Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Jan. 29, 2016 | Jun. 30, 2015 | |
Document and Entity Information | |||
Entity Registrant Name | EQT GP Holdings, LP | ||
Entity Central Index Key | 1,632,933 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Entity Common Stock, Shares Outstanding | 266,165,000 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus (Q1,Q2,Q3,FY) | FY | ||
Amendment Flag | false | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 875 |
STATEMENTS OF CONSOLIDATED OPER
STATEMENTS OF CONSOLIDATED OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||||
Income Statement [Abstract] | ||||||
Operating revenues | [1],[2] | $ 614,134 | $ 476,547 | $ 354,001 | ||
Operating expenses: | ||||||
Operating and maintenance | [1],[3] | 68,261 | 55,276 | 42,727 | ||
Selling, general and administrative | [1],[3] | 58,481 | 48,505 | 35,574 | ||
Depreciation and amortization | [1],[4] | 51,640 | 46,054 | 30,906 | ||
Total operating expenses | [1] | 178,382 | 149,835 | 109,207 | ||
Operating income | [1] | 435,752 | 326,712 | 244,794 | ||
Equity income | [4] | 2,367 | 0 | [1],[5] | 0 | [1],[5] |
Other income | [1] | 5,639 | 2,349 | 1,242 | ||
Interest expense | [1],[6] | 45,664 | 30,856 | 1,672 | ||
Income before income taxes | [1] | 398,094 | 298,205 | 244,364 | ||
Income tax expense | [1] | 25,770 | 70,619 | 86,471 | ||
Net income | [1],[4],[7] | 372,324 | 227,586 | 157,893 | ||
Net income attributable to noncontrolling interests | [1] | 226,397 | 124,025 | 47,243 | ||
Net income attributable to EQT GP Holdings, LP | [1] | 145,927 | 103,561 | 110,650 | ||
Calculation of limited partners' interest in net income: | ||||||
Net income attributable to EQT GP Holdings, LP | [1] | 145,927 | $ 103,561 | $ 110,650 | ||
Less: results attributable to the pre-IPO period | [1] | (42,238) | ||||
Limited partners' interest in net income | [1] | $ 103,689 | ||||
Net income per limited partner unit - basic and diluted (in dollars per share) | [1] | $ 0.39 | ||||
Weighted average number of common units outstanding - basic and diluted (in shares) | [1] | 266,168 | ||||
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). See Note 2. | |||||
[2] | Operating revenues included affiliate revenues from EQT Corporation and subsidiaries (collectively, EQT) of $447.6 million, $328.5 million and $310.2 million for the years ended December 31, 2015, 2014 and 2013, respectively. In December 2013, EQT completed the sale of Equitable Gas Company, LLC (Equitable Gas Company) to PNG Companies LLC. As a result, revenues from Equitable Gas Company were reported as third party revenues starting in 2014. For the year ended December 31, 2013, Equitable Gas Company revenues reported as affiliate revenues were $37.6 million. See Note 5. | |||||
[3] | Operating and maintenance expense included charges from EQT of $33.1 million, $28.7 million and $21.9 million for the years ended December 31, 2015, 2014 and 2013, respectively. Selling, general and administrative expense included charges from EQT of $50.6 million, $40.7 million and $31.3 million for the years ended December 31, 2015, 2014 and 2013, respectively. See Note 5. | |||||
[4] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. | |||||
[5] | Equity income relates to EQM's interest in Mountain Valley Pipeline, LLC, which is a related party. | |||||
[6] | Interest expense for the years ended December 31, 2015, 2014 and 2013 included $23.2 million, $19.9 million and $0.8 million, respectively, related to interest on a capital lease with an affiliate. See Note 11. | |||||
[7] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |
STATEMENTS OF CONSOLIDATED OPE3
STATEMENTS OF CONSOLIDATED OPERATIONS (Footnotes) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Affiliate revenues included in operating revenues | $ 447,600 | $ 328,500 | $ 310,200 | |
Revenues reported as affiliate revenues | 37,600 | |||
Amount of charges included in operating and maintenance expense | [1],[2] | 68,261 | 55,276 | 42,727 |
Amount of charges included in selling, general and administrative expense | [1],[2] | 58,481 | 48,505 | 35,574 |
Interest expense related to interest on a capital lease with an affiliate | 23,225 | 19,888 | ||
EQT | ||||
Amount of charges included in operating and maintenance expense | 33,100 | 28,700 | 21,900 | |
Amount of charges included in selling, general and administrative expense | 50,600 | 40,700 | 31,300 | |
EQM | ||||
Affiliate revenues included in operating revenues | 447,587 | 328,527 | 310,245 | |
Amount of charges included in operating and maintenance expense | 33,091 | 28,688 | 21,931 | |
Amount of charges included in selling, general and administrative expense | 48,545 | $ 40,663 | 31,263 | |
Interest expense related to interest on a capital lease with an affiliate | $ 23,225 | $ 843 | ||
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). See Note 2. | |||
[2] | Operating and maintenance expense included charges from EQT of $33.1 million, $28.7 million and $21.9 million for the years ended December 31, 2015, 2014 and 2013, respectively. Selling, general and administrative expense included charges from EQT of $50.6 million, $40.7 million and $31.3 million for the years ended December 31, 2015, 2014 and 2013, respectively. See Note 5. |
STATEMENTS OF CONSOLIDATED CASH
STATEMENTS OF CONSOLIDATED CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |||||
Cash flows from operating activities: | |||||||
Net income | [1],[2],[3] | $ 372,324 | $ 227,586 | $ 157,893 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||
Depreciation and amortization | [1],[3] | 51,640 | 46,054 | 30,906 | |||
Deferred income taxes | [1] | (185,456) | (317,489) | (152,097) | |||
Equity income | [1] | (2,367) | 0 | [3],[4] | 0 | [3],[4] | |
Other income | [1] | (5,639) | (2,349) | (1,242) | |||
Non-cash long term compensation expense | [1] | 1,549 | 3,368 | 981 | |||
Non-cash adjustments | [1] | 0 | (1,520) | (680) | |||
Changes in other assets and liabilities: | |||||||
Accounts receivable | [1] | (639) | (8,029) | (4,720) | |||
Accounts payable | [1] | 8,684 | 4,713 | (4,534) | |||
Due to/from EQT affiliates | [1] | 211,149 | 337,075 | 234,953 | |||
Other assets and other liabilities | [1] | 10,854 | 11,169 | (335) | |||
Net cash provided by operating activities | [1] | 462,099 | 300,578 | 261,125 | |||
Cash flows from investing activities: | |||||||
Capital expenditures | [1] | (408,955) | (318,105) | (283,011) | |||
Acquisitions - net assets from EQT | [1] | (386,791) | (168,198) | 0 | |||
MVP Interest Acquisition and capital contributions, net of sales of interests in the MVP Joint Venture | [1] | (74,658) | 0 | 0 | |||
Purchase of preferred interest in EQT Energy Supply, LLC | [1] | (124,317) | 0 | 0 | |||
Net cash used in investing activities | [1] | (994,721) | (486,303) | (283,011) | |||
Cash flows from financing activities: | |||||||
Proceeds from the issuance of EQM common units, net of offering costs | [1] | 1,182,002 | 902,467 | 529,442 | |||
Acquisitions - purchase price in excess of net assets from EQT | [1] | (486,392) | (952,802) | 0 | |||
Sunrise Merger payment | [1] | 0 | 0 | (507,500) | |||
Proceeds from credit facility borrowings | [1] | 617,000 | 450,000 | 0 | |||
Payments on credit facility borrowings | [1] | (318,000) | (450,000) | 0 | |||
Proceeds from the issuance of long-term debt | [1] | 0 | 500,000 | 0 | |||
Proceeds from the EQGP Working Capital Facility loan | [1] | 655 | 0 | 0 | |||
Payments on the EQGP Working Capital Facility loan | [1] | (589) | 0 | 0 | |||
Net distributions to EQT | [1] | (119,930) | (261,277) | (87,612) | |||
Capital contributions | [1] | 1,748 | 382 | 5,631 | |||
Distributions paid to noncontrolling interest owners of EQM | [1] | (117,755) | (67,819) | (32,782) | |||
Distributions to EQGP unitholders | [1] | (40,295) | 0 | 0 | |||
Discount, debt issuance costs and credit facility fees | [1] | 0 | (9,707) | 0 | |||
Capital lease principal payments | [1] | (6,298) | (2,216) | 0 | |||
Net cash provided by (used in) financing activities | [1] | 712,146 | 109,028 | (92,821) | |||
Net change in cash and cash equivalents | [1] | 179,524 | (76,697) | (114,707) | |||
Cash and cash equivalents at beginning of year | [1] | 171,291 | [5] | 247,988 | 362,695 | ||
Cash and cash equivalents at end of year | [1] | 350,815 | [5] | 171,291 | [5] | 247,988 | |
Cash paid during the year for: | |||||||
Interest, net of amount capitalized | [1] | 45,480 | 20,693 | 939 | |||
Non-cash activity during the year: | |||||||
Elimination of net current and deferred taxes at IPO | [1] | (164,586) | 0 | 0 | |||
Limited partner and general partner units issued for acquisitions | [1] | 52,500 | 59,000 | 32,500 | |||
Increase in capital lease asset/obligation | [1] | 35,708 | 9,161 | 134,395 | |||
Net settlement of current income taxes payable with EQT | [1] | 380,316 | 215,389 | 16,117 | |||
Deferred taxes related to public offering of EQM units | [1] | $ 0 | $ 0 | $ 1,641 | [2] | ||
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. | ||||||
[2] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. | ||||||
[3] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). See Note 2. | ||||||
[4] | Equity income relates to EQM's interest in Mountain Valley Pipeline, LLC, which is a related party. | ||||||
[5] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | |
Current assets: | |||
Cash and cash equivalents | [1],[2] | $ 350,815 | $ 171,291 |
Accounts receivable (net of allowance for doubtful accounts of $238 and $260 as of December 31, 2015 and 2014, respectively) | [1] | 17,131 | 16,492 |
Accounts receivable – affiliate | [1] | 77,925 | 55,068 |
Other current assets | [1] | 2,111 | 1,710 |
Total current assets | [1] | 447,982 | 244,561 |
Property, plant and equipment | [1] | 2,228,967 | 1,821,803 |
Less: accumulated depreciation | [1] | (258,974) | (216,486) |
Net property, plant and equipment | [1] | 1,969,993 | 1,605,317 |
Deferred income taxes, net | [1] | 0 | 258,744 |
Investments in unconsolidated entities | [1] | 201,342 | 0 |
Other assets | [1] | 14,950 | 18,057 |
Total assets | [1] | 2,634,267 | 2,126,679 |
Current liabilities: | |||
Accounts payable | [1] | 35,909 | 43,785 |
Due to related party | [1] | 34,196 | 409,931 |
Credit facility borrowings | [1] | 299,000 | 0 |
Accrued interest | [1] | 8,753 | 8,338 |
Accrued liabilities | [1] | 12,465 | 9,055 |
Total current liabilities | [1] | 390,323 | 471,109 |
Long-term debt | [1] | 493,401 | 492,633 |
Lease obligation | [1] | 175,660 | 143,828 |
Other long-term liabilities | [1] | 7,834 | 7,111 |
Total liabilities | [1] | 1,067,218 | 1,114,681 |
Equity and partners’ capital: | |||
Common units (266,165,000 issued and outstanding at December 31, 2015) | [1] | (1,204,509) | 0 |
Parent net investment | [1] | 0 | (775,342) |
Total partners' capital | [1] | (1,204,509) | (775,342) |
Noncontrolling interests | [1] | 2,771,558 | 1,787,340 |
Total equity and partners’ capital | [1],[3] | 1,567,049 | 1,011,998 |
Total liabilities, equity and partners’ capital | [1] | $ 2,634,267 | $ 2,126,679 |
[1] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. | ||
[2] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. | ||
[3] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 238 | $ 260 |
Common units issued (in shares) | 266,165,000 | 0 |
Common units outstanding (in shares) | 266,165,000 | 0 |
STATEMENTS OF CONSOLIDATED EQUI
STATEMENTS OF CONSOLIDATED EQUITY AND PARTNERS' CAPITAL - USD ($) $ in Thousands | Total | Parent Net Investment | Common Units | Noncontrolling Interest in Consolidated Subsidiaries | ||
Beginning balance at Dec. 31, 2012 | [1] | $ 1,034,430 | $ 749,666 | $ 0 | $ 284,764 | |
Increase (Decrease) in Partners' Capital | ||||||
Net income | [1] | 157,893 | [2],[3] | 110,650 | 47,243 | |
Net distributions to EQT | [1] | (71,495) | (71,495) | |||
Capital contribution | [1] | 3,132 | 3,132 | |||
Equity-based compensation plans | [1] | 981 | 981 | |||
Distributions to noncontrolling interest owners of EQM | [1] | (32,782) | (32,782) | |||
EQM equity transactions | [1],[4] | 561,942 | 32,500 | 529,442 | ||
Acquisitions from affiliates | [1] | (540,000) | (540,000) | |||
Deferred taxes related to public offering of EQM units | [1] | (1,641) | [2] | (1,641) | ||
Ending balance at Dec. 31, 2013 | [1] | 1,112,460 | 283,793 | 828,667 | ||
Increase (Decrease) in Partners' Capital | ||||||
Net income | [1] | 227,586 | [2],[3] | 103,561 | 124,025 | |
Net distributions to EQT | [1] | (45,888) | (45,888) | |||
Capital contribution | [1] | 500 | 500 | |||
Equity-based compensation plans | [1] | 3,692 | 3,692 | |||
Distributions to noncontrolling interest owners of EQM | [1] | (67,819) | (67,819) | |||
EQM equity transactions | [1],[4] | 961,467 | 59,000 | 902,467 | ||
Acquisitions from affiliates | [1] | (1,180,000) | (1,180,000) | |||
Deferred taxes related to public offering of EQM units | [2] | 0 | ||||
Ending balance at Dec. 31, 2014 | [1] | 1,011,998 | [5] | (775,342) | 0 | 1,787,340 |
Increase (Decrease) in Partners' Capital | ||||||
Net income | [1] | 372,324 | [2],[3] | 42,238 | 103,689 | 226,397 |
Net contributions from EQT | [1] | 260,386 | 260,386 | |||
Capital contribution | [1] | 7,492 | 1,748 | 5,744 | ||
Equity-based compensation plans | [1] | 1,620 | 247 | 316 | 1,057 | |
Distributions to noncontrolling interest owners of EQM | [1] | (117,755) | (117,755) | |||
EQM equity transactions | [1],[4] | 1,234,502 | 52,500 | 1,182,002 | ||
Acquisitions from affiliates | [1] | (925,683) | (925,683) | |||
Deferred taxes related to public offering of EQM units | [2] | 0 | ||||
Distributions to EQGP unitholders (post-IPO period) | [1] | (40,295) | (40,295) | |||
Changes in ownership of EQM, net | [1] | (72,954) | 119,926 | 114,603 | (307,483) | |
Elimination of net current and deferred tax liabilities | [1] | (164,586) | (164,586) | |||
Conversion of parent net investment to limited partner interest upon IPO | [1] | 0 | 1,388,566 | (1,388,566) | ||
Ending balance at Dec. 31, 2015 | [1] | $ 1,567,049 | [5] | $ 0 | $ (1,204,509) | $ 2,771,558 |
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. | |||||
[2] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. | |||||
[3] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). See Note 2. | |||||
[4] | Includes the impact of EQM's public equity offerings and units issued in connection with acquisitions from EQT as described in Note 2. | |||||
[5] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |
Summary of Operations and Signi
Summary of Operations and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
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 GP Holdings, LP (NYSE: EQGP) was formed in January 2015 as a Delaware limited partnership and wholly owned subsidiary of EQT Gathering Holdings, LLC (EQT Gathering Holdings), which is a Delaware limited liability company and wholly owned subsidiary of EQT Corporation (NYSE: EQT). EQGP was formed to own EQT's partnership interests in EQT Midstream Partners, LP (NYSE: EQM), a growth-oriented Delaware limited partnership formed by EQT to own, operate, acquire and develop midstream assets in the Appalachian Basin. EQT Midstream Services, LLC (EQM General Partner) is a wholly owned subsidiary of EQGP and is EQM's general partner. EQT GP Services, LLC (EQGP General Partner) is a wholly owned subsidiary of EQT and is EQGP's general partner. On May 15, 2015, EQGP completed its initial public offering (IPO) of 26,450,000 common units representing limited partner interests, including 3,450,000 common units issued in connection with the full exercise of the underwriters' over-allotment option, at a price of $27.00 per common unit. EQGP did not receive any proceeds from, or incur any expenses in connection with, the public offering. As the selling unitholder, EQT Gathering Holdings received all proceeds from and incurred all expenses in connection with EQGP's IPO. As of December 31, 2015 , EQGP owned the following three types of EQM partnership interests: 21,811,643 EQM common units, representing a 27.6% limited partner interest in EQM; 1,443,015 EQM general partner units, representing a 1.8% general partner interest in EQM; and all of EQM's incentive distribution rights, or IDRs, which entitle EQGP to receive up to 48.0% of all incremental cash distributed by EQM if certain target distribution levels are reached in any quarter. For accounting purposes, the historical financial statements of EQGP for the time periods prior to the completion of the IPO (the Predecessor) include the assets, liabilities and results of operations of the EQM General Partner and EQT Midstream Investments, LLC (EQM LP). The Predecessor financial statements also include the assets, liabilities and results of operations of EQM and its consolidated subsidiaries for the time periods prior to the IPO as a result of the EQM General Partner’s ownership of the general partner interest in EQM. Prior to the IPO, the EQM General Partner and EQM LP were wholly owned subsidiaries of EQT and directly held EQT's partnership interests in EQM. Prior to the closing of the IPO, EQM LP merged with and into EQGP and EQT contributed 100% of the outstanding limited liability company interests in the EQM General Partner to EQGP. EQGP and EQM do not have any employees. Administrative support for EQGP and EQM are provided by EQT. Operational and administrative 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 EQGP currently has no independent operations and EQGP's only cash-generating assets consist of partnership interests in EQM. EQM provides midstream services to EQT and third parties in the Appalachian Basin across 22 counties in Pennsylvania and West Virginia through two primary assets: the transmission and storage system and the gathering system. Transmission and Storage System : As of December 31, 2015 , EQM’s transmission and storage system included an approximately 700 -mile Federal Energy Regulatory Commission (FERC)-regulated interstate pipeline that connects to five interstate pipelines and multiple distribution companies. The transmission system is supported by 14 associated natural gas storage reservoirs with approximately 400 MMcf per day of peak withdrawal capacity and 32 Bcf of working gas capacity and 27 compressor units. As of December 31, 2015 , the transmission assets had total throughput capacity of approximately 3.1 Bcf per day. EQM also operates the Allegheny Valley Connector (AVC) facilities as described in Note 11. Revenues are primarily generated from EQM’s firm and interruptible transmission and storage contracts. Gathering System: As of December 31, 2015 , EQM’s gathering system included approximately 185 miles of high-pressure gathering lines with approximately 1.4 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 FERC-regulated low-pressure gathering lines. Revenues are primarily generated from EQM's firm and interruptible gathering contracts. Significant Accounting Policies EQGP has no independent operations or material assets other than its partnership interests in EQM. EQGP's financial statements differ from those of EQM primarily as a result of: (i) the presentation of noncontrolling interest ownership in EQM attributable to the publicly held limited partner interests in EQM, (ii) incremental income tax expense as further discussed within Note 10, (iii) incremental selling, general and administrative expenses as the result of becoming a publicly traded partnership subsequent to its IPO that are separate from and in addition to those incurred by EQM and (iv) incremental interest expense incurred as a result of EQGP's working capital facility which EQGP entered into in connection with its IPO as further discussed within Note 8. Principles of Consolidation : The consolidated financial statements include the accounts of all entities in which EQGP holds a controlling financial interest. EQGP 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. EQGP applies the cost method of accounting where it is unable to exert significant influence over the entity. The consolidated financial statements reflect the historical results of businesses acquired through common control transactions, as reflected on a combined basis with EQM's historical financial statements. See Note 2. Transactions between EQGP and EQT or EQM 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 the chief operating decision maker in deciding how to allocate resources. EQGP's two segments are the same as those of EQM as EQGP does not have any operating activities separate from those of EQM. EQM reports its operations in two segments, which reflect its lines of business. Transmission and storage includes EQM’s FERC-regulated interstate pipeline and storage business. Gathering primarily includes high-pressure gathering lines and the FERC-regulated low pressure gathering system. The operating segments are evaluated on their contribution to EQM’s operating income. All of EQM's operating revenues, income from continuing operations and assets are generated or located in the United States. See Note 4. 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 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 EQM's management’s assessments, allowances for doubtful accounts of approximately $0.2 million and $0.3 million were provided at December 31, 2015 and 2014 , 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, the fair value of the debt is a Level 2 fair value measurement which is 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 8. The fair value of the Preferred Interest (as defined in Note 2) is a Level 3 fair value which is estimated using an income approach model utilizing a market-based discount rate and EQM's internally developed long-term assumptions for the underlying entity growth. See Note 6. 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 $64.9 million in 2015. EQM capitalized $3.1 million and $1.2 million of interest on unregulated assets under construction in 2015 and 2014, respectively. As of December 31, 2015 2014 (Thousands) Transmission and storage assets $ 1,247,970 $ 1,045,207 Accumulated depreciation (181,672 ) (159,583 ) Net transmission and storage assets 1,066,298 885,624 Gathering assets 980,997 776,596 Accumulated depreciation (77,302 ) (56,903 ) Net gathering assets 903,695 719,693 Net property, plant and equipment $ 1,969,993 $ 1,605,317 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, 2015 , 2014 and 2013 were approximately 2.3% , 2.5% and 2.1% , respectively. EQM estimates pipelines have useful lives ranging from 25 years to 65 years and compression equipment has useful lives ranging from 25 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 the 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 tariff. Imbalances as of December 31, 2015 and 2014 were $0.6 million and $2.0 million , respectively, and are included in other current assets and accrued liabilities, respectively, 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: EQM's transmission and storage system and its gathering system have indeterminate lives because they will operate for an indeterminate period when properly maintained. Any retirement obligations associated with such assets cannot be estimated. A liability for asset retirement obligations will be recorded only if and when a future retirement obligation with a determinable life exists and can be estimated. 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, base storage gas 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 12. 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 that is transported or gathered. Revenues associated with transported or gathered volumes under firm and interruptible contracts are recognized as physical deliveries of natural gas are made. Allowance for Funds Used During Construction (AFUDC): EQM capitalizes the carrying costs for the construction of certain regulated long-term assets and amortizes the costs over the life of the related assets. The calculated AFUDC includes capitalization of the cost of financing construction of assets subject to regulation by the FERC (the interest component). AFUDC also includes a designated cost of equity for financing the construction of these regulated assets (the equity component). The interest components of AFUDC for the years ended December 31, 2015 , 2014 and 2013 were $1.4 million , $0.7 million and $0.4 million , respectively, and were included as a reduction of interest expense in the statements of consolidated operations. The equity components of AFUDC for the years ended December 31, 2015 , 2014 and 2013 were $5.6 million , $2.2 million and $1.2 million , respectively, and were recorded in other income in the statements of consolidated operations. Equity-Based Compensation: In connection with EQGP's IPO, the Board of Directors of the EQGP General Partner adopted the EQT GP Services, LLC 2015 Long-Term Incentive Plan for employees of the EQGP General Partner and its affiliates, including EQT and EQM and directors of the EQGP General Partner. The plan permits the issuance of phantom units, performance awards, restricted units, distribution equivalent rights, market-priced options, unit appreciation rights, other equity-based awards and cash-based awards. The plan limits the number of common units that may be delivered pursuant to awards under the plan to 2,000,000 common units. See Note 9. 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 earned following the closing of the IPO was calculated based on the number of common units outstanding after the IPO date of May 15, 2015. See Note 3. Income Taxes: For the period prior to EQGP's IPO, EQGP's income was included as part of EQT's consolidated return for federal and state income tax purposes. Federal tax obligations of all EQT subsidiary companies are settled through EQT. The consolidated federal income tax of EQT is allocated among the group’s members on a separate return basis with tax credits allocated to the members generating the credits. As a result of its limited partnership structure following EQGP's IPO, EQGP is not subject to federal and state income taxes. In the second quarter of 2015, approximately $164.6 million of net current and deferred income taxes were eliminated through equity related to EQGP's IPO. Subsequent to May 15, 2015, for federal and state income tax purposes, all income, expenses, gains, losses and tax credits generated by EQGP will flow through to EQGP's unitholders, and accordingly, will not result in a provision for income taxes for EQGP. See Note 10. Noncontrolling Interests: Noncontrolling interests represent third party equity ownership in EQM and are presented as a component of equity and partners' capital in the accompanying consolidated balance sheets. In the consolidated statements of operations, noncontrolling interests reflect the allocation of earnings to third party investors in EQM. 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. ASU No. 2014-09 will supersede most of the existing revenue recognition requirements in GAAP when it becomes effective and is required to be adopted using one of two retrospective application methods. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers - Deferral of the Effective Date which approved a one year deferral of ASU 2014-09 for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early application is permitted as of the original effective date for annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. EQGP is currently evaluating the method of adoption and impact this standard will have on its financial statements and related disclosures. In February 2015, the FASB issued ASU No. 2015-02, Consolidation . The standard changes the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities. The ASU will be effective for annual reporting periods beginning after December 15, 2015, including interim periods therein. EQGP has evaluated this standard and determined the adoption of it will have no significant impact on reported results. In April 2015, the FASB issued ASU No. 2015-03, Interest - Imputation of Interest . The standard requires an entity to present the debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. EQGP has early adopted this standard which had no significant impact on reported results or disclosures. In April 2015, the FASB issued ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement . The ASU adds guidance that will help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement. EQGP has early adopted this standard which had no significant impact on reported results or disclosures. In April 2015, the FASB issued ASU No. 2015-06, Earnings Per Share (Topic 260): Effects on Historical Earnings per Unit of Master Limited Partnership Dropdown Transactions . The ASU applies to master limited partnerships that receive net assets through a dropdown transaction. EQGP has early adopted this standard which had no impact on reported results or disclosures. In August 2015, the FASB issued ASU No. 2015-15, Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements . This ASU clarified that the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. EQGP has early adopted this standard which had no significant impact on reported results or disclosures. Subsequent Events: EQGP has evaluated subsequent events through the date of the financial statement issuance. |
Acquisitions and Merger
Acquisitions and Merger | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Acquisitions and Merger | Acquisitions and Merger The following table presents EQM's acquisitions and merger transactions completed during the three years ended December 31, 2015. Acquisition Date Total Consideration Cash Common Units Issued to EQT GP Units Issued to EQT (Thousands, except unit amounts) Sunrise Merger (a) 7/22/13 $ 650,000 $ 617,500 479,184 267,942 Jupiter Acquisition (b) 5/7/14 1,180,000 1,121,000 516,050 262,828 NWV Gathering Acquisition (c) 3/17/15 925,683 873,183 511,973 178,816 MVP Interest Acquisition (d) 3/30/15 54,229 54,229 — — Preferred Interest Acquisition (e) 4/15/15 $ 124,317 $ 124,317 — — (a) 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. Upon closing, EQM paid EQT $507.5 million in cash and issued EQM common units and EQM general partner units to EQT. The cash portion of the purchase price was funded with the net proceeds from an equity offering of EQM common units. 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. (b) EQT contributed Jupiter natural gas gathering system (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. (c) 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. (d) EQM assumed 100% of the membership interests in MVP Holdco, LLC (MVP Holdco), the owner of the interest (the MVP Interest) in Mountain Valley Pipeline, LLC (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. (e) Pursuant to the NWV Gathering Acquisition contribution and sale agreement, EQM acquired a preferred interest (the Preferred Interest) from EQT in EQT Energy Supply, LLC (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. See Note 6. NWV Gathering, Jupiter and Sunrise were businesses and the NWV Gathering Acquisition, Jupiter Acquisition and Sunrise Merger were transactions between entities under common control; therefore, EQM recorded the assets and liabilities of NWV Gathering, Jupiter and Sunrise 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 NWV Gathering Acquisition, Jupiter Acquisition and Sunrise Merger 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 Sunrise Merger, EQM operated the Sunrise Pipeline 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 Sunrise were included in EQM’s historical consolidated financial statements and the Sunrise Pipeline was depreciated over the lease term of 15 years. Effective as of the closing of the Sunrise Merger on July 22, 2013, the lease agreement was terminated. As a result, EQM's recast of the consolidated financial statements for the Sunrise Merger included recasting depreciation expense recognized for the periods prior to the merger to reflect the pipeline’s useful life of 40 years . The decrease in depreciation expense and interest expense associated with the capital lease increased previously reported net income for the first six months of 2013. In addition, because the effect of the recast of the financial statements resulted in the elimination of the capital lease obligation from EQM to Sunrise, which was essentially equal to the carrying value of the net assets acquired with the Sunrise Merger, this portion of the consideration paid was recorded in financing activities in the statements of consolidated cash flows. |
Equity and Partners' Capital
Equity and Partners' Capital | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
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 of December 31, 2015 , EQT indirectly held 239,715,000 EQGP common units, representing a 90.1% limited partner interest, and the entire non-economic general partner interest, in EQGP. As of December 31, 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 The phantom units granted to the independent members of the Board of Directors of the EQGP General Partner will be paid in EQGP common units upon a director’s termination of service on the EQGP General Partner's Board of Directors. As there are no remaining service, performance or market conditions related to these awards, the weighted average phantom unit awards included in the calculations of both basic and diluted weighted average limited partner units outstanding was 2,928 for the year ended December 31, 2015 . Holdings of EQM Equity The following table summarizes EQM's public offerings of its common units during the three years ended December 31, 2015 . Common Units Issued (a) GP Units Issued (b) Price Per Unit Net Proceeds to EQM Underwriters' Discount and Other Offering Expenses (Thousands, except unit and per unit amounts) July 2013 equity offering (c) 12,650,000 — $ 43.50 $ 529,442 $ 20,833 May 2014 equity offering (d) 12,362,500 — 75.75 902,467 33,992 March 2015 equity offering (e) 9,487,500 25,255 76.00 696,582 24,468 $750 million At the Market (ATM) Program (f) 1,162,475 — 74.92 85,483 1,610 November 2015 equity offering (g) 5,650,000 — $ 71.80 $ 399,937 $ 5,733 (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 Sunrise Merger as described in Note 2. (d) 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. (e) The underwriters' exercised their option to purchase additional common units subsequent to the completion of the original offering; therefore, 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, which 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. In connection with this equity offering, EQGP recorded a $122.8 million gain to parent net investment, a decrease of $195.8 million to the non-controlling interests in consolidated subsidiaries capital account on the consolidated balance sheet and an increase to deferred tax liability of $73.0 million . (f) 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 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 this $750 million ATM Program, the EQM General Partner elected not to maintain its general partner ownership percentage. In connection with the issuances of EQM common units under the program, EQGP recorded an increase to partners' capital of $22 million with a corresponding decrease of $22 million to the non-controlling interests in consolidated subsidiaries capital account on the consolidated balance sheet. (g) EQM plans to use the net proceeds for general partnership purposes, including to fund a portion of EQM's anticipated transmission and gathering expansion in 2016 and to repay amounts outstanding under EQM's credit facility. In connection with EQM's November equity offering, EQGP recorded an increase to partners' capital of $92.7 million , with a corresponding decrease of $92.7 million to the non-controlling interests in consolidated subsidiaries capital account on the consolidated balance sheet. The gains to parent net investment and partners' capital, the decreases in non-controlling interests in consolidated subsidiaries capital and the increases in deferred tax liability on the consolidated balance sheet detailed above were non-cash and therefore had no impact on the statements of consolidated cash flows for the year ended December 31, 2015. The following table summarizes EQM's common, subordinated and general partner units issued and outstanding from January 1, 2013 through December 31, 2015 . Limited Partner Units General Common Subordinated Partner Units Total Balance at January 1, 2013 17,339,718 17,339,718 707,744 35,387,180 July 2013 equity offering 12,650,000 — — 12,650,000 Sunrise Merger consideration 479,184 — 267,942 747,126 Balance at December 31, 2013 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 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). In connection with this issuance, the EQM General Partner purchased 430 EQM general partner units to maintain its then 2.0% general partner ownership percentage. |
Financial Information by Busine
Financial Information by Business Segment | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Financial Information by Business Segment | Financial Information by Business Segment Years Ended December 31, 2015 2014 2013 (Thousands) Revenues from external customers (including affiliates): Transmission and storage $ 296,895 $ 254,820 $ 173,881 Gathering 317,239 221,727 180,120 Total $ 614,134 $ 476,547 $ 354,001 Operating income: Transmission and storage $ 203,159 $ 183,294 $ 124,950 Gathering 234,649 143,418 119,844 Headquarters (2,056 ) — — Total operating income $ 435,752 $ 326,712 $ 244,794 Reconciliation of operating income to net income: Equity income 2,367 — — Other income 5,639 2,349 1,242 Interest expense 45,664 30,856 1,672 Income tax expense 25,770 70,619 86,471 Net income $ 372,324 $ 227,586 $ 157,893 As of December 31, 2015 2014 2013 (Thousands) Segment assets: Transmission and storage $ 1,110,027 $ 928,864 $ 807,287 Gathering 963,877 765,090 526,290 Total operating segments 2,073,904 1,693,954 1,333,577 Headquarters, including cash 560,363 432,725 247,988 Total assets $ 2,634,267 $ 2,126,679 $ 1,581,565 Years Ended December 31, 2015 2014 2013 (Thousands) Depreciation and amortization: Transmission and storage $ 29,497 $ 26,792 $ 18,323 Gathering 22,143 19,262 12,583 Total $ 51,640 $ 46,054 $ 30,906 Expenditures for segment assets: Transmission and storage $ 168,873 $ 127,134 $ 77,989 Gathering 207,342 226,168 197,543 Total (a) $ 376,215 $ 353,302 $ 275,532 (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 $18.3 million , $51.1 million and $16.3 million at December 31, 2015 , 2014 and 2013 , respectively. Additionally, EQM capitalizes certain labor overhead costs which include a portion of non-cash equity-based compensation. These non-cash capital expenditures were less than $0.1 million and approximately $0.3 million for the years ended December 31, 2015 and 2014 , respectively. There were no amounts capitalized for the year ended December 31, 2013. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Affiliate Transactions. In the ordinary course of business, EQGP and EQM have transactions with EQT and its affiliates. EQM has various contracts with affiliates including, but not limited to, transportation service and precedent agreements, storage agreements and gas gathering agreements. EQM 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 the omnibus agreement described below. EQM is allocated the portion of operating and maintenance expense and selling, general and administrative expense incurred by EQT and EQT Gathering which is related to 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 13. EQGP Working Capital Facility: In connection with the closing of EQGP's IPO, EQGP entered into a Working Capital Loan Agreement with EQT (the Working Capital Facility). As of December 31, 2015 , EQGP had approximately $0.1 million outstanding under the Working Capital Facility which is included in due to related party on the consolidated balance sheet. See Note 8 for a discussion of EQGP's Working Capital Loan Agreement with EQT. EQGP Omnibus Agreement . EQGP entered into an EQGP omnibus agreement, by and among EQGP, the EQGP General Partner and EQT. Pursuant to the omnibus agreement, EQT agreed to provide EQGP with a license to use the name “EQT” and related marks in connection with EQGP’s business. The omnibus agreement also provides for certain indemnification and reimbursement obligations between EQT and EQGP. As of December 31, 2015 , EQGP reimbursed EQT approximately $2.1 million for obligations pursuant to the EQGP omnibus agreement. EQM 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 IPO and prior to the January 1, 2015 amendment, the expense associated with the EQT long-term incentive plan 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 9. The historical financial statements of NWV Gathering, Jupiter and Sunrise prior to acquisition also included long-term incentive compensation plan expense associated with the EQT long-term incentive plan. The following table summarizes reimbursement amounts between EQT and EQM under EQM's omnibus agreement with EQT: Years Ended December 31, 2015 2014 2013 (Thousands) EQM's reimbursements to EQT Operating and maintenance expense (a) $ 31,310 $ 21,999 $ 14,296 Selling, general and administrative expense (a) $ 46,149 $ 25,051 $ 18,322 EQM's reimbursements from EQT (b) Plugging and abandonment $ 26 $ 500 $ 566 Bare steel replacement 6,268 — 2,566 Other capital reimbursements $ 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 NWV Gathering Acquisition, Jupiter Acquisition and Sunrise Merger 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, 2015 2014 2013 (Thousands) EQM related party transactions Operating revenues (a) $ 447,587 $ 328,527 $ 310,245 Operating and maintenance expense (b) 33,091 28,688 21,931 Selling, general and administrative expense (b) 48,545 40,663 31,263 Equity income 2,367 — — Interest expense 23,225 19,888 843 Distributions to the EQM General Partner (c) 109,194 59,537 36,647 Capital contributions from EQT $ 7,492 $ 500 $ 3,132 EQGP related party transactions Selling, general and administrative expense $ 2,056 $ — $ — Interest expense 3 — — Distributions to EQT (post-IPO period) (d) 65,536 — — Net contributions from/(distributions to) EQT (pre-IPO period) (e) $ 260,386 $ (45,888 ) $ (71,495 ) (a) In December 2013, EQT completed the sale of Equitable Gas Company to PNG Companies LLC. For the year ended December 31, 2013 , Equitable Gas Company revenues reported as affiliate revenues were $37.6 million . (b) 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 NWV Gathering Acquisition, Jupiter Acquisition and Sunrise Merger as they represent the total amounts allocated to EQM by EQT for the periods presented. (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, 2015 , total distributions to the EQM General Partner included the cash distribution declared on January 21, 2016 to EQM's unitholders related to the fourth quarter of 2015 of $0.71 per common unit. (d) The distributions to EQT 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, 2015, total distributions to EQT included the cash distribution declared on January 21, 2016 to EQT related to the fourth quarter of $0.122 per common unit. (e) Net contributions from/(distributions to) EQT related to periods prior to the EQGP IPO for distributions and taxes payable settled with EQT. The following table summarizes related party balances: As of December 31, 2015 2014 (Thousands) EQM related party balances Accounts receivable – affiliate $ 77,925 $ 55,068 Due to related party 33,413 33,342 Investments in unconsolidated entities 201,342 — Capital lease obligation, including current portion $ 181,156 $ 147,588 EQGP related party balances Due to related party (a) $ 783 $ 376,589 (a) EQGP had an additional $0.8 million and $376.6 million due to related party for the years ended December 31, 2015 and 2014, respectively, when compared to EQM. Prior to the change in EQGP's tax status and for the pre-acquisition periods for acquisitions from EQT, the net receivable from or payable to EQT associated with current income taxes was settled as a contribution from or distribution to the parent through partners' capital. These amounts are included in net distributions to/contributions from EQT in the accompanying statements of consolidated equity and partners' capital. Due to related parties included amounts due to EQT associated with EQGP's current income taxes which amounted to $376.1 million for the year ended December 31, 2014 . Such amounts are included in the statements of consolidated cash flows as they are settled as a part of net distributions to/contributions from EQT. See also Note 2, Note 3, Note 6, Note 7, Note 8, Note 11 and Note 13 for further discussion of related party transactions. |
Investments in Unconsolidated E
Investments in Unconsolidated Entities | 12 Months Ended |
Dec. 31, 2015 | |
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 and October 2015, EQM sold 10% and 1% 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 was equal to the proportional amount of capital contributions made to the joint venture as of the date of the respective transactions and resulted in no gains or losses. As of December 31, 2015, EQM owned a 54% interest in the MVP Joint Venture. The following table presents EQM's interest in the MVP Joint Venture for the year ended December 31, 2015. MVP Joint Venture (Thousands) Balance at December 31, 2014 $ — Initial investment 54,229 Equity income (a) 2,367 Capital contributions 30,151 Sales of interests in the MVP Joint Venture (9,722 ) Balance at December 31, 2015 $ 77,025 (a) Equity income relates to EQM's interest in the MVP Joint Venture and represents EQM's portion of the MVP Joint Venture's AFUDC on construction of the MVP. The MVP Joint Venture has been determined to be a variable interest entity because the MVP Joint Venture has insufficient equity to finance activities during the construction stage of the 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 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, which is referred to as equity income on the statements of consolidated operations. On January 21, 2016 , an affiliate of Consolidated Edison, Inc. (ConEd) acquired a 12.5% interest in the MVP Joint Venture (ConEd Transaction), 8.5% of which was purchased from EQM. EQM received cash payments of $12.5 million which was equal to EQM's proportional capital contributions to the MVP Joint Venture through the date of the transaction. As of February 11, 2016, EQM owned a 45.5% interest in the MVP Joint Venture. ConEd has the right to terminate its purchase of the interest in the MVP Joint Venture and be reimbursed for the purchase price and all capital contributions it makes to the MVP Joint Venture for a period ending no later than December 31, 2016. As of December 31, 2015, EQM had issued a $108 million performance guarantee in favor of the MVP Joint Venture as performance assurances for MVP Holdco's obligations to fund its proportionate share of the construction budget for the MVP. As a result of the ConEd Transaction, the amount of the performance guarantee decreased to $91 million in January 2016. 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 any credit assurances issued by any affiliate of EQM under such affiliate's precedent agreement with the MVP Joint Venture. EQM's maximum financial statement exposure related to the MVP Joint Venture was approximately $185 million , which includes the investment balance of $77 million on the consolidated balance sheet as of December 31, 2015 and amounts which could have become due under the performance guarantee as of that date. Preferred Interest In the second quarter of 2015, EQM acquired a preferred interest in EES from EQT. EES was determined to be a variable interest entity because it has insufficient equity to finance its activities. EQM is not the primary beneficiary because it does not have the power to direct the activities of EES that most significantly impact its economic performance. The Preferred Interest was determined to be a cost method investment as EQM does not have the ability to exercise significant influence over operating and financial policies of EES and was recorded at historical cost. Dividends received from EES will be recorded as income. No dividends were received in 2015. As of December 31, 2015 , the carrying value and the fair value of the Preferred Interest were $124 million and $140 million , respectively. The carrying value represents EQM's maximum exposure to loss as of December 31, 2015 . The fair value was measured using Level 3 inputs as described in Note 1. |
Cash Distributions
Cash Distributions | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Cash Distributions | Cash Distributions The EQGP partnership agreement requires EQGP to distribute all of its available cash (as defined below in "EQGP Distributions - Available Cash " ) to EQGP unitholders within 55 days after the end of each quarter. The EQM partnership agreement requires EQM to distribute all of its available cash (as defined below in "EQM Distributions - EQM Available Cash " ) to EQM unitholders within 45 days after the end of each quarter. EQGP Distributions Available Cash For purposes of EQGP's partnership agreement, available cash generally means, for any quarter, all cash and cash equivalents on hand at the end of that quarter (including expected distributions from EQM in respect of such quarter): • less, the amount of cash reserves established by the EQGP General Partner to: ◦ satisfy general, administrative and other expenses and any debt service requirements; ◦ provide for the proper conduct of EQGP's business; ◦ permit the EQM General Partner to make capital contributions to EQM if EQGP chooses to maintain its general partner ownership percentage upon the issuance of additional partnership securities by EQM; ◦ comply with applicable law, any of EQGP's debt instruments or other agreements; or ◦ provide funds for distributions to EQGP unitholders for any one or more of the next four quarters. EQGP Partnership Interests in EQM All of EQGP’s cash flows are generated from the cash distributions EQGP receives from its partnership interests in EQM, which consist of the following as of December 31, 2015: • a 1.8% general partner interest in EQM; • all of the IDR's in EQM, which entitle EQGP to receive increasing percentages, up to the maximum increase of 48.0% , of any incremental cash distributed by EQM as certain target distribution levels are reached in any quarter; and • 21,811,643 EQM common units, representing a 27.6% limited partner interest in EQM. The right of the EQM General Partner to receive incentive distributions is contained in EQM's partnership agreement as described below under "EQM Distributions - Incentive Distribution Rights." EQM Distributions EQM Available Cash For purposes of EQM's partnership agreement, 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 and any cumulative arrearages on such common units for the current quarter); • 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. Incentive Distribution Rights 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 the minimum quarterly distribution; and • EQM has distributed available cash from operating surplus on outstanding common units in an amount necessary to eliminate any cumulative arrearages in payment of the 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. EQM and EQGP declared the following cash distributions to their respective unitholders for the periods presented: Quarters Ended EQM Total Quarterly Distribution per Common Unit EQM Total Quarterly Cash Distribution EQM Quarterly Distribution to Noncontrolling Interests EQGP Total Quarterly Distribution per Common Unit Date of Distribution (Thousands, except per unit amounts) 2013 March 31 $ 0.37 $ 13,093 $ 5,318 N/A May 2013 June 30 0.40 19,514 10,811 N/A August 2013 September 30 0.43 21,183 11,621 N/A November 2013 December 31 $ 0.46 $ 23,039 $ 12,432 N/A February 2014 2014 March 31 $ 0.49 $ 24,950 $ 13,241 N/A May 2014 June 30 0.52 34,100 20,482 N/A August 2014 September 30 0.55 37,539 21,664 N/A November 2014 December 31 $ 0.58 $ 41,180 $ 22,845 N/A February 2015 2015 March 31 $ 0.61 $ 52,222 $ 29,827 N/A May 2015 June 30 (a) 0.64 56,464 31,293 $0.04739 August 2015 September 30 0.675 62,396 33,790 0.104 November 2015 December 31 (b) $ 0.71 $ 72,575 $ 39,533 $0.122 February 2016 (a) The initial cash distribution to EQGP’s unitholders for the second quarter of 2015 of $0.04739 per common unit was pro-rated for the 47 days from the date of the closing of EQGP's IPO on May 15, 2015 to June 30, 2015. (b) On January 21, 2016 , the Board of Directors of the EQM General Partner declared a cash distribution to EQM's unitholders for the fourth quarter of 2015 of $0.71 per common unit. The cash distribution will be paid on February 12, 2016 to unitholders of record, including EQGP, at the close of business on February 1, 2016 . The aggregate cash distributions to EQGP will be approximately $33 million consisting of: $15.5 million related to its limited partner interest, $1.3 million related to its general partner interest and $16.2 million related to its IDRs in EQM. On January 21, 2016 , the Board of Directors of the EQGP General Partner declared a cash distribution to EQGP's unitholders for the fourth quarter of 2015 of $0.122 per common unit, or approximately $32.5 million . The distribution will be paid on February 22, 2016 to unitholders of record at the close of business on February 1, 2016 . |
Debt
Debt | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table presents EQGP's outstanding debt as of December 31, 2015 and EQM's outstanding debt as of December 31, 2015 and 2014 . December 31, 2015 December 31, 2014 Principal Carrying Value Fair Value (a) Principal Carrying Value Fair Value (a) (Thousands) EQGP Working Capital Facility $ 65 $ 65 $ 65 N/A N/A N/A EQM Credit Facility $ 299,000 $ 299,000 $ 299,000 $ — $ — $ — EQM 4.00% Senior Notes due 2024 $ 500,000 $ 493,401 $ 414,125 $ 500,000 $ 492,633 $ 495,685 (a) Fair value is measured using Level 1 inputs for the credit facility borrowings and EQGP's Working Capital Facility and Level 2 inputs for the long-term debt as described in Note 1. EQGP Working Capital Facility. On May 15, 2015, in connection with the closing of EQGP's IPO, EQGP entered into the Working Capital Facility which provides for interest bearing loans of up to $50 million outstanding at any one time and matures on the earlier of February 18, 2019 or at least 90 days after EQT gives notice of termination. The credit facility does not contain any covenants other than the obligation to pay accrued interest on outstanding borrowings. EQGP’s obligations under the revolving portion of the credit facility are unsecured. See Note 5. Amounts outstanding under the Working Capital Facility are included in due to related party on the consolidated balance sheets. During 2015, the maximum amount of EQGP’s outstanding short-term loans at any time was approximately $0.7 million , the average daily balance of short-term loans outstanding was approximately $0.3 million and interest was incurred on the Working Capital Facility at a weighted average annual interest rate of 1.7% . EQM Credit Facility . EQM has a $750 million credit facility that expires in February 2019. The credit facility is available to fund working capital requirements and capital expenditures, to purchase assets, to pay distributions, to repurchase units and for general partnership purposes. Subject to certain terms and conditions, the credit 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 credit 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 credit 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 credit facility are unsecured. During 2015 and 2014 , the maximum amount of EQM's outstanding credit facility borrowings at any time was $404 million and $450 million , respectively, the average daily balance of credit facility borrowings outstanding was approximately $261 million and $119 million , respectively, and interest was incurred on the credit facility borrowings at a weighted average annual interest rate of 1.7% for both periods. EQM did not have any credit facility borrowings outstanding at any time during the year ended December 31, 2013 . For the years ended December 31, 2015 , 2014 and 2013 , commitment fees of $1.2 million , $1.4 million and $0.9 million , respectively, were paid to maintain credit availability under EQM's credit facility. See Note 17 for EQM's repayment of the credit facility borrowings in February 2016. EQM’s credit 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 credit facility relate to maintenance of permitted leverage ratio, limitations on transactions with affiliates, limitations on restricted payments, insolvency events, nonpayment of scheduled principal or interest payments, acceleration of other financial obligations and change of control provisions. Under the credit 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). As of December 31, 2015 , EQM was in compliance with all credit facility provisions and covenants. EQM 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 (the 4.00% Senior Notes). Net proceeds from the offering were used to repay the outstanding borrowings under EQM’s credit 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. |
Equity-Based Compensation Plan
Equity-Based Compensation Plan | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity-Based Compensation Plan | Equity-Based Compensation Plan The EQGP General Partner has granted EQGP common unit-based phantom units that vested upon grant to the independent directors of the EQGP General Partner. The value of the phantom units will be paid in EQGP common units upon a director’s termination of service on the EQGP's General Partner’s Board of Directors. EQGP accounted for these awards as equity awards and as such recorded compensation expense for the fair value of the awards at the grant date fair value. A total of 2,928 independent director unit-based awards including accrued distributions were outstanding as of December 31, 2015 . The weighted average fair value of these grants, based on EQGP’s common unit price on the grant date, was $28.77 for the year ended December 31, 2015 . The EQM General Partner has granted EQM common unit-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 upon a 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 14,433 independent director unit-based awards, including accrued distributions, were outstanding as of December 31, 2015 . A total of 2,220 , 2,580 and 3,790 unit-based awards were granted to the independent directors during the years ended December 31, 2015 , 2014 and 2013 , respectively. The weighted average fair value of these grants, based on EQM’s common unit price on the grant date, was $88.00 , $58.79 and $37.92 for the years ended December 31, 2015 , 2014 and 2013 , respectively. EQGP or EQM common units to be delivered pursuant to vesting of the equity-based awards may be common units acquired by the EQGP General Partner or the EQM General Partner in the open market or from any other person, issued directly by EQGP or EQM or any combination of the foregoing. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Predecessor's financial statements for the period prior to EQGP's IPO include U.S. federal and state income tax as its income was included as part of EQT's consolidated return for federal and state income tax purposes. Federal tax obligations of all subsidiary companies are settled through EQT. The consolidated federal income tax is allocated among the group’s members on a separate return basis with tax credits allocated to the members generating the credits. As a result of its limited partnership structure following EQGP's IPO, EQGP is not subject to federal and state income taxes. In the second quarter of 2015, approximately $164.6 million of net current and deferred income taxes were eliminated through equity related to EQGP's IPO. Subsequent to May 15, 2015, for federal and state income tax purposes, all income, expenses, gains, losses and tax credits generated by EQGP will flow through to EQGP's unitholders, and accordingly, EQGP does not record a provision for income taxes. For the period prior to EQGP's IPO, EQGP estimated an annual effective tax rate based on projected results for the year and applied this rate to income before taxes to calculate income tax expense. All of EQM's earnings were included in EQGP's net income. However, EQGP was not required to record income tax expense with respect to the portion of EQM's earnings allocated to its noncontrolling public limited partners, which reduced EQGP's effective tax rate. The components of income tax expense for the years ended December 31, 2015 , 2014 and 2013 are as follows: Years Ended December 31, 2015 2014 2013 (Thousands) Current: Federal $ 194,566 $ 357,613 $ 211,421 State 16,660 30,495 27,147 Subtotal 211,226 388,108 238,568 Deferred: Federal (170,129 ) (297,865 ) (144,323 ) State (15,327 ) (19,624 ) (7,774 ) Subtotal (185,456 ) (317,489 ) (152,097 ) Total $ 25,770 $ 70,619 $ 86,471 Prior to the NWV Gathering Acquisition, Jupiter Acquisition and Sunrise Merger, tax obligations for NWV Gathering, Jupiter and Sunrise were the responsibility of EQT. 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. Income tax expense 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, 2015 2014 2013 (Thousands) Tax at statutory rate $ 139,333 $ 104,372 $ 85,527 Post IPO income not subject to income taxes (87,380 ) — — Noncontrolling partners' share of partnership earnings (27,051 ) (43,409 ) (16,535 ) State income taxes 867 10,010 16,528 Other 1 (354 ) 951 Income tax expense $ 25,770 $ 70,619 $ 86,471 Effective tax rate 6.5 % 23.7 % 35.4 % The decrease in income tax expense resulted primarily from the EQGP IPO in 2015 and the change in the tax status of NWV Gathering in 2015, Jupiter in 2014 and Sunrise in 2013. For the years ended December 31, 2014 and 2013, EQGP recognized 100% of the pre-tax income of EQM related to the noncontrolling public limited partners' share of partnership earnings but was not required to record an income tax provision with respect to the portion of EQM's earnings allocated to the noncontrolling public limited partners. EQM's earnings increased primarily due to the growth in the assets acquired as part of the Sunrise Merger in 2013 and the Jupiter Acquisition in 2014, each of which also resulted in increases in the noncontrolling public partners' share of partnership earnings as a result of the related EQM equity offerings. EQGP's historical uncertain tax positions were immaterial and were attributable to NWV Gathering for periods prior to the NWV Gathering Acquisition, Jupiter for periods prior to the Jupiter Acquisition and Sunrise for periods prior to the Sunrise Merger, as applicable. Additionally, EQT has indemnified EQM for these historical tax positions; therefore, EQGP 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, 2014 (Thousands) Deferred income taxes: Total deferred income tax assets $ 338,167 Total deferred income tax liabilities (78,583 ) Total net deferred income tax assets $ 259,584 Total deferred income tax assets/(liabilities): Investment in EQM and its affiliates $ 337,327 PP&E tax deductions in excess of book deductions (78,583 ) Other (reported as other current assets) 840 Total net deferred income tax assets $ 259,584 The deferred tax assets and liabilities associated with the NVW Gathering Acquisition were eliminated in the first quarter of 2015 and approximately $164.6 million of net current and deferred income taxes were eliminated through equity related to EQGP's IPO in the second quarter of 2015. 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, EQGP does not anticipate any future liabilities arising from the historical deferred tax liabilities. |
Lease Obligations
Lease Obligations | 12 Months Ended |
Dec. 31, 2015 | |
Leases [Abstract] | |
Lease Obligations | Lease Obligations On December 17, 2013, EQM entered into a lease with EQT for the AVC facilities with an initial term of 25 years. Under the lease, EQM operates the facilities as part of its transmission and storage system under the rates, terms and conditions of its FERC-approved tariff. The AVC facilities include an approximately 200 -mile pipeline that interconnects with EQM’s transmission and storage system and provided 450 MMcf per day of additional firm capacity to EQM’s system, four associated natural gas storage reservoirs with approximately 260 MMcf per day of peak withdrawal capacity and approximately 11 Bcf of working gas capacity as of December 31, 2015. The lease payment due each month is the lesser of the following alternatives: (1) a revenue-based payment reflecting the revenues generated by the operation of AVC minus the actual costs of operating AVC and (2) a payment based on depreciation expense and pre-tax return on invested capital for AVC. As a result, the payments to be made under the AVC lease will be variable. Any difference between the estimated minimum lease payments at inception of the lease and the actual lease payment is recorded to interest expense as contingent rent. Management determined that the AVC lease was a capital lease under GAAP. The gross capital lease assets and obligations recorded in 2013 were approximately $134.4 million . EQM expects modernization capital expenditures will be incurred primarily by EQT to upgrade the AVC assets. As the capital expenditures are incurred by EQT, EQM's capital lease assets and obligations will increase. In 2015 and 2014, modernization capital expenditures incurred by EQT were approximately $35.7 million and $9.2 million , respectively, which increased the capital lease assets and obligations. The following table summarizes amounts recorded related to the capital lease for the years ended December 31, 2015, 2014 and 2013: Years Ended December 31, 2015 2014 2013 (Thousands) Interest expense (including contingent rent of $7.5 million, $3.4 million and $0.2 million, respectively) (a) $ 23,225 $ 19,888 $ 843 Depreciation expense 8,734 5,735 443 Cash payments under the lease $ 25,366 $ 16,710 $ — (a) As a result of the variability in the payments under the lease, interest expense of approximately $5.7 million and $2.7 million , respectively, was unpaid and therefore increased the capital lease obligation for the years ended December 31, 2015 and 2014. The following table summarizes capital lease related balances on the consolidated balance sheets as of December 31, 2015 and 2014: As of December 31, 2015 2014 (Thousands) Gross capital lease assets $ 179,264 $ 143,556 Accumulated depreciation (14,912 ) (6,178 ) Net capital lease assets $ 164,352 $ 137,378 Capital lease obligations, current portion (a) $ 5,496 $ 3,760 Capital lease obligations, long-term portion $ 175,660 $ 143,828 (a) The current portion of the capital lease obligations is included in accrued liabilities on the consolidated balance sheets. The following table is a schedule of the estimated future minimum lease payments under the capital lease together with the present value of the net minimum lease payments as of December 31, 2015 : Year ending December 31, (Thousands) 2016 $ 20,220 2017 20,477 2018 20,214 2019 18,048 2020 17,783 Later years 286,976 Total minimum lease payments (a) 383,718 Less: Amount representing interest (b) (202,562 ) Present value of net minimum lease payments $ 181,156 (a) There were no amounts representing contingent rentals or executory costs (such as taxes, maintenance and insurance) included in the total minimum lease payments. (b) Amount necessary to reduce net minimum lease payments to the present value of the obligation at December 31, 2015 as the present value calculated at EQM’s incremental borrowing rate exceeded the fair value of the property at inception of the lease. |
Regulatory Assets and Liabiliti
Regulatory Assets and Liabilities | 12 Months Ended |
Dec. 31, 2015 | |
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, 2015 2014 (Thousands) Regulatory assets: Deferred taxes (a) $ 12,608 $ 13,378 Other recoverable costs (b) 309 1,654 Total regulatory assets $ 12,917 $ 15,032 Regulatory liabilities: On-going post-retirement benefits other than pensions (c) $ 5,596 $ 4,451 Other reimbursable costs (d) 866 2,091 Total regulatory liabilities $ 6,462 $ 6,542 (a) The 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) Regulatory assets associated with other recoverable costs primarily related to the recovery of storage base gas. (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, which could be subject to reimbursement to customers in the next rate case. (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, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Pension and Other Postretirement Benefit Plans | Pension and Other Postretirement Benefit Plans Neither EQGP nor EQM have employees. 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 financial statements. Equitrans’ retirees participate in a defined benefit pension plan sponsored by EQT. For the years ended December 31, 2015 , 2014 and 2013 , EQM reimbursed EQT approximately $0.4 million , $0.2 million and $0.3 million , respectively, for funding of this plan. For the years ended December 31, 2015 , 2014 and 2013 , EQM was allocated $0.5 million , $0.5 million and $0.1 million , respectively, of the expenses associated with the plan. EQT terminated the plan effective December 31, 2014 and expects to complete the termination process by the end of 2016. In connection with the termination, EQT will fully fund the defined benefit pension plan by purchasing one or more annuities for participants from an insurance company or other financial institution. EQM will reimburse EQT for its proportionate share of such funding based upon the proportion of the plan’s total liabilities allocable to Equitrans retirees. Such reimbursement, currently expected to be approximately $2.1 million , is not expected to significantly impact EQM's financial condition, results of operations, liquidity or ability to make distributions. EQM contributes to a defined contribution plan sponsored by EQT. The contribution amount is a percentage of allocated base salary. In 2015 , 2014 and 2013 , EQM was charged its contribution percentage through the EQT payroll and benefit costs discussed in Note 5. The individuals who operate EQM’s assets and Equitrans' retirees participate in certain other post-employment benefit plans sponsored by EQT. EQM was allocated $0.1 million and $0.2 million in 2014 and 2013 , respectively, of the expenses associated with these plans. There were no allocations in 2015. 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, 2015 , 2014 and 2013 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, 2015 | |
Risks and Uncertainties [Abstract] | |
Concentrations of Credit Risk | Concentrations of Credit Risk EQM's transmission and storage and gathering 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, 2015 , 2014 and 2013 , EQT accounted for approximately 73% , 69% and 88% , respectively, of EQM’s total revenues. Additionally for the years ended December 31, 2015 and 2014 , one other customer accounted for approximately 14% and 16% of EQM's total revenues, respectively. Other than EQT, no single customer accounted for more than 10% of EQM's total revenues in 2013. Approximately 42% and 41% of third party accounts receivable balances of $17.1 million and $16.5 million as of December 31, 2015 and 2014 , 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, 2015 , 2014 and 2013 . |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
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 to EQM unitholders, including EQGP. 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 to EQM unitholders, including EQGP. See Note 6 for discussion of the MVP Joint Venture guarantee. |
Interim Financial Information (
Interim Financial Information (Unaudited) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Interim Financial Information (Unaudited) | Interim Financial Information (Unaudited) The following table presents a summary of EQGP's operating results by quarter for the years ended December 31, 2015 and 2014 . Three Months Ended March 31 June 30 September 30 December 31 (Thousands, except per unit amounts) 2015 Operating revenues $ 154,811 $ 144,613 $ 148,789 $ 165,921 Operating income 112,752 100,358 102,577 120,065 Net income attributable to EQT GP Holdings, LP $ 33,934 $ 28,656 $ 38,136 $ 45,201 Net income per limited partner unit: (a) Basic and diluted N/A $ 0.08 $ 0.14 $ 0.17 2014 Operating revenues $ 107,908 $ 109,327 $ 120,922 $ 138,390 Operating income 72,617 72,400 81,866 99,829 Net income attributable to EQT GP Holdings, LP $ 29,879 $ 25,282 $ 25,134 $ 23,266 Net income per limited partner unit: Basic and diluted N/A N/A N/A N/A (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. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events See Note 6 for discussion of the ConEd Transaction. The $299 million of borrowings under EQM’s credit facility at December 31, 2015 were repaid on February 8, 2016. |
Summary of Operations and Sig25
Summary of Operations and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | EQGP has no independent operations or material assets other than its partnership interests in EQM. EQGP's financial statements differ from those of EQM primarily as a result of: (i) the presentation of noncontrolling interest ownership in EQM attributable to the publicly held limited partner interests in EQM, (ii) incremental income tax expense as further discussed within Note 10, (iii) incremental selling, general and administrative expenses as the result of becoming a publicly traded partnership subsequent to its IPO that are separate from and in addition to those incurred by EQM and (iv) incremental interest expense incurred as a result of EQGP's working capital facility which EQGP entered into in connection with its IPO as further discussed within Note 8. |
Principles of Consolidation | Principles of Consolidation : The consolidated financial statements include the accounts of all entities in which EQGP holds a controlling financial interest. EQGP 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. EQGP applies the cost method of accounting where it is unable to exert significant influence over the entity. The consolidated financial statements reflect the historical results of businesses acquired through common control transactions, as reflected on a combined basis with EQM's historical financial statements. See Note 2. Transactions between EQGP and EQT or EQM 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 the chief operating decision maker in deciding how to allocate resources. EQGP's two segments are the same as those of EQM as EQGP does not have any operating activities separate from those of EQM. EQM reports its operations in two segments, which reflect its lines of business. Transmission and storage includes EQM’s FERC-regulated interstate pipeline and storage business. Gathering primarily includes high-pressure gathering lines and the FERC-regulated low pressure gathering system. The operating segments are evaluated on their contribution to EQM’s operating income. All of EQM's operating revenues, income from continuing operations and assets are generated or located in the United States. See Note 4. |
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 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, the fair value of the debt is a Level 2 fair value measurement which is 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 8. The fair value of the Preferred Interest (as defined in Note 2) is a Level 3 fair value which is estimated using an income approach model utilizing a market-based discount rate and EQM's internally developed long-term assumptions for the underlying entity growth. See Note 6. |
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 $64.9 million in 2015. EQM capitalized $3.1 million and $1.2 million of interest on unregulated assets under construction in 2015 and 2014, respectively. As of December 31, 2015 2014 (Thousands) Transmission and storage assets $ 1,247,970 $ 1,045,207 Accumulated depreciation (181,672 ) (159,583 ) Net transmission and storage assets 1,066,298 885,624 Gathering assets 980,997 776,596 Accumulated depreciation (77,302 ) (56,903 ) Net gathering assets 903,695 719,693 Net property, plant and equipment $ 1,969,993 $ 1,605,317 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, 2015 , 2014 and 2013 were approximately 2.3% , 2.5% and 2.1% , respectively. EQM estimates pipelines have useful lives ranging from 25 years to 65 years and compression equipment has useful lives ranging from 25 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 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 the 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 tariff. Imbalances as of December 31, 2015 and 2014 were $0.6 million and $2.0 million , respectively, and are included in other current assets and accrued liabilities, respectively, 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: EQM's transmission and storage system and its gathering system have indeterminate lives because they will operate for an indeterminate period when properly maintained. Any retirement obligations associated with such assets cannot be estimated. A liability for asset retirement obligations will be recorded only if and when a future retirement obligation with a determinable life exists and can be estimated. |
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, base storage gas 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 12. |
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 that is transported or gathered. Revenues associated with transported or gathered volumes under firm and interruptible contracts are recognized as physical deliveries of natural gas are made. |
Allowance for Funds Used During Construction (AFUDC) | Allowance for Funds Used During Construction (AFUDC): EQM capitalizes the carrying costs for the construction of certain regulated long-term assets and amortizes the costs over the life of the related assets. The calculated AFUDC includes capitalization of the cost of financing construction of assets subject to regulation by the FERC (the interest component). AFUDC also includes a designated cost of equity for financing the construction of these regulated assets (the equity component). |
Equity-Based Compensation | Equity-Based Compensation: In connection with EQGP's IPO, the Board of Directors of the EQGP General Partner adopted the EQT GP Services, LLC 2015 Long-Term Incentive Plan for employees of the EQGP General Partner and its affiliates, including EQT and EQM and directors of the EQGP General Partner. The plan permits the issuance of phantom units, performance awards, restricted units, distribution equivalent rights, market-priced options, unit appreciation rights, other equity-based awards and cash-based awards. The plan limits the number of common units that may be delivered pursuant to awards under the plan to 2,000,000 common units. See Note 9. |
Net Income per Limited Partner Unit | 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 earned following the closing of the IPO was calculated based on the number of common units outstanding after the IPO date of May 15, 2015. See Note 3. |
Income Taxes | Income Taxes: For the period prior to EQGP's IPO, EQGP's income was included as part of EQT's consolidated return for federal and state income tax purposes. Federal tax obligations of all EQT subsidiary companies are settled through EQT. The consolidated federal income tax of EQT is allocated among the group’s members on a separate return basis with tax credits allocated to the members generating the credits. As a result of its limited partnership structure following EQGP's IPO, EQGP is not subject to federal and state income taxes. In the second quarter of 2015, approximately $164.6 million of net current and deferred income taxes were eliminated through equity related to EQGP's IPO. Subsequent to May 15, 2015, for federal and state income tax purposes, all income, expenses, gains, losses and tax credits generated by EQGP will flow through to EQGP's unitholders, and accordingly, will not result in a provision for income taxes for EQGP. See Note 10. |
Noncontrolling Interests | Noncontrolling Interests: Noncontrolling interests represent third party equity ownership in EQM and are presented as a component of equity and partners' capital in the accompanying consolidated balance sheets. In the consolidated statements of operations, noncontrolling interests reflect the allocation of earnings to third party investors in EQM. |
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. ASU No. 2014-09 will supersede most of the existing revenue recognition requirements in GAAP when it becomes effective and is required to be adopted using one of two retrospective application methods. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers - Deferral of the Effective Date which approved a one year deferral of ASU 2014-09 for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early application is permitted as of the original effective date for annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. EQGP is currently evaluating the method of adoption and impact this standard will have on its financial statements and related disclosures. In February 2015, the FASB issued ASU No. 2015-02, Consolidation . The standard changes the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities. The ASU will be effective for annual reporting periods beginning after December 15, 2015, including interim periods therein. EQGP has evaluated this standard and determined the adoption of it will have no significant impact on reported results. In April 2015, the FASB issued ASU No. 2015-03, Interest - Imputation of Interest . The standard requires an entity to present the debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. EQGP has early adopted this standard which had no significant impact on reported results or disclosures. In April 2015, the FASB issued ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement . The ASU adds guidance that will help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement. EQGP has early adopted this standard which had no significant impact on reported results or disclosures. In April 2015, the FASB issued ASU No. 2015-06, Earnings Per Share (Topic 260): Effects on Historical Earnings per Unit of Master Limited Partnership Dropdown Transactions . The ASU applies to master limited partnerships that receive net assets through a dropdown transaction. EQGP has early adopted this standard which had no impact on reported results or disclosures. In August 2015, the FASB issued ASU No. 2015-15, Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements . This ASU clarified that the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. EQGP has early adopted this standard which had no significant impact on reported results or disclosures. |
Subsequent Events | Subsequent Events: EQGP 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, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of property, plant and equipment | As of December 31, 2015 2014 (Thousands) Transmission and storage assets $ 1,247,970 $ 1,045,207 Accumulated depreciation (181,672 ) (159,583 ) Net transmission and storage assets 1,066,298 885,624 Gathering assets 980,997 776,596 Accumulated depreciation (77,302 ) (56,903 ) Net gathering assets 903,695 719,693 Net property, plant and equipment $ 1,969,993 $ 1,605,317 |
Acquisitions and Merger (Tables
Acquisitions and Merger (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Schedule of acquisition and merger | The following table presents EQM's acquisitions and merger transactions completed during the three years ended December 31, 2015. Acquisition Date Total Consideration Cash Common Units Issued to EQT GP Units Issued to EQT (Thousands, except unit amounts) Sunrise Merger (a) 7/22/13 $ 650,000 $ 617,500 479,184 267,942 Jupiter Acquisition (b) 5/7/14 1,180,000 1,121,000 516,050 262,828 NWV Gathering Acquisition (c) 3/17/15 925,683 873,183 511,973 178,816 MVP Interest Acquisition (d) 3/30/15 54,229 54,229 — — Preferred Interest Acquisition (e) 4/15/15 $ 124,317 $ 124,317 — — (a) 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. Upon closing, EQM paid EQT $507.5 million in cash and issued EQM common units and EQM general partner units to EQT. The cash portion of the purchase price was funded with the net proceeds from an equity offering of EQM common units. 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. (b) EQT contributed Jupiter natural gas gathering system (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. (c) 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. (d) EQM assumed 100% of the membership interests in MVP Holdco, LLC (MVP Holdco), the owner of the interest (the MVP Interest) in Mountain Valley Pipeline, LLC (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. (e) Pursuant to the NWV Gathering Acquisition contribution and sale agreement, EQM acquired a preferred interest (the Preferred Interest) from EQT in EQT Energy Supply, LLC (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. See Note 6. |
Equity and Partners' Capital (T
Equity and Partners' Capital (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
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, 2015 . Common Units Issued (a) GP Units Issued (b) Price Per Unit Net Proceeds to EQM Underwriters' Discount and Other Offering Expenses (Thousands, except unit and per unit amounts) July 2013 equity offering (c) 12,650,000 — $ 43.50 $ 529,442 $ 20,833 May 2014 equity offering (d) 12,362,500 — 75.75 902,467 33,992 March 2015 equity offering (e) 9,487,500 25,255 76.00 696,582 24,468 $750 million At the Market (ATM) Program (f) 1,162,475 — 74.92 85,483 1,610 November 2015 equity offering (g) 5,650,000 — $ 71.80 $ 399,937 $ 5,733 (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 Sunrise Merger as described in Note 2. (d) 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. (e) The underwriters' exercised their option to purchase additional common units subsequent to the completion of the original offering; therefore, 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, which 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. In connection with this equity offering, EQGP recorded a $122.8 million gain to parent net investment, a decrease of $195.8 million to the non-controlling interests in consolidated subsidiaries capital account on the consolidated balance sheet and an increase to deferred tax liability of $73.0 million . (f) 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 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 this $750 million ATM Program, the EQM General Partner elected not to maintain its general partner ownership percentage. In connection with the issuances of EQM common units under the program, EQGP recorded an increase to partners' capital of $22 million with a corresponding decrease of $22 million to the non-controlling interests in consolidated subsidiaries capital account on the consolidated balance sheet. (g) EQM plans to use the net proceeds for general partnership purposes, including to fund a portion of EQM's anticipated transmission and gathering expansion in 2016 and to repay amounts outstanding under EQM's credit facility. In connection with EQM's November equity offering, EQGP recorded an increase to partners' capital of $92.7 million , with a corresponding decrease of $92.7 million to the non-controlling interests in consolidated subsidiaries capital account on the consolidated balance sheet. The gains to parent net investment and partners' capital, the decreases in non-controlling interests in consolidated subsidiaries capital and the increases in deferred tax liability on the consolidated balance sheet detailed above were non-cash and therefore had no impact on the statements of consolidated cash flows for the year ended December 31, 2015. |
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, 2013 through December 31, 2015 . Limited Partner Units General Common Subordinated Partner Units Total Balance at January 1, 2013 17,339,718 17,339,718 707,744 35,387,180 July 2013 equity offering 12,650,000 — — 12,650,000 Sunrise Merger consideration 479,184 — 267,942 747,126 Balance at December 31, 2013 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 |
Financial Information by Busi29
Financial Information by Business Segment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Schedule of revenue from external customers (including affiliates), operating income and reconciliation of operating income to net income | Years Ended December 31, 2015 2014 2013 (Thousands) Revenues from external customers (including affiliates): Transmission and storage $ 296,895 $ 254,820 $ 173,881 Gathering 317,239 221,727 180,120 Total $ 614,134 $ 476,547 $ 354,001 Operating income: Transmission and storage $ 203,159 $ 183,294 $ 124,950 Gathering 234,649 143,418 119,844 Headquarters (2,056 ) — — Total operating income $ 435,752 $ 326,712 $ 244,794 Reconciliation of operating income to net income: Equity income 2,367 — — Other income 5,639 2,349 1,242 Interest expense 45,664 30,856 1,672 Income tax expense 25,770 70,619 86,471 Net income $ 372,324 $ 227,586 $ 157,893 |
Schedule of segment assets | As of December 31, 2015 2014 2013 (Thousands) Segment assets: Transmission and storage $ 1,110,027 $ 928,864 $ 807,287 Gathering 963,877 765,090 526,290 Total operating segments 2,073,904 1,693,954 1,333,577 Headquarters, including cash 560,363 432,725 247,988 Total assets $ 2,634,267 $ 2,126,679 $ 1,581,565 |
Schedule of depreciation, amortization and expenditures for segment assets | Years Ended December 31, 2015 2014 2013 (Thousands) Depreciation and amortization: Transmission and storage $ 29,497 $ 26,792 $ 18,323 Gathering 22,143 19,262 12,583 Total $ 51,640 $ 46,054 $ 30,906 Expenditures for segment assets: Transmission and storage $ 168,873 $ 127,134 $ 77,989 Gathering 207,342 226,168 197,543 Total (a) $ 376,215 $ 353,302 $ 275,532 (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 $18.3 million , $51.1 million and $16.3 million at December 31, 2015 , 2014 and 2013 , respectively. Additionally, EQM capitalizes certain labor overhead costs which include a portion of non-cash equity-based compensation. These non-cash capital expenditures were less than $0.1 million and approximately $0.3 million for the years ended December 31, 2015 and 2014 , respectively. There were no amounts capitalized for the year ended December 31, 2013. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Summary of affiliate transactions | The following table summarizes reimbursement amounts between EQT and EQM under EQM's omnibus agreement with EQT: Years Ended December 31, 2015 2014 2013 (Thousands) EQM's reimbursements to EQT Operating and maintenance expense (a) $ 31,310 $ 21,999 $ 14,296 Selling, general and administrative expense (a) $ 46,149 $ 25,051 $ 18,322 EQM's reimbursements from EQT (b) Plugging and abandonment $ 26 $ 500 $ 566 Bare steel replacement 6,268 — 2,566 Other capital reimbursements $ 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 NWV Gathering Acquisition, Jupiter Acquisition and Sunrise Merger as these amounts do not represent reimbursements pursuant to the omnibus agreement. (b) These reimbursements were recorded as capital contributions from EQT. The following table summarizes related party transactions: Years Ended December 31, 2015 2014 2013 (Thousands) EQM related party transactions Operating revenues (a) $ 447,587 $ 328,527 $ 310,245 Operating and maintenance expense (b) 33,091 28,688 21,931 Selling, general and administrative expense (b) 48,545 40,663 31,263 Equity income 2,367 — — Interest expense 23,225 19,888 843 Distributions to the EQM General Partner (c) 109,194 59,537 36,647 Capital contributions from EQT $ 7,492 $ 500 $ 3,132 EQGP related party transactions Selling, general and administrative expense $ 2,056 $ — $ — Interest expense 3 — — Distributions to EQT (post-IPO period) (d) 65,536 — — Net contributions from/(distributions to) EQT (pre-IPO period) (e) $ 260,386 $ (45,888 ) $ (71,495 ) (a) In December 2013, EQT completed the sale of Equitable Gas Company to PNG Companies LLC. For the year ended December 31, 2013 , Equitable Gas Company revenues reported as affiliate revenues were $37.6 million . (b) 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 NWV Gathering Acquisition, Jupiter Acquisition and Sunrise Merger as they represent the total amounts allocated to EQM by EQT for the periods presented. (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, 2015 , total distributions to the EQM General Partner included the cash distribution declared on January 21, 2016 to EQM's unitholders related to the fourth quarter of 2015 of $0.71 per common unit. (d) The distributions to EQT 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, 2015, total distributions to EQT included the cash distribution declared on January 21, 2016 to EQT related to the fourth quarter of $0.122 per common unit. (e) Net contributions from/(distributions to) EQT related to periods prior to the EQGP IPO for distributions and taxes payable settled with EQT. The following table summarizes related party balances: As of December 31, 2015 2014 (Thousands) EQM related party balances Accounts receivable – affiliate $ 77,925 $ 55,068 Due to related party 33,413 33,342 Investments in unconsolidated entities 201,342 — Capital lease obligation, including current portion $ 181,156 $ 147,588 EQGP related party balances Due to related party (a) $ 783 $ 376,589 (a) EQGP had an additional $0.8 million and $376.6 million due to related party for the years ended December 31, 2015 and 2014, respectively, when compared to EQM. Prior to the change in EQGP's tax status and for the pre-acquisition periods for acquisitions from EQT, the net receivable from or payable to EQT associated with current income taxes was settled as a contribution from or distribution to the parent through partners' capital. These amounts are included in net distributions to/contributions from EQT in the accompanying statements of consolidated equity and partners' capital. Due to related parties included amounts due to EQT associated with EQGP's current income taxes which amounted to $376.1 million for the year ended December 31, 2014 . Such amounts are included in the statements of consolidated cash flows as they are settled as a part of net distributions to/contributions from EQT. |
Investments in Unconsolidated31
Investments in Unconsolidated Entities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of interest in joint venture | The following table presents EQM's interest in the MVP Joint Venture for the year ended December 31, 2015. MVP Joint Venture (Thousands) Balance at December 31, 2014 $ — Initial investment 54,229 Equity income (a) 2,367 Capital contributions 30,151 Sales of interests in the MVP Joint Venture (9,722 ) Balance at December 31, 2015 $ 77,025 (a) Equity income relates to EQM's interest in the MVP Joint Venture and represents EQM's portion of the MVP Joint Venture's AFUDC on construction of the MVP. |
Cash Distributions (Tables)
Cash Distributions (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Schedule of cash distributions to unitholders | EQM and EQGP declared the following cash distributions to their respective unitholders for the periods presented: Quarters Ended EQM Total Quarterly Distribution per Common Unit EQM Total Quarterly Cash Distribution EQM Quarterly Distribution to Noncontrolling Interests EQGP Total Quarterly Distribution per Common Unit Date of Distribution (Thousands, except per unit amounts) 2013 March 31 $ 0.37 $ 13,093 $ 5,318 N/A May 2013 June 30 0.40 19,514 10,811 N/A August 2013 September 30 0.43 21,183 11,621 N/A November 2013 December 31 $ 0.46 $ 23,039 $ 12,432 N/A February 2014 2014 March 31 $ 0.49 $ 24,950 $ 13,241 N/A May 2014 June 30 0.52 34,100 20,482 N/A August 2014 September 30 0.55 37,539 21,664 N/A November 2014 December 31 $ 0.58 $ 41,180 $ 22,845 N/A February 2015 2015 March 31 $ 0.61 $ 52,222 $ 29,827 N/A May 2015 June 30 (a) 0.64 56,464 31,293 $0.04739 August 2015 September 30 0.675 62,396 33,790 0.104 November 2015 December 31 (b) $ 0.71 $ 72,575 $ 39,533 $0.122 February 2016 (a) The initial cash distribution to EQGP’s unitholders for the second quarter of 2015 of $0.04739 per common unit was pro-rated for the 47 days from the date of the closing of EQGP's IPO on May 15, 2015 to June 30, 2015. (b) On January 21, 2016 , the Board of Directors of the EQM General Partner declared a cash distribution to EQM's unitholders for the fourth quarter of 2015 of $0.71 per common unit. The cash distribution will be paid on February 12, 2016 to unitholders of record, including EQGP, at the close of business on February 1, 2016 . The aggregate cash distributions to EQGP will be approximately $33 million consisting of: $15.5 million related to its limited partner interest, $1.3 million related to its general partner interest and $16.2 million related to its IDRs in EQM. 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% |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of outstanding debt | The following table presents EQGP's outstanding debt as of December 31, 2015 and EQM's outstanding debt as of December 31, 2015 and 2014 . December 31, 2015 December 31, 2014 Principal Carrying Value Fair Value (a) Principal Carrying Value Fair Value (a) (Thousands) EQGP Working Capital Facility $ 65 $ 65 $ 65 N/A N/A N/A EQM Credit Facility $ 299,000 $ 299,000 $ 299,000 $ — $ — $ — EQM 4.00% Senior Notes due 2024 $ 500,000 $ 493,401 $ 414,125 $ 500,000 $ 492,633 $ 495,685 (a) Fair value is measured using Level 1 inputs for the credit facility borrowings and EQGP's Working Capital Facility and Level 2 inputs for the long-term debt as described in Note 1. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of components of income tax expense | The components of income tax expense for the years ended December 31, 2015 , 2014 and 2013 are as follows: Years Ended December 31, 2015 2014 2013 (Thousands) Current: Federal $ 194,566 $ 357,613 $ 211,421 State 16,660 30,495 27,147 Subtotal 211,226 388,108 238,568 Deferred: Federal (170,129 ) (297,865 ) (144,323 ) State (15,327 ) (19,624 ) (7,774 ) Subtotal (185,456 ) (317,489 ) (152,097 ) Total $ 25,770 $ 70,619 $ 86,471 |
Schedule of income tax expense | Income tax expense 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, 2015 2014 2013 (Thousands) Tax at statutory rate $ 139,333 $ 104,372 $ 85,527 Post IPO income not subject to income taxes (87,380 ) — — Noncontrolling partners' share of partnership earnings (27,051 ) (43,409 ) (16,535 ) State income taxes 867 10,010 16,528 Other 1 (354 ) 951 Income tax expense $ 25,770 $ 70,619 $ 86,471 Effective tax rate 6.5 % 23.7 % 35.4 % |
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, 2014 (Thousands) Deferred income taxes: Total deferred income tax assets $ 338,167 Total deferred income tax liabilities (78,583 ) Total net deferred income tax assets $ 259,584 Total deferred income tax assets/(liabilities): Investment in EQM and its affiliates $ 337,327 PP&E tax deductions in excess of book deductions (78,583 ) Other (reported as other current assets) 840 Total net deferred income tax assets $ 259,584 |
Lease Obligations (Tables)
Lease Obligations (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Leases [Abstract] | |
Schedule of amount related to capital lease | The following table summarizes amounts recorded related to the capital lease for the years ended December 31, 2015, 2014 and 2013: Years Ended December 31, 2015 2014 2013 (Thousands) Interest expense (including contingent rent of $7.5 million, $3.4 million and $0.2 million, respectively) (a) $ 23,225 $ 19,888 $ 843 Depreciation expense 8,734 5,735 443 Cash payments under the lease $ 25,366 $ 16,710 $ — (a) As a result of the variability in the payments under the lease, interest expense of approximately $5.7 million and $2.7 million , respectively, was unpaid and therefore increased the capital lease obligation for the years ended December 31, 2015 and 2014. The following table summarizes capital lease related balances on the consolidated balance sheets as of December 31, 2015 and 2014: As of December 31, 2015 2014 (Thousands) Gross capital lease assets $ 179,264 $ 143,556 Accumulated depreciation (14,912 ) (6,178 ) Net capital lease assets $ 164,352 $ 137,378 Capital lease obligations, current portion (a) $ 5,496 $ 3,760 Capital lease obligations, long-term portion $ 175,660 $ 143,828 (a) The current portion of the capital lease obligations is included in accrued liabilities on the consolidated balance sheets. |
Schedule of the estimated future minimum lease payments under capital leases together with the present value of the net minimum lease payments | The following table is a schedule of the estimated future minimum lease payments under the capital lease together with the present value of the net minimum lease payments as of December 31, 2015 : Year ending December 31, (Thousands) 2016 $ 20,220 2017 20,477 2018 20,214 2019 18,048 2020 17,783 Later years 286,976 Total minimum lease payments (a) 383,718 Less: Amount representing interest (b) (202,562 ) Present value of net minimum lease payments $ 181,156 (a) There were no amounts representing contingent rentals or executory costs (such as taxes, maintenance and insurance) included in the total minimum lease payments. (b) Amount necessary to reduce net minimum lease payments to the present value of the obligation at December 31, 2015 as the present value calculated at EQM’s incremental borrowing rate exceeded the fair value of the property at inception of the lease. |
Regulatory Assets and Liabili36
Regulatory Assets and Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
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, 2015 2014 (Thousands) Regulatory assets: Deferred taxes (a) $ 12,608 $ 13,378 Other recoverable costs (b) 309 1,654 Total regulatory assets $ 12,917 $ 15,032 Regulatory liabilities: On-going post-retirement benefits other than pensions (c) $ 5,596 $ 4,451 Other reimbursable costs (d) 866 2,091 Total regulatory liabilities $ 6,462 $ 6,542 (a) The 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) Regulatory assets associated with other recoverable costs primarily related to the recovery of storage base gas. (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, which could be subject to reimbursement to customers in the next rate case. (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, 2015 2014 (Thousands) Regulatory assets: Deferred taxes (a) $ 12,608 $ 13,378 Other recoverable costs (b) 309 1,654 Total regulatory assets $ 12,917 $ 15,032 Regulatory liabilities: On-going post-retirement benefits other than pensions (c) $ 5,596 $ 4,451 Other reimbursable costs (d) 866 2,091 Total regulatory liabilities $ 6,462 $ 6,542 (a) The 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) Regulatory assets associated with other recoverable costs primarily related to the recovery of storage base gas. (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, which could be subject to reimbursement to customers in the next rate case. (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 Information37
Interim Financial Information (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Interim Financial Information (Unaudited) | The following table presents a summary of EQGP's operating results by quarter for the years ended December 31, 2015 and 2014 . Three Months Ended March 31 June 30 September 30 December 31 (Thousands, except per unit amounts) 2015 Operating revenues $ 154,811 $ 144,613 $ 148,789 $ 165,921 Operating income 112,752 100,358 102,577 120,065 Net income attributable to EQT GP Holdings, LP $ 33,934 $ 28,656 $ 38,136 $ 45,201 Net income per limited partner unit: (a) Basic and diluted N/A $ 0.08 $ 0.14 $ 0.17 2014 Operating revenues $ 107,908 $ 109,327 $ 120,922 $ 138,390 Operating income 72,617 72,400 81,866 99,829 Net income attributable to EQT GP Holdings, LP $ 29,879 $ 25,282 $ 25,134 $ 23,266 Net income per limited partner unit: Basic and diluted N/A N/A N/A N/A (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 |
Summary of Operations and Sig38
Summary of Operations and Significant Accounting Policies - Organization and Basis of Presentation (Details) - $ / shares | May. 15, 2015 | Nov. 30, 2015 | Mar. 31, 2015 | Feb. 28, 2015 | May. 31, 2014 | Jul. 31, 2013 | Jun. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 |
Limited Partners' Capital Account [Line Items] | |||||||||
Common units outstanding (in shares) | 266,165,000 | 0 | |||||||
General partner interest (as a percent) | 2.00% | 2.00% | 2.00% | ||||||
Percentage of outstanding limited liability company interest | 100.00% | ||||||||
EQM | |||||||||
Limited Partners' Capital Account [Line Items] | |||||||||
Partner units (in shares) | 5,650,000 | 9,512,755 | 12,362,500 | 12,650,000 | |||||
Limited Partner | |||||||||
Limited Partners' Capital Account [Line Items] | |||||||||
Partner units (in shares) | 26,450,000 | ||||||||
Price per common unit (in shares) | $ 27 | ||||||||
Common units outstanding (in shares) | 26,450,000 | ||||||||
Limited partner interest (as a percent) | 9.90% | ||||||||
Limited Partner | EQM | |||||||||
Limited Partners' Capital Account [Line Items] | |||||||||
Partner units (in shares) | 5,650,000 | 9,487,500 | 12,362,500 | 12,650,000 | |||||
Common units outstanding (in shares) | 21,811,643 | ||||||||
Limited partner interest (as a percent) | 27.60% | ||||||||
Limited Partner | Over-Allotment Option | |||||||||
Limited Partners' Capital Account [Line Items] | |||||||||
Partner units (in shares) | 3,450,000 | ||||||||
General Partner | |||||||||
Limited Partners' Capital Account [Line Items] | |||||||||
Percentage of incremental cash distributed | 48.00% | ||||||||
General Partner | EQM | |||||||||
Limited Partners' Capital Account [Line Items] | |||||||||
Partner units (in shares) | 0 | 25,255 | 0 | 0 | |||||
General partner units (in shares) | 1,443,015 | ||||||||
General partner interest (as a percent) | 1.80% |
Summary of Operations and Sig39
Summary of Operations and Significant Accounting Policies - Nature of Business (Details) | Dec. 17, 2013Bcf | Dec. 31, 2015Bcf / dMMcf / dnatural_gas_storage_reservoircompressor_stationprimary_assetcountyinterstate_pipelinemi |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Number of counties | county | 22 | |
Number of primary assets | primary_asset | 2 | |
Business Acquisition [Line Items] | ||
Working gas capacity of associated natural gas storage reservoirs (in Bcf) | Bcf | 11 | |
Transmission and Storage System | ||
Business Acquisition [Line Items] | ||
Length of pipeline (in miles) | mi | 700 | |
Number of interstate pipeline | interstate_pipeline | 5 | |
Number of associated natural gas storage reservoirs | natural_gas_storage_reservoir | 14 | |
Peak withdrawal capability per day of associated natural gas storage reservoirs (in MMcf per day) | MMcf / d | 400 | |
Working gas capacity of associated natural gas storage reservoirs (in Bcf) | Bcf / d | 32 | |
Number of compressor units | compressor_station | 27 | |
Throughput capacity (in Bcf per day) | Bcf / d | 3.1 | |
Gathering System | ||
Business Acquisition [Line Items] | ||
Length of pipeline (in miles) | mi | 1,500 | |
Length of high pressure gathering lines (in miles) | mi | 185 | |
Total Firm gathering capacity (in Bcf per day) | Bcf / d | 1.4 |
Summary of Operations and Sig40
Summary of Operations and Significant Accounting Policies - Significant Accounting Policies (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015USD ($)segmentshares | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Jun. 30, 2015USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Number of segments | segment | 2 | |||
Maturity period | 3 months | |||
Allowances for doubtful accounts | $ 238 | $ 260 | ||
Internal costs capitalized | $ 64,900 | |||
Property, Plant and Equipment [Line Items] | ||||
Overall rate of depreciation | 2.30% | 2.50% | 2.10% | |
Imbalances | $ 600 | $ 2,000 | ||
Number of common units that may be delivered pursuant to awards | shares | 2,000,000 | |||
Net current and deferred income taxes | $ 164,600 | |||
Interest Expense | ||||
Property, Plant and Equipment [Line Items] | ||||
AFUDC applicable to interest cost | $ 1,400 | 700 | $ 400 | |
Other Income | ||||
Property, Plant and Equipment [Line Items] | ||||
AFUDC applicable to equity funds | $ 5,600 | 2,200 | $ 1,200 | |
Pipelines | ||||
Property, Plant and Equipment [Line Items] | ||||
Pipeline's useful life | 40 years | |||
Minimum | Pipelines | ||||
Property, Plant and Equipment [Line Items] | ||||
Pipeline's useful life | 25 years | |||
Minimum | Compression Equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Pipeline's useful life | 25 years | |||
Maximum | Pipelines | ||||
Property, Plant and Equipment [Line Items] | ||||
Pipeline's useful life | 65 years | |||
Maximum | Compression Equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Pipeline's useful life | 50 years | |||
Gathering | ||||
Property, Plant and Equipment [Line Items] | ||||
Interest costs capitalized | $ 3,100 | $ 1,200 |
Summary of Operations and Sig41
Summary of Operations and Significant Accounting Policies - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment | [1] | $ 2,228,967 | $ 1,821,803 |
Accumulated depreciation | [1] | (258,974) | (216,486) |
Net property, plant and equipment | [1] | 1,969,993 | 1,605,317 |
Transmission and storage | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment | 1,247,970 | 1,045,207 | |
Accumulated depreciation | (181,672) | (159,583) | |
Net property, plant and equipment | 1,066,298 | 885,624 | |
Gathering | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment | 980,997 | 776,596 | |
Accumulated depreciation | (77,302) | (56,903) | |
Net property, plant and equipment | $ 903,695 | $ 719,693 | |
[1] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |
Acquisitions and Merger - Sched
Acquisitions and Merger - Schedule of Acquisition and Merger (Details) - USD ($) $ in Thousands | Apr. 15, 2015 | Mar. 30, 2015 | Mar. 17, 2015 | May. 07, 2014 | Jul. 22, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Business Acquisition [Line Items] | |||||||||
Cash | [1] | $ 74,658 | $ 0 | $ 0 | |||||
Sunrise Merger | |||||||||
Business Acquisition [Line Items] | |||||||||
Total Consideration | $ 650,000 | ||||||||
Cash | $ 617,500 | ||||||||
Sunrise Merger | Common Units Issued to EQT | |||||||||
Business Acquisition [Line Items] | |||||||||
Units issued (in shares) | 479,184 | ||||||||
Sunrise Merger | GP Units Issued to EQT | |||||||||
Business Acquisition [Line Items] | |||||||||
Units issued (in shares) | 267,942 | ||||||||
Jupiter Acquisition | |||||||||
Business Acquisition [Line Items] | |||||||||
Total Consideration | $ 1,180,000 | ||||||||
Cash | $ 1,121,000 | ||||||||
Jupiter Acquisition | Common Units Issued to EQT | |||||||||
Business Acquisition [Line Items] | |||||||||
Units issued (in shares) | 516,050 | ||||||||
Jupiter Acquisition | GP Units Issued to EQT | |||||||||
Business Acquisition [Line Items] | |||||||||
Units issued (in shares) | 262,828 | ||||||||
NWV Gathering Acquisition | |||||||||
Business Acquisition [Line Items] | |||||||||
Total Consideration | $ 925,683 | ||||||||
Cash | $ 873,183 | ||||||||
NWV Gathering Acquisition | Common Units Issued to EQT | |||||||||
Business Acquisition [Line Items] | |||||||||
Units issued (in shares) | 511,973 | ||||||||
NWV Gathering Acquisition | GP Units Issued to EQT | |||||||||
Business Acquisition [Line Items] | |||||||||
Units issued (in shares) | 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 (in shares) | 0 | ||||||||
MVP Interest Acquisition | GP Units Issued to EQT | |||||||||
Business Acquisition [Line Items] | |||||||||
Units issued (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 (in shares) | 0 | ||||||||
Preferred Interest Acquisition | GP Units Issued to EQT | |||||||||
Business Acquisition [Line Items] | |||||||||
Units issued (in shares) | 0 | ||||||||
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |
Acquisitions and Merger - Narra
Acquisitions and Merger - Narrative (Details) - USD ($) $ in Thousands | Mar. 30, 2015 | Jul. 22, 2013 | Jan. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Jupiter Acquisition and Sunrise Merger | |||||||
Cash payment | [1] | $ 74,658 | $ 0 | $ 0 | |||
Pipelines | |||||||
Jupiter Acquisition and Sunrise Merger | |||||||
Lease term | 15 years | ||||||
Pipeline's useful life | 40 years | ||||||
Sunrise Merger | |||||||
Jupiter Acquisition and Sunrise Merger | |||||||
Cash payment | $ 617,500 | ||||||
Term of the transportation precedent agreement | 20 years | ||||||
MVP Interest Acquisition | |||||||
Jupiter Acquisition and Sunrise Merger | |||||||
Membership interest | 100.00% | ||||||
EQT | |||||||
Jupiter Acquisition and Sunrise Merger | |||||||
Cash payment | $ 507,500 | ||||||
Additional cash consideration | $ 110,000 | ||||||
MVP Holdco | |||||||
Jupiter Acquisition and Sunrise Merger | |||||||
Membership interest | 100.00% | ||||||
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |
Equity and Partners' Capital -
Equity and Partners' Capital - Narrative (Details) | May. 15, 2015shares | Feb. 17, 2015 | Nov. 30, 2015USD ($)shares | Mar. 31, 2015USD ($)shares | Feb. 28, 2015shares | May. 31, 2014shares | Jul. 31, 2013shares | Sep. 30, 2015USD ($) | Jun. 30, 2015 | Dec. 31, 2015USD ($)shares | Dec. 31, 2014shares | Dec. 31, 2013shares | Dec. 31, 2012shares |
Limited Partners' Capital Account [Line Items] | |||||||||||||
Common units held (in shares) | 266,165,000 | 0 | |||||||||||
General partner interest (as a percent) | 2.00% | 2.00% | 2.00% | ||||||||||
Increase to deferred tax liability | $ | $ 73,000,000 | ||||||||||||
Aggregate offering price (up to) | $ | $ 750,000,000 | ||||||||||||
Commissions | $ | 900,000 | ||||||||||||
EQM | |||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||
Partner units (in shares) | 5,650,000 | 9,512,755 | 12,362,500 | 12,650,000 | |||||||||
Subordinated units issued (in shares) | 78,963,196 | 61,925,684 | 48,784,306 | 35,387,180 | |||||||||
Subordinated units, convertible, conversion, ratio | 1 | ||||||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 21,493 | ||||||||||||
EQM | Phantom Units | |||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||
Weighted average limited partner units outstanding | 14,433 | ||||||||||||
Limited Partner | |||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||
Partner units (in shares) | 26,450,000 | ||||||||||||
Common units held (in shares) | 26,450,000 | ||||||||||||
Limited partner interest (as a percent) | 9.90% | ||||||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 21,063 | ||||||||||||
Limited Partner | Phantom Units | |||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||
Weighted average limited partner units outstanding | 2,928 | ||||||||||||
Limited Partner | EQT | |||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||
Common units held (in shares) | 239,715,000 | ||||||||||||
Limited partner interest (as a percent) | 90.10% | ||||||||||||
Limited Partner | EQM | |||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||
Partner units (in shares) | 5,650,000 | 9,487,500 | 12,362,500 | 12,650,000 | |||||||||
Common units held (in shares) | 21,811,643 | ||||||||||||
Limited partner interest (as a percent) | 27.60% | ||||||||||||
Subordinated units issued (in shares) | 77,520,181 | 43,347,452 | 30,468,902 | 17,339,718 | |||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 21,063 | ||||||||||||
General Partner | |||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||
Purchase amount of general partner units | $ | $ 1,900,000 | ||||||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 430 | ||||||||||||
General Partner | EQM | |||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||
Partner units (in shares) | 0 | 25,255 | 0 | 0 | |||||||||
General partner interest (as a percent) | 1.80% | ||||||||||||
Subordinated units issued (in shares) | 1,443,015 | 1,238,514 | 975,686 | 707,744 | |||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 430 | ||||||||||||
General partner units (in shares) | 1,443,015 | ||||||||||||
Common Units | |||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||
Increase (decrease) in additional paid in capital, change in subsidiary ownership | $ | $ 92,700,000 | $ 122,800,000 | $ 22,000,000 | ||||||||||
Noncontrolling Interest | |||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||
Increase (decrease) in additional paid in capital, change in subsidiary ownership | $ | $ (92,700,000) | $ (195,800,000) | $ (22,000,000) | ||||||||||
Subordinated Units | EQM | |||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||
Partner units (in shares) | 0 | 0 | 0 | 0 | |||||||||
Subordinated units issued (in shares) | 0 | 17,339,718 | 17,339,718 | 17,339,718 | |||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 0 |
Equity and Partners' Capital 45
Equity and Partners' Capital - Schedule of Public Offerings of Common Units (Details) - USD ($) | May. 15, 2015 | Nov. 30, 2015 | Mar. 31, 2015 | May. 31, 2014 | Jul. 31, 2013 | Sep. 30, 2015 | Dec. 31, 2015 |
Limited Partners' Capital Account [Line Items] | |||||||
At the market program | $ 750,000,000 | ||||||
Common Units Issued | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Units Issued (in shares) | 26,450,000 | ||||||
EQM | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Units Issued (in shares) | 5,650,000 | 9,512,755 | 12,362,500 | 12,650,000 | |||
Units Issued (ATM) (in shares) | 1,162,475 | ||||||
Price Per Unit (in dollars per share) | $ 71.80 | $ 76 | $ 75.75 | $ 43.50 | $ 74.92 | ||
Net Proceeds to EQM | $ 399,937,000 | $ 696,582,000 | $ 902,467,000 | $ 529,442,000 | $ 85,483,000 | ||
Underwriters' Discount and Other Offering Expenses | $ 5,733,000 | $ 24,468,000 | $ 33,992,000 | $ 20,833,000 | $ 1,610,000 | ||
EQM | Common Units Issued | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Units Issued (in shares) | 5,650,000 | 9,487,500 | 12,362,500 | 12,650,000 | |||
Units Issued (ATM) (in shares) | 1,162,475 | ||||||
EQM | GP Units Issued | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Units Issued (in shares) | 0 | 25,255 | 0 | 0 | |||
Units Issued (ATM) (in shares) | 0 |
Equity and Partners' Capital 46
Equity and Partners' Capital - Schedule of Common, Subordinated and General Partner Units Issued (Details) - USD ($) | May. 15, 2015 | Mar. 17, 2015 | May. 07, 2014 | Jul. 22, 2013 | Nov. 30, 2015 | Mar. 31, 2015 | Feb. 28, 2015 | May. 31, 2014 | Jul. 31, 2013 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
At the market program | $ 750,000,000 | ||||||||||||
Limited Partner Units Common | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Equity offering (in shares) | 26,450,000 | ||||||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 21,063 | ||||||||||||
General Partner | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 430 | ||||||||||||
General Partner | Sunrise Merger consideration | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Acquisition consideration (in shares) | 267,942 | ||||||||||||
General Partner | Jupiter Acquisition consideration | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Acquisition consideration (in shares) | 262,828 | ||||||||||||
General Partner | NWV Gathering Acquisition consideration | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Acquisition consideration (in shares) | 178,816 | ||||||||||||
EQM | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Beginning Balance (in shares) | 61,925,684 | 48,784,306 | 35,387,180 | ||||||||||
Equity offering (in shares) | 5,650,000 | 9,512,755 | 12,362,500 | 12,650,000 | |||||||||
Conversion of subordinated units to common units (in shares) | 0 | ||||||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 21,493 | ||||||||||||
Common units issued (in shares) | 1,162,475 | ||||||||||||
Ending Balance (in shares) | 78,963,196 | 61,925,684 | 48,784,306 | ||||||||||
EQM | Sunrise Merger consideration | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Acquisition consideration (in shares) | 747,126 | ||||||||||||
EQM | Jupiter Acquisition consideration | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Acquisition consideration (in shares) | 778,878 | ||||||||||||
EQM | NWV Gathering Acquisition consideration | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Acquisition consideration (in shares) | 690,789 | ||||||||||||
EQM | Limited Partner Units Common | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Beginning Balance (in shares) | 43,347,452 | 30,468,902 | 17,339,718 | ||||||||||
Equity offering (in shares) | 5,650,000 | 9,487,500 | 12,362,500 | 12,650,000 | |||||||||
Conversion of subordinated units to common units (in shares) | 17,339,718 | ||||||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 21,063 | ||||||||||||
Common units issued (in shares) | 1,162,475 | ||||||||||||
Ending Balance (in shares) | 77,520,181 | 43,347,452 | 30,468,902 | ||||||||||
EQM | Limited Partner Units Common | Sunrise Merger consideration | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Acquisition consideration (in shares) | 479,184 | ||||||||||||
EQM | Limited Partner Units Common | Jupiter Acquisition consideration | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Acquisition consideration (in shares) | 516,050 | ||||||||||||
EQM | Limited Partner Units Common | NWV Gathering Acquisition consideration | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Acquisition consideration (in shares) | 511,973 | ||||||||||||
EQM | Limited Partner Subordinated | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Beginning Balance (in shares) | 17,339,718 | 17,339,718 | 17,339,718 | ||||||||||
Equity offering (in shares) | 0 | 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 | ||||||||||||
Common units issued (in shares) | 0 | ||||||||||||
Ending Balance (in shares) | 0 | 17,339,718 | 17,339,718 | ||||||||||
EQM | Limited Partner Subordinated | Sunrise Merger consideration | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Acquisition consideration (in shares) | 0 | ||||||||||||
EQM | Limited Partner Subordinated | Jupiter Acquisition consideration | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Acquisition consideration (in shares) | 0 | ||||||||||||
EQM | Limited Partner Subordinated | NWV Gathering Acquisition consideration | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Acquisition consideration (in shares) | 0 | ||||||||||||
EQM | General Partner | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Beginning Balance (in shares) | 1,238,514 | 975,686 | 707,744 | ||||||||||
Equity offering (in shares) | 0 | 25,255 | 0 | 0 | |||||||||
Conversion of subordinated units to common units (in shares) | 0 | ||||||||||||
Common units issued under 2014 EQM VDA issuance (in shares) | 430 | ||||||||||||
Common units issued (in shares) | 0 | ||||||||||||
Ending Balance (in shares) | 1,443,015 | 1,238,514 | 975,686 | ||||||||||
EQM | General Partner | Sunrise Merger consideration | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Acquisition consideration (in shares) | 267,942 | ||||||||||||
EQM | General Partner | Jupiter Acquisition consideration | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Acquisition consideration (in shares) | 262,828 | ||||||||||||
EQM | General Partner | NWV Gathering Acquisition consideration | |||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||
Acquisition consideration (in shares) | 178,816 |
Financial Information by Busi47
Financial Information by Business Segment - Schedule of Revenues, Operating Income and Reconciliation of Operating Income to Net Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |||||
Revenues from external customers (including affiliates): | |||||||||||||||
Total | $ 165,921 | $ 148,789 | $ 144,613 | $ 154,811 | $ 138,390 | $ 120,922 | $ 109,327 | $ 107,908 | $ 614,134 | [1],[2] | $ 476,547 | [1],[2] | $ 354,001 | [1],[2] | |
Operating income: | |||||||||||||||
Total operating income | $ 120,065 | $ 102,577 | $ 100,358 | $ 112,752 | $ 99,829 | $ 81,866 | $ 72,400 | $ 72,617 | 435,752 | [1] | 326,712 | [1] | 244,794 | [1] | |
Reconciliation of operating income to net income: | |||||||||||||||
Equity income | [3] | 2,367 | 0 | [1],[4] | 0 | [1],[4] | |||||||||
Other income | [1] | 5,639 | 2,349 | 1,242 | |||||||||||
Interest expense | [1],[5] | 45,664 | 30,856 | 1,672 | |||||||||||
Income tax expense | [1] | 25,770 | 70,619 | 86,471 | |||||||||||
Net income | [1],[3],[6] | 372,324 | 227,586 | 157,893 | |||||||||||
Transmission and storage | Operating Segments | |||||||||||||||
Revenues from external customers (including affiliates): | |||||||||||||||
Total | 296,895 | 254,820 | 173,881 | ||||||||||||
Operating income: | |||||||||||||||
Total operating income | 203,159 | 183,294 | 124,950 | ||||||||||||
Gathering | Operating Segments | |||||||||||||||
Revenues from external customers (including affiliates): | |||||||||||||||
Total | 317,239 | 221,727 | 180,120 | ||||||||||||
Operating income: | |||||||||||||||
Total operating income | 234,649 | 143,418 | 119,844 | ||||||||||||
Headquarters | Operating Segments | |||||||||||||||
Operating income: | |||||||||||||||
Total operating income | $ (2,056) | $ 0 | $ 0 | ||||||||||||
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). See Note 2. | ||||||||||||||
[2] | Operating revenues included affiliate revenues from EQT Corporation and subsidiaries (collectively, EQT) of $447.6 million, $328.5 million and $310.2 million for the years ended December 31, 2015, 2014 and 2013, respectively. In December 2013, EQT completed the sale of Equitable Gas Company, LLC (Equitable Gas Company) to PNG Companies LLC. As a result, revenues from Equitable Gas Company were reported as third party revenues starting in 2014. For the year ended December 31, 2013, Equitable Gas Company revenues reported as affiliate revenues were $37.6 million. See Note 5. | ||||||||||||||
[3] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. | ||||||||||||||
[4] | Equity income relates to EQM's interest in Mountain Valley Pipeline, LLC, which is a related party. | ||||||||||||||
[5] | Interest expense for the years ended December 31, 2015, 2014 and 2013 included $23.2 million, $19.9 million and $0.8 million, respectively, related to interest on a capital lease with an affiliate. See Note 11. | ||||||||||||||
[6] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |
Financial Information by Busi48
Financial Information by Business Segment - Schedule of Segment Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Segment assets: | |||||
Total assets | $ 2,634,267 | [1] | $ 2,126,679 | [1] | $ 1,581,565 |
Total operating segments | |||||
Segment assets: | |||||
Total assets | 2,073,904 | 1,693,954 | 1,333,577 | ||
Headquarters, including cash | |||||
Segment assets: | |||||
Total assets | 560,363 | 432,725 | 247,988 | ||
Transmission and storage | Total operating segments | |||||
Segment assets: | |||||
Total assets | 1,110,027 | 928,864 | 807,287 | ||
Gathering | Total operating segments | |||||
Segment assets: | |||||
Total assets | $ 963,877 | $ 765,090 | $ 526,290 | ||
[1] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |
Financial Information by Busi49
Financial Information by Business Segment - Schedule of Depreciation, Amortization and Expenditures for Segment Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Depreciation and amortization: | ||||
Total | [1],[2] | $ 51,640 | $ 46,054 | $ 30,906 |
Expenditures for segment assets: | ||||
Total | 376,215 | 353,302 | 275,532 | |
Transmission and storage | ||||
Depreciation and amortization: | ||||
Total | 29,497 | 26,792 | 18,323 | |
Expenditures for segment assets: | ||||
Total | 168,873 | 127,134 | 77,989 | |
Gathering | ||||
Depreciation and amortization: | ||||
Total | 22,143 | 19,262 | 12,583 | |
Expenditures for segment assets: | ||||
Total | $ 207,342 | $ 226,168 | $ 197,543 | |
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. | |||
[2] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). See Note 2. |
Financial Information by Busi50
Financial Information by Business Segment - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting [Abstract] | |||
Accrued capital expenditures | $ 18,300,000 | $ 51,100,000 | $ 16,300,000 |
Segment Reporting Information [Line Items] | |||
Amounts capitalized | $ 0 | ||
Performance Shares | EQM VDA | |||
Segment Reporting Information [Line Items] | |||
Non-cash capital expenditures | $ 100,000 | $ 300,000 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - USD ($) | Jan. 21, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Related Party Transactions | |||||||||||||||||
Selling, general and administrative expense | [1],[2] | $ 58,481,000 | $ 48,505,000 | $ 35,574,000 | |||||||||||||
Affiliate revenues | 37,600,000 | ||||||||||||||||
Cah distribution declared per common unit (in dollars per share) | $ 0.122 | $ 0.104 | $ 0.04739 | ||||||||||||||
Amount due to related parties | [3] | $ 34,196,000 | $ 409,931,000 | 34,196,000 | 409,931,000 | ||||||||||||
Subsequent Event | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Cah distribution declared per common unit (in dollars per share) | $ 0.122 | ||||||||||||||||
EQM | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Cah distribution declared per common unit (in dollars per share) | $ 0.675 | $ 0.64 | $ 0.61 | $ 0.58 | $ 0.55 | $ 0.52 | $ 0.49 | $ 0.46 | $ 0.43 | $ 0.4 | $ 0.37 | ||||||
EQM | Subsequent Event | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Cah distribution declared per common unit (in dollars per share) | $ 0.71 | ||||||||||||||||
EQGP and its Subsidiaries | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Selling, general and administrative expense | 2,056,000 | 0 | $ 0 | ||||||||||||||
EQGP | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Amount due to related parties | 783,000 | $ 376,589,000 | 783,000 | 376,589,000 | |||||||||||||
EQT | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Amount due to related parties | $ 376,100,000 | $ 376,100,000 | |||||||||||||||
EQGP Working Capital Facility | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Outstanding amount under working capital facility | $ 65,000 | $ 65,000 | |||||||||||||||
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). See Note 2. | ||||||||||||||||
[2] | Operating and maintenance expense included charges from EQT of $33.1 million, $28.7 million and $21.9 million for the years ended December 31, 2015, 2014 and 2013, respectively. Selling, general and administrative expense included charges from EQT of $50.6 million, $40.7 million and $31.3 million for the years ended December 31, 2015, 2014 and 2013, respectively. See Note 5. | ||||||||||||||||
[3] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Reimbursement (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
EQM's reimbursements to EQT | ||||
Operating and maintenance expense | [1],[2] | $ 68,261 | $ 55,276 | $ 42,727 |
Selling, general and administrative expense | [1],[2] | 58,481 | 48,505 | 35,574 |
Omnibus Agreement | EQT | ||||
EQM's reimbursements to EQT | ||||
Operating and maintenance expense | 31,310 | 21,999 | 14,296 | |
Selling, general and administrative expense | 46,149 | 25,051 | 18,322 | |
EQM's reimbursements from EQT | ||||
Plugging and abandonment | 26 | 500 | 566 | |
Bare steel replacement | 6,268 | 0 | 2,566 | |
Other capital reimbursements | $ 1,198 | $ 0 | $ 0 | |
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). See Note 2. | |||
[2] | Operating and maintenance expense included charges from EQT of $33.1 million, $28.7 million and $21.9 million for the years ended December 31, 2015, 2014 and 2013, respectively. Selling, general and administrative expense included charges from EQT of $50.6 million, $40.7 million and $31.3 million for the years ended December 31, 2015, 2014 and 2013, respectively. See Note 5. |
Related Party Transactions - Su
Related Party Transactions - Summary of Related Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||||
Related Party Transaction [Line Items] | ||||||
Operating revenues | $ 447,600 | $ 328,500 | $ 310,200 | |||
Operating and maintenance expense | [1],[2] | 68,261 | 55,276 | 42,727 | ||
Selling, general and administrative expense | [1],[2] | 58,481 | 48,505 | 35,574 | ||
Equity income | [3] | 2,367 | 0 | [1],[4] | 0 | [1],[4] |
Interest expense | 23,225 | 19,888 | ||||
Capital contributions from EQT | [5] | 7,492 | 500 | 3,132 | ||
EQM related party transactions | ||||||
Related Party Transaction [Line Items] | ||||||
Operating revenues | 447,587 | 328,527 | 310,245 | |||
Operating and maintenance expense | 33,091 | 28,688 | 21,931 | |||
Selling, general and administrative expense | 48,545 | 40,663 | 31,263 | |||
Equity income | 2,367 | |||||
Interest expense | 23,225 | 843 | ||||
Distributions to the EQM General Partner | 109,194 | 59,537 | 36,647 | |||
Capital contributions from EQT | 7,492 | 500 | 3,132 | |||
EQGP related party transactions | ||||||
Related Party Transaction [Line Items] | ||||||
Selling, general and administrative expense | 2,056 | 0 | 0 | |||
Interest expense | 3 | 0 | 0 | |||
Distributions to the EQM General Partner | 65,536 | 0 | 0 | |||
Net contributions from/(distributions to) EQT (pre-IPO period) | $ 260,386 | $ (45,888) | $ (71,495) | |||
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). See Note 2. | |||||
[2] | Operating and maintenance expense included charges from EQT of $33.1 million, $28.7 million and $21.9 million for the years ended December 31, 2015, 2014 and 2013, respectively. Selling, general and administrative expense included charges from EQT of $50.6 million, $40.7 million and $31.3 million for the years ended December 31, 2015, 2014 and 2013, respectively. See Note 5. | |||||
[3] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. | |||||
[4] | Equity income relates to EQM's interest in Mountain Valley Pipeline, LLC, which is a related party. | |||||
[5] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |
Related Party Transactions - 54
Related Party Transactions - Summary of Related Party Balances (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | |||
Accounts receivable – affiliate | [1] | $ 77,925 | $ 55,068 |
Due to related party | [1] | 34,196 | 409,931 |
Investments in unconsolidated entities | [1] | 201,342 | 0 |
EQM related party balances | |||
Related Party Transaction [Line Items] | |||
Accounts receivable – affiliate | 77,925 | 55,068 | |
Due to related party | 33,413 | 33,342 | |
Investments in unconsolidated entities | 201,342 | 0 | |
Capital lease obligation, including current portion | 181,156 | 147,588 | |
EQGP related party balances | |||
Related Party Transaction [Line Items] | |||
Due to related party | $ 783 | $ 376,589 | |
[1] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |
Investments in Unconsolidated55
Investments in Unconsolidated Entities - Narrative (Details) | Jan. 21, 2016USD ($) | Mar. 30, 2015USD ($)mi | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Feb. 11, 2016 | Oct. 31, 2015 | Apr. 30, 2015 | |
Schedule of Equity Method Investments [Line Items] | |||||||||
Amount paid for acquisition | [1] | $ 74,658,000 | $ 0 | $ 0 | |||||
MVP Joint Venture | Beneficial Owner | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership interest (as a percent) | 66.67% | ||||||||
EQM | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Issuance of performance guarantee | $ 108,000,000 | ||||||||
EQM | MVP | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Length of natural gas interstate pipeline (in miles) | mi | 300 | ||||||||
Variable Interest Entity, Not Primary Beneficiary | MVP Joint Venture | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Investment balance | 77,025,000 | $ 0 | |||||||
Variable Interest Entity, Not Primary Beneficiary | EQM | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Carrying value of preferred interest | 124,000,000 | ||||||||
Fair value of preferred interest | $ 140,000,000 | ||||||||
Variable Interest Entity, Not Primary Beneficiary | EQM | MVP Joint Venture | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Percentage of remaining obligations | 33.00% | ||||||||
Variable Interest Entity, Not Primary Beneficiary | EQM | MVP Joint Venture | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Initial investment | $ 54,200,000 | ||||||||
Ownership interest sold | 1.00% | 10.00% | |||||||
Ownership interest (as a percent) | 54.00% | ||||||||
Performance guarantee | $ 91,000,000 | ||||||||
Maximum financial exposure | 185,000,000 | ||||||||
Investment balance | $ 77,000,000 | ||||||||
Variable Interest Entity, Not Primary Beneficiary | EQM | MVP Joint Venture | Subsequent Event | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership interest (as a percent) | 45.50% | ||||||||
Variable Interest Entity, Not Primary Beneficiary | Affiliate of Consolidated Edison, Inc. | MVP Joint Venture | Subsequent Event | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Percentage of acquired interest | 12.50% | ||||||||
Decrease in ownership interest (as a percent) | 8.50% | ||||||||
Amount paid for acquisition | $ 12,500,000 | ||||||||
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |
Investments in Unconsolidated56
Investments in Unconsolidated Entities - Schedule of Interest in Joint Venture (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | [2],[3] | |||
Equity Method Investment, Financial Statement, Reported Amounts [Roll Forward] | ||||||
Equity income | [1] | $ 2,367 | $ 0 | [2],[3] | $ 0 | |
Variable Interest Entity, Not Primary Beneficiary | MVP Joint Venture | ||||||
Equity Method Investment, Financial Statement, Reported Amounts [Roll Forward] | ||||||
Beginning Balance | 0 | |||||
Equity income | 2,367 | |||||
Capital contributions | 30,151 | |||||
Sales of interests in the MVP Joint Venture | (9,722) | |||||
Ending Balance | $ 77,025 | $ 0 | ||||
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. | |||||
[2] | Equity income relates to EQM's interest in Mountain Valley Pipeline, LLC, which is a related party. | |||||
[3] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). See Note 2. |
Cash Distributions - Narrative
Cash Distributions - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 21, 2016 | Mar. 31, 2015 | Feb. 28, 2015 | Jun. 30, 2015 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Jun. 30, 2015 | Dec. 31, 2015 |
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Period of cash distribution | 55 days | |||||||||||||||||
General partner interest (as a percent) | 2.00% | 2.00% | 2.00% | |||||||||||||||
Limited partner units (in shares) | 266,165,000 | 0 | 266,165,000 | |||||||||||||||
Cah distribution declared per common unit (in dollars per share) | $ 0.122 | $ 0.104 | $ 0.04739 | |||||||||||||||
Pro-rated period | 47 days | |||||||||||||||||
Subsequent Event | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Cah distribution declared per common unit (in dollars per share) | $ 0.122 | |||||||||||||||||
Cash distribution declared | $ 32,500 | |||||||||||||||||
Limited Partner | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Limited partner units (in shares) | 26,450,000 | 26,450,000 | ||||||||||||||||
Limited partner interest (as a percent) | 9.90% | |||||||||||||||||
General Partner | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Increasing percentage 3 | 48.00% | |||||||||||||||||
Increasing percentage 1 | 13.00% | |||||||||||||||||
Increasing percentage 2 | 23.00% | |||||||||||||||||
EQM | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Period of cash distribution | 45 days | |||||||||||||||||
Cah distribution declared per common unit (in dollars per share) | $ 0.675 | $ 0.64 | $ 0.61 | $ 0.58 | $ 0.55 | $ 0.52 | $ 0.49 | $ 0.46 | $ 0.43 | $ 0.4 | $ 0.37 | |||||||
Cash distribution declared | $ 72,575 | $ 62,396 | $ 56,464 | $ 52,222 | $ 41,180 | $ 37,539 | $ 34,100 | $ 24,950 | $ 23,039 | $ 21,183 | $ 19,514 | $ 13,093 | ||||||
EQM | Subsequent Event | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Cah distribution declared per common unit (in dollars per share) | $ 0.71 | |||||||||||||||||
Cash distribution declared | $ 33,000 | |||||||||||||||||
Cash distribution declared relating to incentive distribution rights | 16,200 | |||||||||||||||||
EQM | Limited Partner | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Limited partner units (in shares) | 21,811,643 | 21,811,643 | ||||||||||||||||
Limited partner interest (as a percent) | 27.60% | |||||||||||||||||
EQM | Limited Partner | Subsequent Event | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Cash distribution declared | 15,500 | |||||||||||||||||
EQM | General Partner | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
General partner interest (as a percent) | 1.80% | |||||||||||||||||
EQM | General Partner | Subsequent Event | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Cash distribution declared | $ 1,300 | |||||||||||||||||
EQM | EQM Common Units | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Limited partner units (in shares) | 21,811,643 | 21,811,643 |
Cash Distributions - Schedule o
Cash Distributions - Schedule of Additional Available Cash from Operating Surplus (Details) | 12 Months Ended |
Dec. 31, 2015$ / shares | |
Distribution Made to Limited Partner [Line Items] | |
Total Quarterly Distribution per Unit Target Amount Minimum Quarterly Distribution (in dollars per share) | $ 0.35 |
Unitholders | |
Distribution Made to Limited Partner [Line Items] | |
Marginal Percentage Interest in Distributions Minimum Quarterly Distribution (as a percent) | 98.20% |
Marginal Percentage Interest in Distributions First Target Distribution (as a percent) | 98.20% |
Marginal Percentage Interest in Distributions Second Target Distribution (as a percent) | 85.20% |
Marginal Percentage Interest in Distributions Third Target Distribution (as a percent) | 75.20% |
Marginal Percentage Interest in Distributions Thereafter (as a percent) | 50.20% |
Unitholders | Minimum | |
Distribution Made to Limited Partner [Line Items] | |
Total Quarterly Distribution per Unit Target Amount in First Target Distribution, (in dollars per share) | $ 0.3500 |
Total Quarterly Distribution per Unit Target Amount in Second Target Distribution, (in dollars per share) | 0.4025 |
Total Quarterly Distribution per Unit Target Amount in Third Target Distribution, (in dollars per share) | 0.4375 |
Total Quarterly Distribution per Unit Target Amount in Subsequent Target Distribution, (in dollars per share) | 0.5250 |
Unitholders | Maximum | |
Distribution Made to Limited Partner [Line Items] | |
Total Quarterly Distribution per Unit Target Amount in First Target Distribution, (in dollars per share) | 0.4025 |
Total Quarterly Distribution per Unit Target Amount in Second Target Distribution, (in dollars per share) | 0.4375 |
Total Quarterly Distribution per Unit Target Amount in Third Target Distribution, (in dollars per share) | $ 0.5250 |
General Partner | |
Distribution Made to Limited Partner [Line Items] | |
Marginal Percentage Interest in Distributions Minimum Quarterly Distribution (as a percent) | 1.80% |
Marginal Percentage Interest in Distributions First Target Distribution (as a percent) | 1.80% |
Marginal Percentage Interest in Distributions Second Target Distribution (as a percent) | 14.80% |
Marginal Percentage Interest in Distributions Third Target Distribution (as a percent) | 24.80% |
Marginal Percentage Interest in Distributions Thereafter (as a percent) | 49.80% |
Cash Distributions - Schedule59
Cash Distributions - Schedule of Cash Distributions to Unitholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | |
Distribution Made to Limited Partner [Line Items] | ||||||||||||
Total Quarterly Distribution per Common Unit (in dollars per share) | $ 0.122 | $ 0.104 | $ 0.04739 | |||||||||
EQM | ||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||
Total Quarterly Distribution per Common Unit (in dollars per share) | $ 0.675 | $ 0.64 | $ 0.61 | $ 0.58 | $ 0.55 | $ 0.52 | $ 0.49 | $ 0.46 | $ 0.43 | $ 0.4 | $ 0.37 | |
Total Quarterly Cash Distribution | $ 72,575 | $ 62,396 | $ 56,464 | $ 52,222 | $ 41,180 | $ 37,539 | $ 34,100 | $ 24,950 | $ 23,039 | $ 21,183 | $ 19,514 | $ 13,093 |
Noncontrolling Interest | EQM | ||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||
Total Quarterly Cash Distribution | $ 39,533 | $ 33,790 | $ 31,293 | $ 29,827 | $ 22,845 | $ 21,664 | $ 20,482 | $ 13,241 | $ 12,432 | $ 11,621 | $ 10,811 | $ 5,318 |
Debt - Schedule of Outstanding
Debt - Schedule of Outstanding Debt (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Senior Notes | EQM 4.00% Senior Notes due 2024 | |||
Debt Instrument [Line Items] | |||
Principal | $ 500,000,000 | $ 500,000,000 | $ 500,000,000 |
Carrying Value | 493,401,000 | 492,633,000 | |
Fair Value | $ 414,125,000 | $ 495,685,000 | |
Senior notes (as a percent) | 4.00% | 4.00% | 4.00% |
EQGP Working Capital Facility | |||
Debt Instrument [Line Items] | |||
Principal | $ 65,000 | ||
Carrying Value | 65,000 | ||
Fair Value | 65,000 | ||
EQM Credit Facility | |||
Debt Instrument [Line Items] | |||
Principal | 299,000,000 | $ 0 | |
Carrying Value | 299,000,000 | 0 | |
Fair Value | $ 299,000,000 | $ 0 |
Debt - Narrative (Details)
Debt - Narrative (Details) | 12 Months Ended | ||||
Dec. 31, 2015USD ($)lender | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | May. 15, 2015USD ($) | Sep. 30, 2014USD ($) | |
Short-term Debt [Member] | EQM | |||||
Long-term debt | |||||
Weighted average annual interest rate | 1.70% | ||||
Credit Facility | |||||
Long-term debt | |||||
Maximum borrowing capacity | $ 750,000,000 | ||||
Maximum amount of outstanding short-term loans at any time during the period | 403,500,000 | $ 450,000,000 | |||
Average daily balance of short-term loans outstanding | 119,000,000 | ||||
Maximum incremental borrowing capacity under accordion feature | 250,000,000 | ||||
Commitment fees | 1,200,000 | $ 1,400,000 | $ 900,000 | ||
Credit Facility | EQM | |||||
Long-term debt | |||||
Average daily balance of short-term loans outstanding | $ 261,000,000 | ||||
Weighted average annual interest rate | 1.70% | ||||
Credit Facility | Minimum | |||||
Long-term debt | |||||
Number of potential term loan lenders | lender | 1 | ||||
Credit Facility | Maximum | |||||
Long-term debt | |||||
Consolidated leverage ratio before obtaining investment grade rating | 5 | ||||
Consolidated leverage ratio after obtaining investment grade rating | 5.50 | ||||
Swing Line Loans | |||||
Long-term debt | |||||
Maximum borrowing capacity | $ 75,000,000 | ||||
Letters of Credit | |||||
Long-term debt | |||||
Maximum borrowing capacity | $ 150,000,000 | ||||
4.00% Senior Notes | Senior Notes | |||||
Long-term debt | |||||
Senior notes (as a percent) | 4.00% | 4.00% | 4.00% | ||
Aggregate principal amount | $ 500,000,000 | $ 500,000,000 | $ 500,000,000 | ||
EQGP Working Capital Facility | |||||
Long-term debt | |||||
Maximum borrowing capacity | $ 50,000,000 | ||||
Maximum amount of outstanding short-term loans at any time during the period | 655,000 | ||||
Average daily balance of short-term loans outstanding | $ 300,000 | ||||
Weighted average annual interest rate | 1.70% | ||||
Aggregate principal amount | $ 65,000 |
Equity-Based Compensation Plan
Equity-Based Compensation Plan (Details) - Phantom Units - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based compensation expense recorded by the Company | |||
Weighted average fair value (in dollars per share) | $ 28.77 | ||
EQM | |||
Share-based compensation expense recorded by the Company | |||
Independent director unit based awards (in shares) | 14,433 | ||
Weighted average fair value (in dollars per share) | $ 88 | $ 58.79 | $ 37.92 |
Number of unit based award granted (in shares) | 2,220 | 2,580 | 3,790 |
Limited Partner | |||
Share-based compensation expense recorded by the Company | |||
Independent director unit based awards (in shares) | 2,928 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Net current and deferred income taxes | $ 164.6 | |||
Federal statutory rate (as a percent) | 35.00% | |||
Percentage of pretax income | 100.00% | 100.00% |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Current: | ||||
Federal | $ 194,566 | $ 357,613 | $ 211,421 | |
State | 16,660 | 30,495 | 27,147 | |
Subtotal | 211,226 | 388,108 | 238,568 | |
Deferred: | ||||
Federal | (170,129) | (297,865) | (144,323) | |
State | (15,327) | (19,624) | (7,774) | |
Subtotal | [1] | (185,456) | (317,489) | (152,097) |
Total | [2] | $ 25,770 | $ 70,619 | $ 86,471 |
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. | |||
[2] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). See Note 2. |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Income Tax Disclosure [Abstract] | ||||
Tax at statutory rate | $ 139,333 | $ 104,372 | $ 85,527 | |
Post IPO income not subject to income taxes | (87,380) | 0 | 0 | |
Noncontrolling partners' share of partnership earnings | (27,051) | (43,409) | (16,535) | |
State income taxes | 867 | 10,010 | 16,528 | |
Other | 1 | (354) | 951 | |
Total | [1] | $ 25,770 | $ 70,619 | $ 86,471 |
Effective tax rate | 6.50% | 23.70% | 35.40% | |
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). See Note 2. |
Income Taxes - Summary of Sourc
Income Taxes - Summary of Source and Tax Effects (assets) (Details) $ in Thousands | Dec. 31, 2014USD ($) |
Deferred income taxes: | |
Total deferred income tax assets | $ 338,167 |
Total deferred income tax liabilities | (78,583) |
Total deferred income tax assets/(liabilities): | |
Investment in EQM and its affiliates | 337,327 |
PP&E tax deductions in excess of book deductions | (78,583) |
Other (reported as other current assets) | 840 |
Total net deferred income tax assets | $ 259,584 |
Lease Obligations - Narrative (
Lease Obligations - Narrative (Details) $ in Thousands | Dec. 17, 2013MMcf / dBcfnatural_gas_storage_reservoirmi | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) |
Leases [Abstract] | ||||
Term of lease | 25 years | |||
Lease obligations | ||||
Working gas capacity of associated natural gas storage reservoirs (in Bcf) | Bcf | 11 | |||
Expenditures incurred | $ 376,215 | $ 353,302 | $ 275,532 | |
AVC | ||||
Lease obligations | ||||
Length of pipeline (in miles) | mi | 200 | |||
Additional per day firm capacity provided to system (in MMcf per day) | MMcf / d | 450 | |||
Number of associated natural gas storage reservoirs which supports pipeline system | natural_gas_storage_reservoir | 4 | |||
Peak withdrawal capability per day of associated natural gas storage reservoirs (in MMcf per day) | MMcf / d | 260 | |||
Capital lease assets and obligations | $ 134,400 | |||
Expenditures incurred | 35,700 | 9,200 | ||
Unpaid interest expense | $ 5,700 | $ 2,700 |
Lease Obligations - Schedule of
Lease Obligations - Schedule of Amounts Recorded Related to Capital Lease (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Leases [Abstract] | |||
Interest expense | $ 23,225 | $ 19,888 | |
Depreciation expense | 8,734 | 5,735 | $ 443 |
Cash payments under the lease | 25,366 | 16,710 | 0 |
Contingent rent | $ 7,500 | $ 3,400 | $ 200 |
Lease Obligations - Schedule 69
Lease Obligations - Schedule of Capital Lease Related Balances (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | |
Leases [Abstract] | |||
Gross capital lease assets | $ 179,264 | $ 143,556 | |
Accumulated depreciation | (14,912) | (6,178) | |
Net capital lease assets | 164,352 | 137,378 | |
Capital lease obligations, current portion | 5,496 | 3,760 | |
Capital lease obligations, long-term portion | [1] | $ 175,660 | $ 143,828 |
[1] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |
Lease Obligations - Schedule 70
Lease Obligations - Schedule of Estimated Future Minimum Lease Payments (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Leases [Abstract] | |
2,016 | $ 20,220 |
2,017 | 20,477 |
2,018 | 20,214 |
2,019 | 18,048 |
2,020 | 17,783 |
Later years | 286,976 |
Total minimum lease payments | 383,718 |
Less: Amount representing interest | (202,562) |
Present value of net minimum lease payments | $ 181,156 |
Regulatory Assets and Liabili71
Regulatory Assets and Liabilities - Regulatory Assets (Details) - Other Noncurrent Assets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Regulatory assets: | ||
Total regulatory assets | $ 12,917 | $ 15,032 |
Deferred Taxes | ||
Regulatory assets: | ||
Total regulatory assets | 12,608 | 13,378 |
Other Recoverable Costs | ||
Regulatory assets: | ||
Total regulatory assets | $ 309 | $ 1,654 |
Regulatory Assets and Liabili72
Regulatory Assets and Liabilities - Regulatory Liabilities (Details) - Other Noncurrent Liabilities - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Regulatory liabilities: | ||
Total regulatory liabilities | $ 6,462 | $ 6,542 |
On-going Post-retirement Benefits Other than Pensions | ||
Regulatory liabilities: | ||
Total regulatory liabilities | 5,596 | 4,451 |
Other Reimbursable Costs | ||
Regulatory liabilities: | ||
Total regulatory liabilities | $ 866 | $ 2,091 |
Pension and Other Postretirem73
Pension and Other Postretirement Benefit Plans (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Defined Benefit Pension Plan | |||
Pension and Other Postretirement Benefit Plans | |||
Amount reimbursed in order to meet certain funding targets | $ 400,000 | $ 200,000 | $ 300,000 |
Expenses associated with plan | 500,000 | 500,000 | 100,000 |
Expected cash payments | 2,100,000 | ||
Other Post-Employment Benefit Plans | |||
Pension and Other Postretirement Benefit Plans | |||
Expenses associated with post-employment benefit plans | 0 | 100,000 | 200,000 |
Expenses for on-going post-retirement benefits other than pensions | $ 1,200,000 | $ 1,200,000 | $ 1,200,000 |
Concentrations of Credit Risk (
Concentrations of Credit Risk (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015USD ($)customer | Dec. 31, 2014USD ($)customer | Dec. 31, 2013customer | ||
Concentrations of Credit Risk | ||||
Accounts receivable balances | $ | [1] | $ 17,131 | $ 16,492 | |
Revenue | Customer Concentration | ||||
Concentrations of Credit Risk | ||||
Percentage of total revenue | 14.00% | 16.00% | 10.00% | |
Number of customers | customer | 1 | 1 | 0 | |
Revenue | Customer Concentration | EQT | ||||
Concentrations of Credit Risk | ||||
Percentage of total revenue | 73.00% | 69.00% | 88.00% | |
Accounts Receivable | Customer Concentration | ||||
Concentrations of Credit Risk | ||||
Percentage of total revenue | 42.00% | 41.00% | ||
[1] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |
Interim Financial Information75
Interim Financial Information (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | [1] | Dec. 31, 2014 | [1] | Dec. 31, 2013 | [1] | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||
Operating revenues | $ 165,921 | $ 148,789 | $ 144,613 | $ 154,811 | $ 138,390 | $ 120,922 | $ 109,327 | $ 107,908 | $ 614,134 | [2] | $ 476,547 | [2] | $ 354,001 | [2] |
Operating income | 120,065 | 102,577 | 100,358 | 112,752 | 99,829 | 81,866 | 72,400 | 72,617 | 435,752 | 326,712 | 244,794 | |||
Net income attributable to EQT GP Holdings, LP | $ 45,201 | $ 38,136 | $ 28,656 | $ 33,934 | $ 23,266 | $ 25,134 | $ 25,282 | $ 29,879 | $ 145,927 | $ 103,561 | $ 110,650 | |||
Net income per limited partner unit: | ||||||||||||||
Basic and diluted (in dollars per share) | $ 0.17 | $ 0.14 | $ 0.08 | $ 0.39 | ||||||||||
[1] | Financial statements for the year ended December 31, 2015, 2014 and 2013 have been retrospectively recast to reflect the inclusion of the Northern West Virginia Marcellus gathering system (NWV Gathering). See Note 2. | |||||||||||||
[2] | Operating revenues included affiliate revenues from EQT Corporation and subsidiaries (collectively, EQT) of $447.6 million, $328.5 million and $310.2 million for the years ended December 31, 2015, 2014 and 2013, respectively. In December 2013, EQT completed the sale of Equitable Gas Company, LLC (Equitable Gas Company) to PNG Companies LLC. As a result, revenues from Equitable Gas Company were reported as third party revenues starting in 2014. For the year ended December 31, 2013, Equitable Gas Company revenues reported as affiliate revenues were $37.6 million. See Note 5. |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Thousands | Jan. 21, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Subsequent Event [Line Items] | ||||
Credit facility borrowings | [1] | $ 299,000 | $ 0 | |
Subsequent Event | Affiliate of Consolidated Edison, Inc. | Variable Interest Entity, Not Primary Beneficiary | MVP Joint Venture | ||||
Subsequent Event [Line Items] | ||||
Percentage of acquired interest | 12.50% | |||
[1] | Financial statements as of December 31, 2014 have been retrospectively recast to reflect the inclusion of NWV Gathering. See Note 2. |