Rice Midstream Partners 10-Q 5 May 16 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2016	May. 03, 2016
Document and Entity Information [Line Items]
Entity Registrant Name	Rice Midstream Partners LP
Trading Symbol	RMP
Entity Central Index Key	1,620,928
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Document Type	10-Q
Document Period End Date	Mar. 31, 2016
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Common Units Outstanding
Document and Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		42,163,749
Entity Subordinated Units Outstanding
Document and Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		28,753,623

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands		Mar. 31, 2016	Dec. 31, 2015
Current assets:
Cash	[1]	$ 9,811	$ 7,597
Accounts receivable		11,111	9,926
Accounts receivable - affiliate		13,212	6,438
Prepaid expenses, deposits and other		238	192
Total current assets		34,372	24,153
Property and equipment, net		605,295	578,026
Deferred financing costs, net		2,164	2,310
Goodwill		39,142	39,142
Intangible assets, net		45,752	46,159
Total assets		726,725	689,790
Current liabilities:
Accounts payable		11,302	13,484
Accrued capital expenditures		13,716	15,277
Other accrued liabilities		6,088	3,067
Total current liabilities		31,106	31,828
Long-term liabilities:
Long-term debt		159,000	143,000
Other long-term liabilities		3,223	3,128
Total liabilities		193,329	177,956
Partners’ capital:
Total partners’ capital	[2]	533,396	511,834
Total liabilities and partners’ capital		726,725	689,790
Common
Partners’ capital:
Common and subordinated units		637,772	624,557
Subordinated
Partners’ capital:
Common and subordinated units		$ (104,376)	$ (112,723)
[1]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1
[2]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1.

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - shares	Mar. 31, 2016	Dec. 31, 2015
Common
Common and Subordinated units issued	42,163,749	42,163,749
Common and Subordinated units outstanding	42,163,749	42,163,749
Subordinated
Common and Subordinated units issued	28,753,623	28,753,623
Common and Subordinated units outstanding	28,753,623	28,753,623

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015
Operating revenues:
Affiliate	[1]	$ 44,385	$ 23,860
Third-party	[1]	10,158	2,651
Total operating revenues	[1]	54,543	26,511
Operating expenses:
Operation and maintenance expense (2)	[1],[2]	8,611	2,904
General and administrative expense	[1],[2],[3]	4,676	4,194
Incentive unit expense	[1],[4],[5]	0	434
Depreciation expense	[1]	5,370	3,085
Acquisition costs	[1]	73	0
Amortization of intangible assets	[1],[4]	408	408
Other income	[1]	(212)	0
Total operating expenses	[1]	18,926	11,025
Operating income	[1]	35,617	15,486
Other income	[1]	0	9
Interest expense	[1],[6]	(1,047)	(521)
Amortization of deferred finance costs	[1],[4]	(144)	(144)
Income before income taxes	[1]	34,426	14,830
Income tax expense	[1]	0	(1,906)
Net income	[1],[4]	34,426	12,924
Calculation of limited partner interest in net income:
Less: Pre-acquisition net income allocated to general partner	[7]	0	3,856	[1],[8]
Limited partner net income	[1],[8]	$ 34,426	$ 9,068
Net income per limited partner unit:
Net income per limited partner unit - basic:		$ 0.49	$ 0.16
Net income per limited partner unit - diluted:		0.48	0.16
Cash distributions declared per limited partner unit:
Cash distributions declared per limited partner unit	[9]	$ 0.21	$ 0.1875
Equity compensation expense		$ 1,062	$ 996
Rice Energy
Operating expenses:
Interest expense			(100)
Cash distributions declared per limited partner unit:
General and administrative expenses from Rice Energy		4,300	2,500
Common
Calculation of limited partner interest in net income:
Limited partner net income		$ 20,468	$ 4,534
Net income per limited partner unit:
Net income per limited partner unit - basic:	[1]	$ 0.49	$ 0.16
Net income per limited partner unit - diluted:	[1]	0.48	0.16
Cash distributions declared per limited partner unit:
Cash distributions declared per limited partner unit	[1],[9],[10]	$ 0.2100	$ 0.1875
Subordinated
Calculation of limited partner interest in net income:
Limited partner net income		$ 13,958	$ 4,534
Net income per limited partner unit:
Net income per limited partner unit - basic:		$ 0.49	$ 0.16
Net income per limited partner unit - diluted:	[1],[11]	0.49	0.16
Subordinated units (basic and diluted)	[1]	0.49	0.16
Cash distributions declared per limited partner unit:
Cash distributions declared per limited partner unit	[1],[9],[10]	$ 0.2100	$ 0.1875
[1]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1.
[2]	Equity-based compensation expense related to phantom unit awards of $0.1 million and $0.9 million is included in operation and maintenance and general and administrative expense, respectively, for the three months ended March 31, 2016 and $1.0 million is included in general and administrative expense for the three months ended March 31, 2015. See Note 5 for additional information.
[3]	General and administrative expense include charges from Rice Energy of $4.3 million and $2.5 million for the three months ended March 31, 2016 and 2015, respectively.
[4]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1
[5]	Incentive unit expense for the three months ended March 31, 2015 was allocated from Rice Energy.
[6]	Interest expense includes charges from Rice Energy of $0.1 million for the three months ended March 31, 2015.
[7]	Pre-acquisition net income allocated to the general partner relates to operations of the Water Assets for the period prior to their acquisition.
[8]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1.
[9]	See below for further discussion of cash distributions declared for the period presented.
[10]	Net income per limited partner unit does not include results attributable to the Water Assets prior to their acquisition as these results are not attributable to limited partners of the Partnership.
[11]	Diluted income per limited partner unit is presented as if all earnings for the period had been distributed, and while it appears that more income is allocated to the subordinated unit holders than the common unitholders based on the dilution of the common units from the LTIP for the three months ended March 31, 2016, our partnership agreement prevents us from making a distribution to the subordinated unitholders in excess of those to the common unitholders.

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015
Cash flows from operating activities:
Net income	[1],[2]	$ 34,426	$ 12,924
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation expense	[1]	5,370	3,085
Amortization of intangibles	[1],[2]	408	408
Amortization of deferred financing costs	[1],[2]	144	144
Incentive unit expense	[1],[2],[3]	0	434
Equity compensation expense	[1]	919	1,065
Deferred income tax benefit	[1]	0	1,906
Changes in operating assets and liabilities:
Increase in accounts receivable and receivable from affiliate	[1]	(7,775)	(21,101)
Increase in prepaid expenses and other assets	[1]	(47)	(55)
(Decrease) increase in accounts payable and payable to affiliate	[1]	(102)	26,316
Increase in accrued liabilities and other	[1]	3,092	713
Net cash provided by operating activities	[1]	36,435	25,839
Cash flows from investing activities:
Capital expenditures	[1]	(36,243)	(50,716)
Net cash used in investing activities	[1]	(36,243)	(50,716)
Cash flows from financing activities:
Proceeds from borrowings	[1]	28,000	0
Repayments of borrowings	[1]	(12,000)	0
Costs related to IPO	[1]	0	(146)
Additions to deferred financing costs	[1]	(82)	(4)
Contributions from parent	[1]	39	7,132
Distribution to related parties	[1]	(5,651)	(587)
Distributions to public unitholders	[1]	(8,284)	(587)
Net cash provided by financing activities	[1]	2,022	5,808
Net increase (decrease) in cash	[1]	2,214	(19,069)
Cash at the beginning of the year	[1]	7,597	26,834
Cash at the end of the period	[1]	$ 9,811	$ 7,765
[1]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1
[2]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1.
[3]	Incentive unit expense for the three months ended March 31, 2015 was allocated from Rice Energy.

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Partners' Capital - USD ($) $ in Thousands		Total		Common	Subordinated	Limited PartnersCommon		Limited PartnersSubordinated		Parent Net Equity
Balance at Dec. 31, 2014	[1]	$ 429,944				$ 442,451		$ (49,101)		$ 36,594
Increase (Decrease) in Partners' Capital [Roll Forward]
Contributions from parent	[1]	7,132								7,132
Incentive unit expense	[1]	434								434
Equity compensation expense	[1]	1,038				969				69
Offering costs related to the IPO	[1]	(146)				(146)		0
Distributions to unitholders	[1]	(1,174)				(587)		(587)
Pre-acquisition net income attributable to the general partner	[1]	3,856	[2],[3]							3,856
Net income		9,068	[1],[2]	$ 4,534	$ 4,534	4,534	[1]	4,534	[1]
Balance at Mar. 31, 2015	[1]	450,152				447,221		(45,154)		48,085
Balance at Dec. 31, 2015	[1]	511,834				624,557		(112,723)		0
Increase (Decrease) in Partners' Capital [Roll Forward]
Contributions from parent	[1]	39						39
Equity compensation expense	[1]	1,032				1,032		0
Distributions to unitholders	[1]	(13,935)				(8,285)		(5,650)
Pre-acquisition net income attributable to the general partner	[3]	0
Net income		34,426	[1],[2]	$ 20,468	$ 13,958	20,468	[1]	13,958	[1]
Balance at Mar. 31, 2016	[1]	$ 533,396				$ 637,772		$ (104,376)		$ 0
[1]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1.
[2]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1.
[3]	Pre-acquisition net income allocated to the general partner relates to operations of the Water Assets for the period prior to their acquisition.

Basis of Presentation

Basis of Presentation	3 Months Ended
	Mar. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation Rice Midstream Partners LP (the “Partnership”) is a Delaware limited partnership formed by Rice Energy Inc. (“Rice Energy”) in August 2014. References in these unaudited condensed consolidated financial statements to Rice Energy refer collectively to “Rice Energy” and its consolidated subsidiaries, other than the Partnership and its consolidated subsidiaries. The accompanying unaudited condensed consolidated financial statements of the Partnership have been prepared by the Partnership’s management in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information and applicable rules and regulations promulgated under the Securities Exchange Act of 1934, as amended. Accordingly, they do not include all of the information and footnotes required by GAAP for annual financial statements. The unaudited condensed consolidated financial statements included herein contain all adjustments which are, in the opinion of management, necessary to present fairly the Partnership’s financial position as of March 31, 2016 and December 31, 2015 and its condensed consolidated statements of operations and of cash flows for the three months ended March 31, 2016 and 2015 . On November 4, 2015, the Partnership entered into a Purchase and Sale Agreement (the “Purchase Agreement”) by and between the Partnership and Rice Energy. Pursuant to the terms of the Purchase Agreement, the Partnership acquired all of the outstanding limited liability company interests of Rice Water Services (PA) LLC and Rice Water Services (OH) LLC, two wholly-owned indirect subsidiaries of Rice Energy that owned and operated Rice Energy’s water services business. The acquired business includes Rice Energy’s Pennsylvania and Ohio fresh water distribution systems and related facilities that provide access to fresh water from the Monongahela River, the Ohio River and other regional water sources in Pennsylvania and Ohio (the “Water Assets”). Rice Energy has also granted the Partnership, until December 31, 2025, (i) the exclusive right to develop water treatment facilities in the areas of dedication defined in the Water Services Agreements (defined in Note 9) and (ii) an option to purchase any water treatment facilities acquired by Rice Energy in such areas at Rice Energy’s acquisition cost. The acquisition of the Water Assets was accounted for as a combination of entities under common control, and as such, the Partnership’s unaudited condensed consolidated financial statements have been retrospectively recast for all periods prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. Transactions between the Partnership and Rice Energy have been identified in the unaudited condensed consolidated financial statements as transactions between related parties. On February 17, 2016, Rice Energy, Rice Midstream Holdings LLC, a Delaware limited liability company (“Rice Midstream Holdings”) and subsidiary of Rice Energy, and Rice Midstream GP Holdings LP, a newly-formed Delaware limited partnership (“GP Holdings”) and subsidiary of Rice Midstream Holdings, entered into a securities purchase agreement with EIG Energy Fund XVI, L.P., EIG Energy Fund XVI-E, L.P., and EIG Holdings (RICE) Partners, LP (collectively, the “Purchasers”) pursuant to which, among other things, GP Holdings agreed to sell common units representing an 8.25% limited partner interest in GP Holdings to the Purchasers (the “Midstream Holdings Investment”). The transaction closed on February 22, 2016 and had no direct impact on the Partnership’s condensed consolidated financial statements. Prior to the closing of the transaction, Rice Midstream Holdings assigned all of its equity interests in the Partnership, consisting of 3,623 common units, 28,753,623 subordinated units and all of its incentive distribution rights in the Partnership, to GP Holdings.

Long-Term Debt

Long-Term Debt	3 Months Ended
	Mar. 31, 2016
Debt Disclosure [Abstract]
Long-Term Debt	Long-Term Debt On December 22, 2014 , Rice Midstream OpCo LLC (“Rice Midstream OpCo”) e ntered into a revolving credit agreement (as amended, the “revolving credit facility”) with Wells Fargo Bank, N.A., as administrative agent, and a syndicate of lenders with a maximum credit amount of $450.0 million with an additional $200.0 million of commitments available under an accordion feature subject to lender approval. The credit facility provides for a letter of credit sublimit of $50.0 million . As of March 31, 2016 , Rice Midstream OpCo had $159.0 million of borrowings outstanding and no letters of credit under this facility. The average daily outstanding balance of the credit facility was approximately $83.6 million and interest was incurred on the facility at a weighted average interest rate of 2.2% during the three months ended March 31, 2016 . The revolving credit facility is available to fund working capital requirements and capital expenditures, to purchase assets, to pay distributions and repurchase units and for general partnership purposes. The Partnership is the guarantor of the obligations under the revolving credit facility, which matures on December 22, 2019 . On January 13, 2016, the Partnership entered into an amendment to the revolving credit facility (the “First Amendment”) that modified the definition of “Acquisition Period” (as defined in the revolving credit facility) to allow Rice Midstream OpCo to elect, in its sole discretion, to commence an Acquisition Period when a material acquisition has been consummated. Prior to giving effect to the First Amendment, an Acquisition Period would commence automatically upon consummation of a material acquisition. Principal amounts borrowed are payable on the maturity date, and interest is payable quarterly for base rate loans and at the end of the applicable interest period for Eurodollar loans. The Partnership has a choice of borrowing in Eurodollars or at the base rate. Eurodollar loans bear interest at a rate per annum equal to the applicable LIBOR Rate plus an applicable margin ranging from 175 to 275 basis points, depending on the leverage ratio then in effect. Base rate loans bear interest at a rate per annum equal to the greatest of (i) the agent bank’s reference rate, (ii) the federal funds effective rate plus 50 basis points and (iii) the rate for one month Eurodollar loans plus 100 basis points, plus an applicable margin ranging from 75 to 175 basis points, depending on the leverage ratio then in effect. The carrying amount of the revolving credit facility is comprised of borrowings for which interest accrues under a fluctuating interest rate structure. Accordingly, the carrying value approximates fair value as of March 31, 2016 and represents a Level 2 measurement. The Partnership also pays a commitment fee based on the undrawn commitment amount ranging from 35 to 50 basis points. The Partnership’s revolving credit facility also contains certain financial covenants and customary events of default. If an event of default occurs and is continuing, the lenders may declare all amounts outstanding under the revolving credit facility to be immediately due and payable. The Partnership was in compliance with its covenants and ratios effective as of March 31, 2016 . Interest paid in cash was approximately $0.9 million for the three months ended March 31, 2016 .

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies The Partnership is involved in various litigation matters arising in the normal course of business. Management is not aware of any actions that are expected to have a material adverse effect on its financial position or results of operations. Lease Obligations The Partnership has lease obligations for compression equipment under existing contracts with third parties. Rent expense included in operation and maintenance expense for the three months ended March 31, 2016 and 2015 was $0.4 million and $0.4 million , respectively. Future payments for this equipment as of March 31, 2016 totaled $6.0 million (remainder of 2016: $1.6 million ; 2017: $0.9 million ; 2018: $0.9 million ; 2019: $0.9 million ; 2020: $0.3 million and thereafter: $1.4 million ). Environmental Obligations The Partnership is subject to federal, state and local regulations regarding air and water quality, hazardous and solid waste disposal and other environmental matters. The Partnership believes there are currently no such regulatory or environmental matters that will have a material adverse effect on its results of operations, cash flows or financial position.

Partners' Capital

Partners' Capital	3 Months Ended
	Mar. 31, 2016
Equity [Abstract]
Partners' Capital	Partners’ Capital The following table presents the Partnership’s common and subordinated units issued from January 1, 2015 through March 31, 2016 : Limited Partners Common Subordinated Total Balance, January 1, 2015 28,753,623 28,753,623 57,507,246 Equity offering in November 2015 13,409,961 — 13,409,961 Total vested phantom units 165 — 165 Balance, March 31, 2016 42,163,749 28,753,623 70,917,372 As of March 31, 2016 , GP Holdings owned approximately a 41% equity interest in the Partnership consisting of 3,623 common units, 28,753,623 subordinated units and all of the incentive distribution rights. Rice Energy owned 91.75% of GP Holdings as of March 31, 2016 .

Phantom Unit Awards

Phantom Unit Awards	3 Months Ended
	Mar. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Phantom Unit Awards	Phantom Unit Awards The Partnership’s general partner can grant phantom unit awards under the Rice Midstream Partners LP 2014 Long Term Incentive Plan (the “LTIP”) to certain non-employee directors of the Partnership and executive officers and employees of Rice Energy that provide services to the Partnership under an omnibus agreement (the “Omnibus Agreement”). Pursuant to the LTIP, the maximum aggregate number of common units that may be issued pursuant to any and all awards under the LTIP shall not exceed 5,000,000 common units, subject to adjustment due to recapitalization or reorganization, or related to forfeitures or the expiration of awards, as provided under the LTIP. The equity-based awards are valued at the date of issuance and the related compensation cost is recognized into earnings on a straight-line basis over the vesting period. The equity-based awards will cliff vest at the end of the requisite service period from one to two years. The Partnership recorded $1.1 million and $1.0 million of equity compensation cost related to these awards in the three months ended March 31, 2016 and 2015 , respectively. Total unrecognized compensation cost expected to be recognized over the remaining vesting periods as of March 31, 2016 is $2.0 million for these awards. See Note 9 for a discussion of Rice Energy’s allocation of its equity compensation expense related to the Water Assets. Further information on stock-based compensation recorded in the condensed consolidated financial statements is detailed below. Three Months Ended March 31, (in thousands) 2016 2015 General and administrative expense $ 919 $ 996 Midstream operation and maintenance expense 66 — Property, plant and equipment, net 77 — Total cost of equity-based compensation plans $ 1,062 $ 996

Net Income per Limited Partner

Net Income per Limited Partner Unit and Cash Distributions	3 Months Ended
	Mar. 31, 2016
Earnings Per Share [Abstract]
Net Income per Limited Partner Unit and Cash Distributions	Net Income per Limited Partner Unit and Cash Distributions The Partnership’s net income is allocated to the limited partners, including subordinated unitholders, in accordance with their respective ownership percentages and, when applicable, giving effect to the incentive distribution rights held by GP Holdings. The allocation of undistributed earnings, or net income in excess of distributions, to the incentive distribution rights is limited to cash available for distribution for the period. The Partnership’s net income allocable to the limited partners is allocated between common and subordinated unitholders by applying the provisions of the Partnership’s 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 weighted-average basis for the days in which they were outstanding. Net income attributable to the Water Assets for the periods prior to their acquisition was not allocated to the limited partners for purposes of calculating net income per limited partner unit as these results are not attributable to limited partners of the Partnership. 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 LTIP, were exercised, settled or converted into common units. When it is determined that potential common units should be included in diluted net income per limited partner unit calculation, the impact is reflected by applying the treasury stock method. The following table presents Partnership’s calculation of net income per limited partner unit for common and subordinated limited partner units. Net income attributable to the Water Assets for periods prior to their acquisition are not allocated to the limited partners for purposes of calculating net income per limited partner unit. (in thousands, except unit data) Three Months Ended March 31, 2016 Three Months Ended March 31, 2015 Net income $ 34,426 $ 12,924 Less: Pre-acquisition net income allocated to general partner (1) — 3,856 Limited partner net income $ 34,426 $ 9,068 Net income allocable to common units $ 20,468 $ 4,534 Net income allocable to subordinated units 13,958 4,534 Limited partner net income $ 34,426 $ 9,068 Weighted-average limited partner units outstanding - basic: Common units 42,163,749 28,753,623 Subordinated units 28,753,623 28,753,623 Total 70,917,372 57,507,246 Weighted-average limited partner units outstanding - diluted: Common units (2) 42,387,313 28,753,623 Subordinated units 28,753,623 28,753,623 Total 71,140,936 57,507,246 Net income per limited partner unit - basic: Common units $ 0.49 $ 0.16 Subordinated units 0.49 0.16 Total $ 0.49 $ 0.16 Net income per limited partner unit - diluted: Common units $ 0.48 $ 0.16 Subordinated units (3) 0.49 0.16 Total $ 0.48 $ 0.16 Cash distributions declared per limited partner unit: (4) Common units $ 0.2100 $ 0.1875 Subordinated units 0.2100 0.1875 Total $ 0.2100 $ 0.1875 (1) Pre-acquisition net income allocated to the general partner relates to operations of the Water Assets for the period prior to their acquisition. (2) Diluted weighted-average limited partner common units includes the effect of 223,564 units for the three months ended March 31, 2016 , related to phantom units. (3) Diluted income per limited partner unit is presented as if all earnings for the period had been distributed, and while it appears that more income is allocated to the subordinated unit holders than the common unitholders based on the dilution of the common units from the LTIP for the three months ended March 31, 2016, our partnership agreement prevents us from making a distribution to the subordinated unitholders in excess of those to the common unitholders. (4) See below for further discussion of cash distributions declared for the period presented. Subordinated Units GP Holdings owns all of the Partnership’s subordinated units. The principal difference between the Partnership’s common units and subordinated units is that, for any quarter during the “subordination period,” holders of the subordinated units will not be entitled to receive any distribution from operating surplus until the common units have received the minimum quarterly distribution for such quarter plus any arrearages in the payment of the minimum quarterly distribution from prior quarters. Subordinated units will not accrue arrearages. When the subordination period ends, each outstanding subordinated unit will convert into one common unit, which will then participate pro rata with the other common units in distributions. Incentive Distribution Rights All of the incentive distribution rights are held by GP Holdings. Incentive distribution rights represent the right to receive increasing percentages ( 15% , 25% and 50% ) of quarterly distributions from operating surplus after the minimum quarterly distribution and the target distribution levels (described below) have been achieved. For any quarter in which the Partnership has distributed cash from operating surplus to the common and subordinated unitholders in an amount equal to the minimum distribution, then the Partnership will distribute any additional available cash from operating surplus for that quarter among the unitholders and the incentive distribution rights holders in the following manner: Marginal Percentage Interest in Distributions Total Quarterly Distribution Per Unit Unitholders Incentive Distribution Rights Holders Minimum Quarterly Distribution $0.1875 100% —% First Target Distribution above $0.1875 up to $0.2156 100% —% Second Target Distribution above $0.2156 up to $0.2344 85% 15% Third Target Distribution above $0.2344 up to $0.2813 75% 25% Thereafter above $0.2813 50% 50% On February 11, 2016 , a cash distribution of $0.1965 per common and subordinated unit was paid to the Partnership’s unitholders related to the fourth quarter of 2015. On April 22, 2016, the Board of Directors of the Partnership’s general partner declared a cash distribution to the Partnership’s unitholders for the first quarter of 2016 of $ 0.21 per common and subordinated unit. The cash distribution will be paid on May 12, 2016 to unitholders of record at the close of business on May 3, 2016.

Financial Information by Busine

Financial Information by Business Segment	3 Months Ended
	Mar. 31, 2016
Segment Reporting [Abstract]
Financial Information by Business Segment	Financial Information by Business Segment The Partnership operates in two business segments: (i) gathering and compression and (ii) water services. The gathering and compression segment provides natural gas gathering and compression services for Rice Energy and third parties in the Appalachian Basin. The water services segment is engaged in the provision of water services to support well completion activities and to collect and recycle or dispose of flowback and produced water for Rice Energy and third parties in the Appalachian Basin. Business segments are evaluated for their contribution to the Partnership’s consolidated results based on operating income, which is defined as segment operating revenues less operating expenses. Other income and expenses, interest and income taxes are managed on a consolidated basis. The segment accounting policies are the same as those described in Note 1 to the Partnership’s 2015 Annual Report. The operating results and assets of the Partnership’s reportable segments were as follows as of and for the three months ended March 31, 2016 . Three Months Ended March 31, 2016 (in thousands) Gathering and Compression Water Services Consolidated Total Total operating revenues $ 26,800 $ 27,743 $ 54,543 Total operating expenses 7,691 11,235 18,926 Operating income $ 19,109 $ 16,508 $ 35,617 Segment assets $ 576,457 $ 150,268 $ 726,725 Goodwill $ 39,142 $ — $ 39,142 Depreciation expense $ 1,935 $ 3,435 $ 5,370 Capital expenditures for segment assets $ 34,861 $ 1,382 $ 36,243 The operating results of the Partnership’s reportable segments were as follows for the three months ended March 31, 2015 . Three Months Ended March 31, 2015 (in thousands) Gathering and Compression Water Services Consolidated Total Total operating revenues $ 16,166 $ 10,345 $ 26,511 Total operating expenses 6,565 4,460 11,025 Operating income $ 9,601 $ 5,885 $ 15,486 Depreciation expense $ 1,449 $ 1,636 $ 3,085 Capital expenditures for segment assets $ 16,769 $ 33,947 $ 50,716 The assets of the Partnership’s reportable segments were as follows as of December 31, 2015. As of December 31, 2015 (in thousands) Gathering and Compression Water Services Consolidated Total Segment assets $ 547,810 $ 141,980 $ 689,790 Goodwill $ 39,142 $ — $ 39,142

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2016
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Partnership is not subject to federal and state income taxes as a result of its limited partner structure. For federal and state income tax purposes, all income, expenses, gains, losses and tax credits generated by the Partnership flow through to the unitholders. As such, the Partnership does not record a provision for income taxes in the current period. Prior to the IPO, the Partnership’s income was included as part of Rice Energy’s consolidated federal tax return. Prior to the acquisition of the Water Assets, the operations of the Water Assets were subject to income taxes and were included as part of Rice Energy’s consolidated federal tax return. Accordingly, the income tax effects associated with the operations of the Water Assets continued to be subject to income taxes until the Water Assets were acquired by the Partnership. Tax expense related to the Water Assets of $1.9 million for the three months ended March 31, 2015 was recorded in the unaudited condensed consolidated statement of operations, resulting in an effective tax rate of approximately 12.9% , for the three months ended March 31, 2015 . The assignment of the common and subordinated units in the Midstream Holdings Investment resulted in the sale or exchange of more than 50 percent or more of its capital and profits interests of the Partnership within 12 months. Accordingly, the Partnership is considered to have “technically terminated” as a partnership for U.S. federal income tax purposes. The technical termination will not affect the Partnership’s consolidated financial statements, nor will it affect the Partnership’s classification as a partnership or the nature or extent of its “qualifying income” for U.S. federal income tax purposes. The taxable year for all unitholders ended on February 22, 2016 and will result in a deferral of depreciation deductions that were otherwise allowable in computing the taxable income of the Partnership’s unitholders for the period from January 1, 2016 through February 22, 2016.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2016
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions In the ordinary course of business, the Partnership has transactions with affiliated companies. During the three months ended March 31, 2016 and 2015 , related parties included Rice Energy and certain of its subsidiaries. On December 22, 2014, upon completion of the IPO, the Partnership entered into the Omnibus Agreement with its general partner, Rice Energy, Rice Poseidon and Rice Midstream Holdings. Pursuant to the Omnibus Agreement, Rice Energy performs centralized corporate and general and administrative services for the Partnership, such as financial and administrative, information technology, legal, health, safety and environmental, human resources, procurement, engineering, business development, investor relations, insurance and tax. In exchange, the Partnership reimburses Rice Energy for the expenses incurred in providing these services, except for any expenses associated with Rice Energy’s long-term incentive programs. The expenses for which the Partnership reimburses Rice Energy and its subsidiaries related to corporate and general and administrative services may not necessarily reflect the actual expenses that the Partnership would incur on a stand-alone basis. The Partnership is unable to estimate what the costs would have been with an unrelated third party. Also upon completion of the IPO, the Partnership entered into a 15 year, fixed-fee gas gathering and compression agreement (the “Gas Gathering and Compression Agreement”) with Rice Drilling B LLC (“Rice Drilling B”), a wholly-owned subsidiary of Rice Energy, and Alpha Shale Resources, LP, pursuant to which the Partnership gathers Rice Energy’s natural gas and provides compression services on the Partnership’s gathering systems located in Washington County and Greene County, Pennsylvania. Pursuant to the Gas Gathering and Compression Agreement, the Partnership will charge Rice Energy a gathering fee of $0.30 per Dth and a compression fee of $0.07 per Dth per stage of compression, each subject to annual adjustment for inflation based on the Consumer Price Index (“CPI”). The Gas Gathering and Compression Agreement covers substantially all of Rice Energy’s acreage position in the dry gas core of the Marcellus Shale in southwestern Pennsylvania as of March 31, 2016 and any future acreage it acquires within these counties, excluding the first 40 MDth/d of Rice Energy’s production from approximately 19,000 gross acres subject to a pre-existing third-party dedication. In connection with the closing of the acquisition of the Water Assets, the Partnership entered into Amended and Restated Water Services Agreements (the “Water Services Agreements”) with Rice Energy, whereby the Partnership has agreed to provide certain fluid handling services to Rice Energy, including the exclusive right to provide fresh water for well completions operations in the Marcellus and Utica Shales and to collect and recycle or dispose of flowback and produced water for Rice Energy within areas of dedication in defined service areas in Pennsylvania and Ohio. The initial term of the Water Services Agreements is until December 22, 2029 and from month to month thereafter. Under the agreements, Rice Energy will pay the Partnership (i) a variable fee, based on volumes of water supplied, for freshwater deliveries by pipeline directly to the well site, subject to annual CPI adjustments and (ii) a produced water hauling fee of actual out-of-pocket cost incurred by the Partnership, plus a 2% margin. For periods subsequent to the IPO, no equity compensation expense has been allocated to the Partnership by Rice Energy; however, equity compensation expense includes amounts allocated to the Water Assets by Rice Energy prior to their acquisition. Equity compensation expense of $0.1 million was allocated to the Water Assets by Rice Energy for the three months ended March 31, 2015. See Note 5 for a discussion of the Partnership’s equity compensation expense related to phantom units issued pursuant to the LTIP. Prior to Rice Energy’s initial public offering on January 29, 2014, the only long-term incentives offered to certain executives and employees were through grants of incentive units, which were profits interests representing an interest in the future profits (once a certain level of proceeds has been generated) of Rice Energy’s predecessor parent entity Rice Energy Appalachia, LLC (“REA”) and granted pursuant to the limited liability company agreement of REA. The compensation expense recognized in these unaudited consolidated financial statements is a non-cash charge, with the settlement obligation resting on NGP Rice Holdings LLC (“NGP Holdings”) and Rice Energy Holdings LLC (“Rice Holdings”). Payments on the incentive units will be made by Rice Holdings and NGP Holdings and not by Rice Energy, Rice Poseidon or the Partnership, and as such, are not dilutive to Rice Energy, Rice Poseidon or the Partnership. For periods subsequent to the IPO, no incentive unit expense has been allocated to the Partnership by Rice Energy, however, incentive unit expense was allocated to the Water Assets by Rice Energy prior to their acquisition. Incentive unit expense allocated to the Water Assets by Rice Energy of $0.4 million for the three months ended March 31, 2015.

New Accounting Pronouncements

New Accounting Pronouncements	3 Months Ended
	Mar. 31, 2016
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]
New Accounting Pronouncements	New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers (Topic 606),” or ASU 2014-09. The FASB created Topic 606 which supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition,” and most industry-specific guidance throughout the Industry Topics of the Codification. The FASB and International Accounting Standards Board initiated this joint project to clarify the principles for recognizing revenue and to develop a common revenue standard for both U.S. GAAP and International Financial Reporting Standards. ASU 2014-09 will enhance comparability of revenue recognition practices across entities, industries and capital markets compared to existing guidance. ASU 2014-09 explains that the core principle of the standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services and defines a five step process to achieve this core principle. The five step process is to (i) identify the contract with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when or as the entity satisfies a performance obligation. More judgment and estimates may be required within the new revenue recognition process than are required under existing U.S. GAAP. In August 2015, the FASB issued ASU 2015-14, “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date.” The amendments in this update deferred the effective date for implementation of ASU 2014-09 by one year. ASU 2014-09 will now be effective for annual reporting periods beginning after December 15, 2017 and should be applied retrospectively using either a full retrospective approach reflecting the application of the standard in each prior reporting period or a retrospective approach with the cumulative effect of initially adopting the standard recognized at the date of adoption. Early application is permitted only for annual reporting periods beginning after December 15, 2016, including interim reporting periods within that period. The Partnership has not yet selected a transition method and is currently evaluating the standard and the impact on its consolidated financial statements and footnote disclosures. In February 2015, the FASB issued ASU 2015-02, “Consolidation (Topic 810): Amendments to the Consolidation Analysis.” ASU 2015-02 affects reporting entities that are required to evaluate whether they should consolidate certain legal entities. ASU 2015-02 is effective for periods beginning after December 15, 2015. The Partnership adopted ASU 2015-02 in the current quarter. The application of ASU 2015-2 does not impact prior conclusions as to whether or not the Partnership’s subsidiaries are consolidated in the unaudited condensed consolidated financial statements. In April 2015, the FASB issued ASU, 2015-03, “Interest—Imputation of Interest (Subtopic 835-30): Simplification of Debt Issuance Costs.” ASU 2015-03 was issued to simplify the presentation of debt issuance costs by requiring debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability, consistent with debt discounts. ASU 2015-03 is effective for periods beginning after December 15, 2015. In August 2015, the FASB issued ASU 2015-15, “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements.” ASU 2015-15 clarifies the guidance in ASU 2015-03 regarding presentation and subsequent measurement of debt issuance costs related to line-of-credit arrangements. The Securities and Exchange Commission (“SEC”) staff announced they would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The Partnership adopted ASU 2015-15 in the current quarter and presents debt issuance costs associated with the Partnership’s revolving credit facility (defined in Note 2) as an asset named deferred financing costs, net in our unaudited condensed consolidated balance sheets. Additionally, the Partnership will utilize the guidance in ASU 2015-03 for the presentation of debt issuance costs that are the result of an issuance of future debt. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” ASU 2016-02 requires, among other things, that lessees recognize the following for all leases (with the exception of short-term leases) at the commencement date: (i) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and (ii) 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. The new guidance is effective for annual and interim reporting periods beginning after December 15, 2018. The amendments should be applied at the beginning of the earliest period presented using a modified retrospective approach with earlier application permitted as of the beginning of an interim or annual reporting period. The Partnership has not yet selected a transition method and is currently evaluating the impact of the new guidance on its financial statements. In March 2016, the FASB issued ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting.” ASU 2016-09 affects entities that issue share-based payment awards to their employees. The ASU is designed to simplify several aspects of accounting for share-based payment award transactions, which include: (i) income tax consequences, (ii) classification of awards as either equity or liabilities, (iii) classification on the statement of cash flows and (iv) forfeiture rate calculations. The updated guidance is effective for annual periods beginning after December 15, 2016, including interim periods within those fiscal years. Early adoption of the update is permitted. The Partnership is currently evaluating the impact of this guidance on its consolidated financial statements.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2016
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events On April 22, 2016, the Board of Directors of the Partnership’s general partner declared a cash distribution to the Partnership’s unitholders for the first quarter of 2016 of $ 0.21 per common and subordinated unit. The cash distribution will be paid on May 12, 2016 to unitholders of record at the close of business on May 3, 2016.

Basis of Presentation (Policies

Basis of Presentation (Policies)	3 Months Ended
	Mar. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	The accompanying unaudited condensed consolidated financial statements of the Partnership have been prepared by the Partnership’s management in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information and applicable rules and regulations promulgated under the Securities Exchange Act of 1934, as amended. Accordingly, they do not include all of the information and footnotes required by GAAP for annual financial statements. The unaudited condensed consolidated financial statements included herein contain all adjustments which are, in the opinion of management, necessary to present fairly the Partnership’s financial position as of March 31, 2016 and December 31, 2015 and its condensed consolidated statements of operations and of cash flows for the three months ended March 31, 2016 and 2015 .
Combination of Entities under Common Control	The acquisition of the Water Assets was accounted for as a combination of entities under common control, and as such, the Partnership’s unaudited condensed consolidated financial statements have been retrospectively recast for all periods prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. Transactions between the Partnership and Rice Energy have been identified in the unaudited condensed consolidated financial statements as transactions between related parties.
New Accounting Pronouncements	In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers (Topic 606),” or ASU 2014-09. The FASB created Topic 606 which supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition,” and most industry-specific guidance throughout the Industry Topics of the Codification. The FASB and International Accounting Standards Board initiated this joint project to clarify the principles for recognizing revenue and to develop a common revenue standard for both U.S. GAAP and International Financial Reporting Standards. ASU 2014-09 will enhance comparability of revenue recognition practices across entities, industries and capital markets compared to existing guidance. ASU 2014-09 explains that the core principle of the standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services and defines a five step process to achieve this core principle. The five step process is to (i) identify the contract with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when or as the entity satisfies a performance obligation. More judgment and estimates may be required within the new revenue recognition process than are required under existing U.S. GAAP. In August 2015, the FASB issued ASU 2015-14, “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date.” The amendments in this update deferred the effective date for implementation of ASU 2014-09 by one year. ASU 2014-09 will now be effective for annual reporting periods beginning after December 15, 2017 and should be applied retrospectively using either a full retrospective approach reflecting the application of the standard in each prior reporting period or a retrospective approach with the cumulative effect of initially adopting the standard recognized at the date of adoption. Early application is permitted only for annual reporting periods beginning after December 15, 2016, including interim reporting periods within that period. The Partnership has not yet selected a transition method and is currently evaluating the standard and the impact on its consolidated financial statements and footnote disclosures. In February 2015, the FASB issued ASU 2015-02, “Consolidation (Topic 810): Amendments to the Consolidation Analysis.” ASU 2015-02 affects reporting entities that are required to evaluate whether they should consolidate certain legal entities. ASU 2015-02 is effective for periods beginning after December 15, 2015. The Partnership adopted ASU 2015-02 in the current quarter. The application of ASU 2015-2 does not impact prior conclusions as to whether or not the Partnership’s subsidiaries are consolidated in the unaudited condensed consolidated financial statements. In April 2015, the FASB issued ASU, 2015-03, “Interest—Imputation of Interest (Subtopic 835-30): Simplification of Debt Issuance Costs.” ASU 2015-03 was issued to simplify the presentation of debt issuance costs by requiring debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability, consistent with debt discounts. ASU 2015-03 is effective for periods beginning after December 15, 2015. In August 2015, the FASB issued ASU 2015-15, “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements.” ASU 2015-15 clarifies the guidance in ASU 2015-03 regarding presentation and subsequent measurement of debt issuance costs related to line-of-credit arrangements. The Securities and Exchange Commission (“SEC”) staff announced they would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The Partnership adopted ASU 2015-15 in the current quarter and presents debt issuance costs associated with the Partnership’s revolving credit facility (defined in Note 2) as an asset named deferred financing costs, net in our unaudited condensed consolidated balance sheets. Additionally, the Partnership will utilize the guidance in ASU 2015-03 for the presentation of debt issuance costs that are the result of an issuance of future debt. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” ASU 2016-02 requires, among other things, that lessees recognize the following for all leases (with the exception of short-term leases) at the commencement date: (i) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and (ii) 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. The new guidance is effective for annual and interim reporting periods beginning after December 15, 2018. The amendments should be applied at the beginning of the earliest period presented using a modified retrospective approach with earlier application permitted as of the beginning of an interim or annual reporting period. The Partnership has not yet selected a transition method and is currently evaluating the impact of the new guidance on its financial statements. In March 2016, the FASB issued ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting.” ASU 2016-09 affects entities that issue share-based payment awards to their employees. The ASU is designed to simplify several aspects of accounting for share-based payment award transactions, which include: (i) income tax consequences, (ii) classification of awards as either equity or liabilities, (iii) classification on the statement of cash flows and (iv) forfeiture rate calculations. The updated guidance is effective for annual periods beginning after December 15, 2016, including interim periods within those fiscal years. Early adoption of the update is permitted. The Partnership is currently evaluating the impact of this guidance on its consolidated financial statements.

Partners' Capital (Tables)

Partners' Capital (Tables)	3 Months Ended
	Mar. 31, 2016
Equity [Abstract]
Schedule of Capital Units	The following table presents the Partnership’s common and subordinated units issued from January 1, 2015 through March 31, 2016 : Limited Partners Common Subordinated Total Balance, January 1, 2015 28,753,623 28,753,623 57,507,246 Equity offering in November 2015 13,409,961 — 13,409,961 Total vested phantom units 165 — 165 Balance, March 31, 2016 42,163,749 28,753,623 70,917,372

Phantom Unit Awards (Tables)

Phantom Unit Awards (Tables)	3 Months Ended
	Mar. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs	Further information on stock-based compensation recorded in the condensed consolidated financial statements is detailed below. Three Months Ended March 31, (in thousands) 2016 2015 General and administrative expense $ 919 $ 996 Midstream operation and maintenance expense 66 — Property, plant and equipment, net 77 — Total cost of equity-based compensation plans $ 1,062 $ 996

Net Income per Limited Partne21

Net Income per Limited Partner Unit and Cash Distributions (Tables)	3 Months Ended
	Mar. 31, 2016
Earnings Per Share [Abstract]
Schedule of Earnings Per Share, Basic and Diluted	The following table presents Partnership’s calculation of net income per limited partner unit for common and subordinated limited partner units. Net income attributable to the Water Assets for periods prior to their acquisition are not allocated to the limited partners for purposes of calculating net income per limited partner unit. (in thousands, except unit data) Three Months Ended March 31, 2016 Three Months Ended March 31, 2015 Net income $ 34,426 $ 12,924 Less: Pre-acquisition net income allocated to general partner (1) — 3,856 Limited partner net income $ 34,426 $ 9,068 Net income allocable to common units $ 20,468 $ 4,534 Net income allocable to subordinated units 13,958 4,534 Limited partner net income $ 34,426 $ 9,068 Weighted-average limited partner units outstanding - basic: Common units 42,163,749 28,753,623 Subordinated units 28,753,623 28,753,623 Total 70,917,372 57,507,246 Weighted-average limited partner units outstanding - diluted: Common units (2) 42,387,313 28,753,623 Subordinated units 28,753,623 28,753,623 Total 71,140,936 57,507,246 Net income per limited partner unit - basic: Common units $ 0.49 $ 0.16 Subordinated units 0.49 0.16 Total $ 0.49 $ 0.16 Net income per limited partner unit - diluted: Common units $ 0.48 $ 0.16 Subordinated units (3) 0.49 0.16 Total $ 0.48 $ 0.16 Cash distributions declared per limited partner unit: (4) Common units $ 0.2100 $ 0.1875 Subordinated units 0.2100 0.1875 Total $ 0.2100 $ 0.1875 (1) Pre-acquisition net income allocated to the general partner relates to operations of the Water Assets for the period prior to their acquisition. (2) Diluted weighted-average limited partner common units includes the effect of 223,564 units for the three months ended March 31, 2016 , related to phantom units. (3) Diluted income per limited partner unit is presented as if all earnings for the period had been distributed, and while it appears that more income is allocated to the subordinated unit holders than the common unitholders based on the dilution of the common units from the LTIP for the three months ended March 31, 2016, our partnership agreement prevents us from making a distribution to the subordinated unitholders in excess of those to the common unitholders. (4) See below for further discussion of cash distributions declared for the period presented.
Schedule of Incentive Distribution Rights	For any quarter in which the Partnership has distributed cash from operating surplus to the common and subordinated unitholders in an amount equal to the minimum distribution, then the Partnership will distribute any additional available cash from operating surplus for that quarter among the unitholders and the incentive distribution rights holders in the following manner: Marginal Percentage Interest in Distributions Total Quarterly Distribution Per Unit Unitholders Incentive Distribution Rights Holders Minimum Quarterly Distribution $0.1875 100% —% First Target Distribution above $0.1875 up to $0.2156 100% —% Second Target Distribution above $0.2156 up to $0.2344 85% 15% Third Target Distribution above $0.2344 up to $0.2813 75% 25% Thereafter above $0.2813 50% 50%

Financial Information by Busi22

Financial Information by Business Segment (Tables)	3 Months Ended
	Mar. 31, 2016
Segment Reporting [Abstract]
Schedule of Segment Reporting Information, by Segment	The operating results and assets of the Partnership’s reportable segments were as follows as of and for the three months ended March 31, 2016 . Three Months Ended March 31, 2016 (in thousands) Gathering and Compression Water Services Consolidated Total Total operating revenues $ 26,800 $ 27,743 $ 54,543 Total operating expenses 7,691 11,235 18,926 Operating income $ 19,109 $ 16,508 $ 35,617 Segment assets $ 576,457 $ 150,268 $ 726,725 Goodwill $ 39,142 $ — $ 39,142 Depreciation expense $ 1,935 $ 3,435 $ 5,370 Capital expenditures for segment assets $ 34,861 $ 1,382 $ 36,243 The operating results of the Partnership’s reportable segments were as follows for the three months ended March 31, 2015 . Three Months Ended March 31, 2015 (in thousands) Gathering and Compression Water Services Consolidated Total Total operating revenues $ 16,166 $ 10,345 $ 26,511 Total operating expenses 6,565 4,460 11,025 Operating income $ 9,601 $ 5,885 $ 15,486 Depreciation expense $ 1,449 $ 1,636 $ 3,085 Capital expenditures for segment assets $ 16,769 $ 33,947 $ 50,716
Reconciliation of Assets from Segment to Consolidated	The assets of the Partnership’s reportable segments were as follows as of December 31, 2015. As of December 31, 2015 (in thousands) Gathering and Compression Water Services Consolidated Total Segment assets $ 547,810 $ 141,980 $ 689,790 Goodwill $ 39,142 $ — $ 39,142
Reconciliation of Other Significant Reconciling Items from Segments to Consolidated	The assets of the Partnership’s reportable segments were as follows as of December 31, 2015. As of December 31, 2015 (in thousands) Gathering and Compression Water Services Consolidated Total Segment assets $ 547,810 $ 141,980 $ 689,790 Goodwill $ 39,142 $ — $ 39,142

Basis of Presentation (Details)

Basis of Presentation (Details)	Feb. 22, 2016	Nov. 04, 2015subsidiary	Mar. 31, 2016shares	Feb. 21, 2016shares	Dec. 31, 2015shares
Common
Subsidiary, Sale of Stock [Line Items]
Equity interests assigned (number of units)			42,163,749		42,163,749
Subordinated
Subsidiary, Sale of Stock [Line Items]
Equity interests assigned (number of units)			28,753,623		28,753,623
Limited Partners | GP Holdings | Common | Partnership Interest
Subsidiary, Sale of Stock [Line Items]
Equity interests assigned (number of units)			3,623	3,623
Limited Partners | GP Holdings | Subordinated | Partnership Interest
Subsidiary, Sale of Stock [Line Items]
Equity interests assigned (number of units)			28,753,623	28,753,623
Limited Partners | GP Holdings | Private Placement | Common
Subsidiary, Sale of Stock [Line Items]
Limited partner interest percentage	8.25%
Water Assets | Subsidiary of Common Parent
Subsidiary, Sale of Stock [Line Items]
Number of subsidiaries acquired | subsidiary		2

Long-Term Debt (Narrative) (Det

Long-Term Debt (Narrative) (Details) - USD ($)	Dec. 22, 2014	Mar. 31, 2016
Debt Instrument [Line Items]
Interest paid in cash		$ 900,000
Revolving Credit Facility | Minimum
Debt Instrument [Line Items]
Commitment fee based on undrawn commitment (basis points)	0.35%
Revolving Credit Facility | Maximum
Debt Instrument [Line Items]
Commitment fee based on undrawn commitment (basis points)	0.50%
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Minimum
Debt Instrument [Line Items]
Applicable margin (basis points)	1.75%
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Maximum
Debt Instrument [Line Items]
Applicable margin (basis points)	2.75%
Revolving Credit Facility | Federal Funds Rate
Debt Instrument [Line Items]
Applicable margin (basis points)	0.50%
Revolving Credit Facility | One Month Eurodollar
Debt Instrument [Line Items]
Applicable margin (basis points)	1.00%
Revolving Credit Facility | One Month Eurodollar, Additional Margin | Minimum
Debt Instrument [Line Items]
Applicable margin (basis points)	0.75%
Revolving Credit Facility | One Month Eurodollar, Additional Margin | Maximum
Debt Instrument [Line Items]
Applicable margin (basis points)	1.75%
Revolving Credit Facility | Wells Fargo Bank, N.A.
Debt Instrument [Line Items]
Maximum credit amount	$ 450,000,000
Additional commitments available under accordion feature	200,000,000
Borrowings outstanding		159,000,000
Average daily outstanding balance of credit facility		$ 83,600,000
Weighted average interest rate		2.20%
Revolving Credit Facility | Wells Fargo Bank, N.A. | Letter of Credit
Debt Instrument [Line Items]
Maximum credit amount	$ 50,000,000
Borrowings outstanding		$ 0

Commitments and Contingencies (

Commitments and Contingencies (Details) - Compression equipment - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Other Commitments [Line Items]
Future payments for equipment	$ 6
2,016	1.6
2,017	0.9
2,018	0.9
2,019	0.9
2,020	0.3
Thereafter	1.4
Midstream operation and maintenance expense
Other Commitments [Line Items]
Rent expense	$ 0.4	$ 0.4

Partners' Capital (Schedule of

Partners' Capital (Schedule of Common and Subordinated Units Issued) (Details)	15 Months Ended
	Mar. 31, 2016shares
Increase (Decrease) in Partners' Capital [Roll Forward]
Balance, January 1, 2015	57,507,246
Equity offering in November 2015	13,409,961
Total vested phantom units	165
Balance, March 31, 2016	70,917,372
Limited Partners | Common
Increase (Decrease) in Partners' Capital [Roll Forward]
Balance, January 1, 2015	28,753,623
Equity offering in November 2015	13,409,961
Total vested phantom units	165
Balance, March 31, 2016	42,163,749
Limited Partners | Subordinated
Increase (Decrease) in Partners' Capital [Roll Forward]
Balance, January 1, 2015	28,753,623
Equity offering in November 2015	0
Total vested phantom units	0
Balance, March 31, 2016	28,753,623

Partners' Capital (Details)

Partners' Capital (Details) - shares	Mar. 31, 2016	Feb. 21, 2016	Dec. 31, 2015
Subsidiary, Sale of Stock [Line Items]
Equity interest retained in partnership (percentage)	41.00%
Common
Subsidiary, Sale of Stock [Line Items]
Equity interests assigned (number of units)	42,163,749		42,163,749
Subordinated
Subsidiary, Sale of Stock [Line Items]
Equity interests assigned (number of units)	28,753,623		28,753,623
GP Holdings | Limited Partners
Subsidiary, Sale of Stock [Line Items]
Equity interest retained in partnership (percentage)	91.75%
GP Holdings | Partnership Interest | Common | Limited Partners
Subsidiary, Sale of Stock [Line Items]
Equity interests assigned (number of units)	3,623	3,623
GP Holdings | Partnership Interest | Subordinated | Limited Partners
Subsidiary, Sale of Stock [Line Items]
Equity interests assigned (number of units)	28,753,623	28,753,623

Phantom Unit Awards (Details)

Phantom Unit Awards (Details) - USD ($) $ in Thousands	Dec. 22, 2014	Mar. 31, 2016	Mar. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity compensation expense		$ 1,062	$ 996
Rice Midstream Partners LP 2014 LTIP | Phantom unit awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of units available to be granted	5,000,000
Equity compensation expense		1,100	$ 1,000
Unrecorded compensation expense		$ 2,000
Rice Midstream Partners LP 2014 LTIP | Phantom unit awards | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period	1 year
Rice Midstream Partners LP 2014 LTIP | Phantom unit awards | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period	2 years

Phantom Unit Awards (Schedule o

Phantom Unit Awards (Schedule of Allocation of Equity Based Compensation) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total cost of equity-based compensation plans	$ 1,062	$ 996
Property, plant and equipment, net
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total cost of equity-based compensation plans	77	0
General and administrative expense
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total cost of equity-based compensation plans	919	996
Midstream operation and maintenance expense
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total cost of equity-based compensation plans	$ 66	$ 0

Net Income per Limited Partne30

Net Income per Limited Partner Unit and Cash Distributions (Schedule of Calculation of Net Income per Limited Partner Unit) (Details) - USD ($) $ / shares in Units, $ in Thousands		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015
Schedule of Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items]
Net income	[1],[2]	$ 34,426	$ 12,924
Less: Pre-acquisition net income allocated to general partner	[3]	0	3,856	[2],[4]
Limited partner net income	[2],[4]	$ 34,426	$ 9,068
Weighted-average limited partner units outstanding - basic:
Weighted-average limited partner units outstanding - basic:		70,917,372	57,507,246
Weighted-average limited partner units outstanding - diluted:
Weighted-average limited partner units outstanding - diluted:		71,140,936	57,507,246
Net income per limited partner unit - basic:
Net income per limited partner unit - basic:		$ 0.49	$ 0.16
Net income per limited partner unit - diluted:
Net income per limited partner unit - diluted:		0.48	0.16
Unitholders
Cash distributions declared per limited partner unit	[5]	$ 0.21	$ 0.1875
Phantom unit
Unitholders
Shares considered anti-dilutive		223,564
Common
Schedule of Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items]
Limited partner net income		$ 20,468	$ 4,534
Weighted-average limited partner units outstanding - basic:
Weighted-average limited partner units outstanding - basic:		42,163,749	28,753,623
Weighted-average limited partner units outstanding - diluted:
Weighted-average limited partner units outstanding - diluted:	[6]	42,387,313	28,753,623
Net income per limited partner unit - basic:
Net income per limited partner unit - basic:	[2]	$ 0.49	$ 0.16
Net income per limited partner unit - diluted:
Net income per limited partner unit - diluted:	[2]	0.48	0.16
Unitholders
Cash distributions declared per limited partner unit	[2],[5],[7]	$ 0.2100	$ 0.1875
Subordinated
Schedule of Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items]
Limited partner net income		$ 13,958	$ 4,534
Weighted-average limited partner units outstanding - basic:
Weighted-average limited partner units outstanding - basic:		28,753,623	28,753,623
Weighted-average limited partner units outstanding - diluted:
Weighted-average limited partner units outstanding - diluted:		28,753,623	28,753,623
Net income per limited partner unit - basic:
Net income per limited partner unit - basic:		$ 0.49	$ 0.16
Net income per limited partner unit - diluted:
Net income per limited partner unit - diluted:	[2],[8]	0.49	0.16
Unitholders
Cash distributions declared per limited partner unit	[2],[5],[7]	$ 0.2100	$ 0.1875
[1]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1
[2]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1.
[3]	Pre-acquisition net income allocated to the general partner relates to operations of the Water Assets for the period prior to their acquisition.
[4]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1.
[5]	See below for further discussion of cash distributions declared for the period presented.
[6]	Diluted weighted-average limited partner common units includes the effect of 223,564 units for the three months ended March 31, 2016, related to phantom units.
[7]	Net income per limited partner unit does not include results attributable to the Water Assets prior to their acquisition as these results are not attributable to limited partners of the Partnership.
[8]	Diluted income per limited partner unit is presented as if all earnings for the period had been distributed, and while it appears that more income is allocated to the subordinated unit holders than the common unitholders based on the dilution of the common units from the LTIP for the three months ended March 31, 2016, our partnership agreement prevents us from making a distribution to the subordinated unitholders in excess of those to the common unitholders.

Net Income per Limited Partne31

Net Income per Limited Partner Unit and Cash Distributions (Incentive Distribution Rights) (Details) - $ / shares		Apr. 22, 2016	Feb. 11, 2016	Mar. 31, 2016	Mar. 31, 2015
Incentive Distribution Made to Managing Member or General Partner [Line Items]
Minimum Quarterly Distribution, Total Quarterly Distribution Per Unit				$ 0.1875
Unitholders
Minimal Quarterly Distribution, Marginal Percentage Interest in Distributions, Unitholders				100.00%
First Target Distribution, Marginal Percentage Interest in Distributions, Unitholders				100.00%
Second Target Distribution, Marginal Percentage Interest in Distributions, Unitholders				85.00%
Third Target Distribution, Marginal Percentage Interest in Distributions, Unitholders				75.00%
Thereafter, Marginal Percentage Interest in Distributions, Unitholders				50.00%
Incentive Distribution Rights Holders
Minimal Quarterly Distribution, Marginal Percentage Interest in Distributions, Incentive Distribution Rights Holders				0.00%
First Target Distribution, Marginal Percentage Interest in Distributions, Incentive Distribution Rights Holders				0.00%
Second Target Distribution, Marginal Percentage Interest in Distributions, Incentive Distribution Rights Holders				15.00%
Third Target Distribution, Marginal Percentage Interest in Distributions, Incentive Distribution Rights Holders				25.00%
Thereafter, Marginal Percentage Interest in Distributions, Incentive Distribution Rights Holders				50.00%
Cash distribution paid per common and subordinated unit			$ 0.1965
Cash distributions declared per limited partner unit	[1]			$ 0.21	$ 0.1875
Subsequent Event
Incentive Distribution Rights Holders
Cash distributions declared per limited partner unit		$ 0.210
Minimum
Incentive Distribution Made to Managing Member or General Partner [Line Items]
First Target Distribution, Total Quarterly Distribution Per Unit				0.1875
Second Target Distribution, Total Quarterly Distribution Per Unit				0.2156
Third Target Distribution, Total Quarterly Distribution Per Unit				0.2344
Thereafter, Total Quarterly Distribution Per Unit				0.2813
Maximum
Incentive Distribution Made to Managing Member or General Partner [Line Items]
First Target Distribution, Total Quarterly Distribution Per Unit				0.2156
Second Target Distribution, Total Quarterly Distribution Per Unit				0.2344
Third Target Distribution, Total Quarterly Distribution Per Unit				$ 0.2813
[1]	See below for further discussion of cash distributions declared for the period presented.

Financial Information by Busi32

Financial Information by Business Segment (Narrative) (Details)	3 Months Ended
	Mar. 31, 2016business_segment
Segment Reporting [Abstract]
Number of business segments	2

Financial Information by Busi33

Financial Information by Business Segment (Schedule of Operating Results and Assets) (Details) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Segment Reporting Information [Line Items]
Total operating revenues	[1]	$ 54,543	$ 26,511
Total operating expenses	[1]	18,926	11,025
Operating income	[1]	35,617	15,486
Segment assets		726,725		$ 689,790
Goodwill		39,142		39,142
Depreciation expense	[1]	5,370	3,085
Capital expenditures for segment assets		36,243	50,716
Gathering and Compression
Segment Reporting Information [Line Items]
Total operating revenues		26,800	16,166
Total operating expenses		7,691	6,565
Operating income		19,109	9,601
Segment assets		576,457		547,810
Goodwill		39,142		39,142
Depreciation expense		1,935	1,449
Capital expenditures for segment assets		34,861	16,769
Water Services
Segment Reporting Information [Line Items]
Total operating revenues		27,743	10,345
Total operating expenses		11,235	4,460
Operating income		16,508	5,885
Segment assets		150,268		141,980
Goodwill		0		$ 0
Depreciation expense		3,435	1,636
Capital expenditures for segment assets		$ 1,382	$ 33,947
[1]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1.

Financial Information by Busi34

Financial Information by Business Segment (Schedule of Assets of Reportable Segments) (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Segment Reporting, Asset Reconciling Item [Line Items]
Segment assets	$ 726,725	$ 689,790
Gathering and Compression
Segment Reporting, Asset Reconciling Item [Line Items]
Segment assets	576,457	547,810
Water Services
Segment Reporting, Asset Reconciling Item [Line Items]
Segment assets	$ 150,268	$ 141,980

Financial Information by Busi35

Financial Information by Business Segment (Schedule of Goodwill of Reportable Segments) (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Segment Reporting, Other Significant Reconciling Item [Line Items]
Goodwill	$ 39,142	$ 39,142
Gathering and Compression
Segment Reporting, Other Significant Reconciling Item [Line Items]
Goodwill	39,142	39,142
Water Services
Segment Reporting, Other Significant Reconciling Item [Line Items]
Goodwill	$ 0	$ 0

Income Taxes (Narrative) (Detai

Income Taxes (Narrative) (Details) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015
Income Tax Disclosure [Abstract]
Income tax expense	[1]	$ 0	$ (1,906)
Effective tax rate percentage			(12.90%)
[1]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1.

Related Party Transactions (Det

Related Party Transactions (Details) a in Thousands, MMBTU in Thousands		Nov. 04, 2015	Dec. 22, 2014a$ / MMBTU	Mar. 31, 2016USD ($)MMBTU	Mar. 31, 2015USD ($)	Mar. 31, 2016USD ($)
Related Party Transaction [Line Items]
Equity compensation expense				$ 1,062,000	$ 996,000
Incentive unit expense	[1],[2],[3]			$ 0	434,000
Subsidiary of Common Parent | Water Assets
Related Party Transaction [Line Items]
Margin percentage		2.00%
Fixed-Fee Gas Gathering and Compression Agreement | Gas Gathering and Compression Agreement | Subsidiary of Common Parent
Related Party Transaction [Line Items]
Duration of fixed fee gas gathering and compression agreement			15 years
Gas Gathering and Compression Agreement, Gathering Fee | Gas Gathering and Compression Agreement | Affiliated Entity
Related Party Transaction [Line Items]
Gathering fee (per Dth) | $ / MMBTU			0.30
Gas Gathering and Compression Agreement, Compression Fee | Gas Gathering and Compression Agreement | Affiliated Entity
Related Party Transaction [Line Items]
Gathering fee (per Dth) | $ / MMBTU			0.07
Gross Acres subject to Pre-existing Third Party Dedication
Related Party Transaction [Line Items]
Production from gross acres subject to pre-existing third-party dedication (MDth/d) | MMBTU				40
Gross Acres subject to Pre-existing Third Party Dedication | Affiliated Entity
Related Party Transaction [Line Items]
Gross acres covered | a			19
Stock Compensation Awards Granted by Related Party | Affiliated Entity
Related Party Transaction [Line Items]
Equity compensation expense						$ 0
Stock Compensation Awards Granted by Related Party | Affiliated Entity | Water Assets
Related Party Transaction [Line Items]
Equity compensation expense					100,000
Incentive Units Granted Pursuant to Limited Liability Company Agreement of Rice Energy Appalachia LLC | Affiliated Entity
Related Party Transaction [Line Items]
Incentive unit expense						$ 0
Incentive Units Granted Pursuant to Limited Liability Company Agreement of Rice Energy Appalachia LLC | Affiliated Entity | Water Assets
Related Party Transaction [Line Items]
Incentive unit expense					$ 400,000
[1]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1
[2]	Financial statements have been retrospectively recast for the period prior to November 1, 2015, the effective date of acquisition of the Water Assets, to include the historical results of the Water Assets. See Note 1.
[3]	Incentive unit expense for the three months ended March 31, 2015 was allocated from Rice Energy.

Subsequent Events (Narrative) (

Subsequent Events (Narrative) (Details) - $ / shares		Apr. 22, 2016	Mar. 31, 2016	Mar. 31, 2015
Subsequent Event [Line Items]
Cash distributions declared per limited partner unit	[1]		$ 0.21	$ 0.1875
Subsequent Event
Subsequent Event [Line Items]
Cash distributions declared per limited partner unit		$ 0.210
[1]	See below for further discussion of cash distributions declared for the period presented.