Equity and Partners' Capital | Equity and Partners' Capital Holdings of EQGP Equity On May 15, 2015, EQGP completed its IPO of 26,450,000 common units representing limited partner interests. All of the common units sold in the IPO were sold by EQT Gathering Holdings. EQGP did not receive any proceeds from, or incur any expenses in connection with, the completion of the IPO. As the selling unitholder, EQT Gathering Holdings received all proceeds from EQGP's IPO. As of June 30, 2015 , EQT indirectly held 239,715,000 EQGP common units, representing a 90.1% limited partner interest in EQGP, and the entire non-economic general partner interest in EQGP. As of June 30, 2015 , the public held 26,450,000 EQGP common units, representing a 9.9% limited partner interest in EQGP. Net Income Per Limited Partner Unit For EQGP, net income per limited partner unit is calculated by dividing the limited partners' interest in net income by the weighted average number of common units outstanding. Net income attributable to periods prior to the closing of EQGP's IPO is attributable to subsidiaries of EQT and has been excluded from the limited partners' interest in net income. Net income per limited partner unit for the 47 -day period beginning on the date EQGP's IPO closed through June 30, 2015 was calculated based on the number of units outstanding after the IPO. Holdings of EQM Equity As of June 30, 2015 , EQGP and its affiliates held 21,811,643 EQM common units, representing a 30.2% limited partner interest, 1,443,015 EQM general partner units, representing the 2.0% general partner interest, and all of the IDRs in EQM. As of June 30, 2015 , the public held 48,896,063 EQM common units, representing a 67.8% limited partner interest in EQM. The following table summarizes EQM's common, subordinated and general partner units issued January 1, 2014 through June 30, 2015 : EQM Limited Partner Units EQM General Partner Units Common Subordinated Total Balance at January 1, 2014 30,468,902 17,339,718 975,686 48,784,306 May 2014 equity offering 12,362,500 — — 12,362,500 Jupiter Acquisition consideration (see Note B) 516,050 — 262,828 778,878 Balance at December 31, 2014 43,347,452 17,339,718 1,238,514 61,925,684 Conversion of subordinated units to common units 17,339,718 (17,339,718 ) — — 2014 EQM VDA issuance 21,063 — 430 21,493 March 2015 equity offering 9,487,500 — 25,255 9,512,755 NWV Gathering Acquisition consideration (see Note B) 511,973 — 178,816 690,789 Balance at June 30, 2015 70,707,706 — 1,443,015 72,150,721 In connection with EQM's IPO in 2012, EQM issued 17,339,718 subordinated units to EQM LP. The subordination period with respect to all 17,339,718 EQM subordinated units expired on February 17, 2015. As a result, all of the outstanding EQM subordinated units converted into EQM common units on a one -for-one basis on February 17, 2015. In February 2015, EQM issued 21,063 common units under the 2014 EQM Value Driver Award (2014 EQM VDA). As a result, EQT purchased 430 EQM general partner units to maintain its 2.0% general partner interest in EQM. On March 17, 2015 , EQM completed an underwritten public offering of 8,250,000 common units. On March 18, 2015 , the underwriters exercised their option to purchase 1,237,500 additional common units on the same terms as the offering. EQM received net proceeds of approximately $696.6 million after deducting the underwriters' discount and offering expenses which were used to finance a portion of the cash consideration paid to EQT in connection with the NWV Gathering Acquisition. As a result of the sale of the additional common units, EQT purchased 25,255 EQM general partner units for approximately $1.9 million to maintain its 2.0% general partner interest in EQM. In connection with the March 17, 2015 underwritten public offering by EQM, EQGP recorded a $122.8 million gain to parent net investment, a decrease in non-controlling interest of EQM of $195.8 million and an increase to deferred tax liability of $73.0 million . This transaction was classified as non-cash and is not included on the consolidated statement of cash flows for the six months ended June 30, 2015 . |