,000 | |
364-Day Facility | Line of Credit | $750 Million Facility | |||
Line of Credit Facility [Line Items] | |||
Expiration period | 364 days | 364 days | 364 days |
Renewal notice period | 60 days | ||
Credit facility | $ 500,000,000 | $ 0 | |
Amounts outstanding | $ 0 |
Debt - 4.00% Senior Notes (Deta
Debt - 4.00% Senior Notes (Details) - Senior Notes - 4.00% Senior Notes due 2024 - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2014 |
Debt Instrument [Line Items] | |||
Senior notes interest rate (as a percent) | 4.00% | 4.00% | 4.00% |
Principal | $ 500,000,000 | $ 500,000,000 | $ 500,000,000 |
Debt - 4.125% Senior Notes (Det
Debt - 4.125% Senior Notes (Details) - Senior Notes - 4.125% Senior Notes due 2026 - USD ($) | 3 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||
Senior notes interest rate (as a percent) | 4.125% | 4.125% |
Principal | $ 500,000,000 | |
Net proceeds from offering | $ 491,400,000 |
Equity-Based Compensation Plan
Equity-Based Compensation Plan - (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Jul. 31, 2012 | Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based compensation expense recorded by the Company | |||||
Equity-based compensation expense | $ 0.2 | $ 1.5 | $ 3.4 | ||
Phantom Units | |||||
Share-based compensation expense recorded by the Company | |||||
Common units (in shares) | 2,610 | 2,220 | 2,580 | ||
Grant date fair value (in USD per share) | $ 75.46 | $ 88 | $ 58.79 | ||
Performance awards (in shares) | 17,760 | ||||
EQM Total Return Programs | |||||
Share-based compensation expense recorded by the Company | |||||
Common units (in shares) | 146,490 | ||||
Grant date fair value (in USD per share) | $ 20.02 | ||||
Expected distribution growth rate | 10.00% | ||||
Performance awards (in shares) | 137,630 | ||||
EQM Total Return Programs | Minimum | |||||
Share-based compensation expense recorded by the Company | |||||
Expected volatilities (as a percent) | 27.00% | ||||
EQM Total Return Programs | Maximum | |||||
Share-based compensation expense recorded by the Company | |||||
Expected volatilities (as a percent) | 72.00% | ||||
EQM Total Return Programs | Weighted-Average | |||||
Share-based compensation expense recorded by the Company | |||||
Expected volatilities (as a percent) | 38.00% | ||||
2014 EQM VDA | |||||
Share-based compensation expense recorded by the Company | |||||
Grant date fair value (in USD per share) | $ 58.79 | ||||
2014 EQM VDA | Awards Vesting Upon the Payment Date Following the First Anniversary of the Grant Date | |||||
Share-based compensation expense recorded by the Company | |||||
Vesting percentage | 50.00% | ||||
2014 EQM VDA | Awards Vesting Upon the Payment Date Following the Second Anniversary of the Grant Date | |||||
Share-based compensation expense recorded by the Company | |||||
Vesting percentage | 50.00% |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | |||
Federal statutory rate (as a percent) | 35.00% | ||
AVC, Rager, the Gathering Assets, NWV Gathering and Jupiter Acquisitions | |||
Business Acquisition [Line Items] | |||
Net current and deferred income tax liabilities | $ 94 | $ 84.4 | $ 51.8 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Current: | ||||
Federal | $ 886 | $ 12,960 | $ 10,277 | |
State | 487 | 985 | 2,307 | |
Subtotal | 1,373 | 13,945 | 12,584 | |
Deferred: | ||||
Federal | 8,302 | (30,931) | 27,079 | |
State | 472 | 245 | 558 | |
Subtotal | [1] | 8,774 | (30,686) | 27,637 |
Total | [2] | $ 10,147 | $ (16,741) | $ 40,221 |
[1] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | |||
[2] | s discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of Allegheny Valley Connector, LLC (AVC), Rager Mountain Storage Company LLC (Rager) and certain gathering assets (the Gathering Assets), which were acquired by EQM effective on October 1, 2016 (the October 2016 Acquisition), the Northern West Virginia Marcellus gathering system (NWV Gathering), which was acquired by EQM on March 17, 2015, and the Jupiter natural gas gathering system (Jupiter), which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. |
Income Taxes - Summary of Incom
Income Taxes - Summary of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Income Tax Disclosure [Abstract] | ||||
Tax at statutory rate | $ 191,835 | $ 153,435 | $ 113,763 | |
Partnership income not subject to income taxes | (182,455) | (135,324) | (75,123) | |
State income taxes | 623 | 800 | 1,918 | |
Regulatory assets | 132 | (35,685) | 0 | |
Other | 12 | 33 | (337) | |
Total | [1] | $ 10,147 | $ (16,741) | $ 40,221 |
Effective tax rate | 1.90% | (3.80%) | 12.40% | |
[1] | s discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of Allegheny Valley Connector, LLC (AVC), Rager Mountain Storage Company LLC (Rager) and certain gathering assets (the Gathering Assets), which were acquired by EQM effective on October 1, 2016 (the October 2016 Acquisition), the Northern West Virginia Marcellus gathering system (NWV Gathering), which was acquired by EQM on March 17, 2015, and the Jupiter natural gas gathering system (Jupiter), which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. |
Income Taxes - Summary of Sourc
Income Taxes - Summary of Source and Tax Effects of Temporary Differences Between Financial Reporting and Tax Basis of Assets and Liabilities (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Total deferred income tax liabilities: | |
Property, plant and equipment tax deductions in excess of book deductions | $ 61,665 |
Regulatory assets | (22,434) |
Total net deferred income tax liabilities | $ 84,099 |
Preferred Interest in EES - (De
Preferred Interest in EES - (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Carry value of note receivable | $ 119,126 | $ 124,317 |
Carrying value of preferred interest in other current assets | 4,167 | $ 0 |
EES | Variable Interest Entity, Not Primary Beneficiary | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Carry value of note receivable | 123,300 | |
Carrying value of preferred interest in other current assets | $ 4,167 |
Regulatory Assets and Liabili68
Regulatory Assets and Liabilities - Regulatory Assets (Details) - Other Assets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Regulatory assets: | ||
Total regulatory assets | $ 18,890 | $ 70,813 |
Deferred Taxes | ||
Regulatory assets: | ||
Total regulatory assets | 13,901 | 70,504 |
Other Recoverable Costs | ||
Regulatory assets: | ||
Total regulatory assets | $ 4,989 | $ 309 |
Regulatory Assets and Liabili69
Regulatory Assets and Liabilities - Regulatory Liabilities (Details) - Other Liabilities - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Regulatory liabilities: | ||
Total regulatory liabilities | $ 7,435 | $ 6,462 |
On-going Post-retirement Benefits Other than Pensions | ||
Regulatory liabilities: | ||
Total regulatory liabilities | 6,744 | 5,596 |
Other reimbursable costs | ||
Regulatory liabilities: | ||
Total regulatory liabilities | $ 691 | $ 866 |
Pension and Other Postretirem70
Pension and Other Postretirement Benefit Plans - (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Pension and Other Postretirement Benefit Plans | ||||
Regulatory asset amortization period | 16 years | |||
Defined Benefit Pension Plan | ||||
Pension and Other Postretirement Benefit Plans | ||||
Amount reimbursed | $ 1.9 | $ 0.4 | $ 0.2 | |
Expenses allocated | 0.1 | 0.5 | 0.5 | |
Other Post-Employment Benefit Plans | ||||
Pension and Other Postretirement Benefit Plans | ||||
Retirement benefits other than pensions | $ 1.2 | $ 1.2 | $ 1.2 | |
EQT | ||||
Pension and Other Postretirement Benefit Plans | ||||
Reimbursement of funding related to retirees | $ 5.2 |
Concentrations of Credit Risk -
Concentrations of Credit Risk - (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Concentrations of Credit Risk | ||||
Accounts receivable balances | [1] | $ 20,662 | $ 17,790 | |
Revenue | Customer Concentration | ||||
Concentrations of Credit Risk | ||||
Percentage of total revenues | 12.00% | 14.00% | 16.00% | |
Accounts Receivable | Customer Concentration | ||||
Concentrations of Credit Risk | ||||
Percentage of total revenues | 47.00% | 42.00% | ||
EQT | Revenue | Customer Concentration | ||||
Concentrations of Credit Risk | ||||
Percentage of total revenues | 75.00% | 73.00% | 69.00% | |
[1] | Financial statements as of December 31, 2015 have been retrospectively recast to include AVC, Rager and the Gathering Assets as a result of the October 2016 Acquisition. See Note 2. |
Interim Financial Information72
Interim Financial Information (Unaudited) - Summary of Operating Results (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | [2] | Dec. 31, 2015 | [2] | Dec. 31, 2014 | [2] | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||
Operating revenues | $ 195,014 | $ 176,772 | $ 178,042 | $ 185,786 | $ 170,713 | $ 153,680 | $ 149,297 | $ 159,246 | $ 735,614 | [1] | $ 632,936 | [1] | $ 489,218 | [1] |
Operating income | 134,590 | 126,210 | 129,029 | 137,120 | 124,925 | 106,309 | 104,200 | 115,602 | 526,949 | 451,036 | 332,595 | |||
Net income | $ 135,700 | $ 133,660 | $ 131,859 | $ 136,735 | $ 120,321 | $ 100,375 | $ 133,305 | $ 101,125 | $ 537,954 | [3],[4] | $ 455,126 | [3],[4] | $ 284,816 | [3],[4] |
Net income per limited partner unit: | ||||||||||||||
Basic (in USD per share) | $ 1.31 | $ 1.23 | $ 1.27 | $ 1.39 | $ 1.27 | $ 1.12 | $ 1.12 | $ 1.18 | $ 5.21 | $ 4.71 | $ 3.53 | |||
Diluted (in USD per share) | $ 1.31 | $ 1.23 | $ 1.27 | $ 1.39 | $ 1.26 | $ 1.12 | $ 1.12 | $ 1.18 | $ 5.21 | $ 4.70 | $ 3.52 | |||
[1] | Operating revenues included affiliate revenues from EQT Corporation and subsidiaries (collectively, EQT) of $551.4 million, $462.4 million and $337.1 million for the years ended December 31, 2016, 2015 and 2014, respectively. See Note 5. | |||||||||||||
[2] | s discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of Allegheny Valley Connector, LLC (AVC), Rager Mountain Storage Company LLC (Rager) and certain gathering assets (the Gathering Assets), which were acquired by EQM effective on October 1, 2016 (the October 2016 Acquisition), the Northern West Virginia Marcellus gathering system (NWV Gathering), which was acquired by EQM on March 17, 2015, and the Jupiter natural gas gathering system (Jupiter), which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | |||||||||||||
[3] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. | |||||||||||||
[4] | As discussed in Note 2, EQM’s consolidated financial statements have been retrospectively recast to include the pre-acquisition results of AVC, Rager and the Gathering Assets, which were acquired by EQM effective on October 1, 2016, NWV Gathering, which was acquired by EQM on March 17, 2015, and Jupiter, which was acquired by EQM on May 7, 2014, because these transactions were between entities under common control. |