Document and Entity Information
Document and Entity Information | 3 Months Ended |
Mar. 31, 2018shares | |
Entity Information [Line Items] | |
Entity Registrant Name | EQT Midstream Partners, LP |
Entity Central Index Key | 1,540,947 |
Document Type | 10-Q |
Document Period End Date | Mar. 31, 2018 |
Amendment Flag | false |
Current Fiscal Year End | --12-31 |
Entity Filer Category | Large Accelerated Filer |
Document Fiscal Year Focus | 2,018 |
Document Fiscal Period Focus | Q1 |
Common Units | |
Entity Information [Line Items] | |
Entity Common Units, Unit Outstanding | 80,591,366 |
General Partner Units | |
Entity Information [Line Items] | |
Entity Common Units, Unit Outstanding | 1,443,015 |
Statements of Consolidated Oper
Statements of Consolidated Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Income Statement [Abstract] | |||
Operating revenues | [1] | $ 232,842 | $ 200,072 |
Operating expenses: | |||
Operating and maintenance | [2] | 18,176 | 16,817 |
Selling, general and administrative | [2] | 13,145 | 17,400 |
Depreciation and amortization | 23,179 | 20,547 | |
Total operating expenses | 54,500 | 54,764 | |
Operating income | 178,342 | 145,308 | |
Equity income | [3] | 8,811 | 4,277 |
Other income | 898 | 1,537 | |
Net interest expense | [4] | 10,833 | 7,926 |
Net income | 177,218 | 143,196 | |
Calculation of limited partner interest in net income: | |||
Net income | 177,218 | 143,196 | |
Less general partner interest in net income – general partner units | (3,117) | (2,519) | |
Less general partner interest in net income – incentive distribution rights (IDRs) | (44,164) | (30,686) | |
Limited partner interest in net income | $ 129,937 | $ 109,991 | |
Net income per limited partner unit - basic (in dollars per share) | $ 1.61 | $ 1.36 | |
Net income per limited partner unit - diluted (in dollars per share) | $ 1.61 | $ 1.36 | |
Weighted average limited partner units outstanding - basic (in shares) | 80,607 | 80,602 | |
Weighted average limited partner units outstanding - diluted (in shares) | 80,607 | 80,602 | |
Cash distributions declared per unit (in dollars per share) | [5] | $ 1.065 | $ 0.89 |
[1] | Operating revenues included affiliate revenues from EQT Corporation and subsidiaries (collectively, EQT) of $160.6 million and $143.4 million for the three months ended March 31, 2018 and 2017, respectively. See Note E. | ||
[2] | Operating and maintenance expense included charges from EQT of $10.2 million and $9.9 million for the three months ended March 31, 2018 and 2017, respectively. Selling, general and administrative expense included charges from EQT of $12.0 million and $16.4 million for the three months ended March 31, 2018 and 2017, respectively. See Note E. | ||
[3] | Represents equity income from Mountain Valley Pipeline, LLC (the MVP Joint Venture). See Note F. | ||
[4] | Net interest expense included interest income on the Preferred Interest in EES of $1.7 million for the three months ended March 31, 2018 and 2017. | ||
[5] | Represents the cash distributions declared related to the period presented. See Note I. |
Statements of Consolidated Ope3
Statements of Consolidated Operations (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Operating and maintenance | [1] | $ 18,176 | $ 16,817 |
Selling, general and administrative expenses | [1] | 13,145 | 17,400 |
EES | |||
Interest income | 1,700 | 1,700 | |
EQT | |||
Operating revenues | 160,600 | 143,400 | |
Operating and maintenance | 10,200 | 9,900 | |
Selling, general and administrative expenses | $ 12,000 | $ 16,400 | |
[1] | Operating and maintenance expense included charges from EQT of $10.2 million and $9.9 million for the three months ended March 31, 2018 and 2017, respectively. Selling, general and administrative expense included charges from EQT of $12.0 million and $16.4 million for the three months ended March 31, 2018 and 2017, respectively. See Note E. |
Statements of Consolidated Cash
Statements of Consolidated Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Cash flows from operating activities: | |||
Net income | $ 177,218 | $ 143,196 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 23,179 | 20,547 | |
Equity income | [1] | (8,811) | (4,277) |
AFUDC – equity | (1,065) | (1,699) | |
Non-cash long-term compensation expense | 331 | 225 | |
Changes in other assets and liabilities: | |||
Accounts receivable | (677) | (968) | |
Accounts payable | (2,700) | 364 | |
Due to/from EQT affiliates | (6,329) | 107 | |
Other assets and other liabilities | 1,256 | 3,927 | |
Net cash provided by operating activities | 182,402 | 161,422 | |
Cash flows from investing activities: | |||
Capital expenditures | (84,014) | (62,947) | |
Capital contributions to the MVP Joint Venture | (117,019) | (19,760) | |
Principal payments received on the Preferred Interest | 1,079 | 1,020 | |
Net cash used in investing activities | (199,954) | (81,687) | |
Cash flows from financing activities: | |||
Proceeds from credit facility borrowings | 254,000 | 50,000 | |
Payments on credit facility borrowings | (117,000) | (50,000) | |
Distributions paid to unitholders | 125,890 | 97,822 | |
Capital contributions | 12,873 | 216 | |
Net cash provided by (used in) financing activities | 23,983 | (97,606) | |
Net change in cash and cash equivalents | 6,431 | (17,871) | |
Cash and cash equivalents at beginning of period | 2,557 | 60,368 | |
Cash and cash equivalents at end of period | 8,988 | 42,497 | |
Cash paid during the period for: | |||
Interest, net of amount capitalized | 11,594 | 9,411 | |
Non-cash activity during the period for: | |||
(Decrease) increase in capital contribution receivable from EQT | $ (10,074) | $ 758 | |
[1] | Represents equity income from Mountain Valley Pipeline, LLC (the MVP Joint Venture). See Note F. |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 8,988 | $ 2,557 |
Accounts receivable (net of allowance for doubtful accounts of $453 and $446 as of March 31, 2018 and December 31, 2017, respectively) | 29,481 | 28,804 |
Accounts receivable – affiliate | 91,655 | 103,304 |
Other current assets | 17,217 | 12,662 |
Total current assets | 147,341 | 147,327 |
Property, plant and equipment | 3,280,997 | 3,200,108 |
Less: accumulated depreciation | (416,957) | (396,049) |
Net property, plant and equipment | 2,864,040 | 2,804,059 |
Investment in unconsolidated entity | 546,428 | 460,546 |
Other assets | 135,466 | 136,895 |
Total assets | 3,693,275 | 3,548,827 |
Current liabilities: | ||
Accounts payable | 48,189 | 47,040 |
Due to related party | 23,769 | 31,673 |
Capital contribution payable to MVP Joint Venture | 65,786 | 105,734 |
Accrued interest | 11,376 | 10,926 |
Accrued liabilities | 15,103 | 16,871 |
Total current liabilities | 164,223 | 212,244 |
Credit facility borrowings | 317,000 | 180,000 |
Senior notes | 987,756 | 987,352 |
Regulatory and other long-term liabilities | 20,880 | 20,273 |
Total liabilities | 1,489,859 | 1,399,869 |
Equity: | ||
Common (80,591,366 and 80,581,758 units issued and outstanding at March 31, 2018 and December 31, 2017, respectively) | 2,198,127 | 2,147,706 |
General partner (1,443,015 units issued and outstanding at March 31, 2018 and December 31, 2017) | 5,289 | 1,252 |
Total equity | 2,203,416 | 2,148,958 |
Total liabilities and equity | $ 3,693,275 | $ 3,548,827 |
Consolidated Balance Sheets (U6
Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, for doubtful accounts | $ 453 | $ 446 |
Common units issued (in shares) | 80,591,366 | 80,581,758 |
Common units outstanding (in shares) | 80,591,366 | 80,581,758 |
General partner interest, units issued (in shares) | 1,443,015 | 1,443,015 |
General partner interest, units outstanding (in shares) | 1,443,015 | 1,443,015 |
Statements of Consolidated Equi
Statements of Consolidated Equity (Unaudited) - USD ($) $ in Thousands | Total | Limited Partners Common | General Partner |
Beginning balance at Dec. 31, 2016 | $ 1,993,554 | $ 2,008,510 | $ (14,956) |
Increase (Decrease) in Partners' Capital | |||
Net income | 143,196 | 109,991 | 33,205 |
Capital contributions | 974 | 956 | 18 |
Equity-based compensation plans | 225 | 225 | |
Distributions paid to unitholders | (97,822) | (68,494) | (29,328) |
Ending balance at Mar. 31, 2017 | 2,040,127 | 2,051,188 | (11,061) |
Beginning balance at Dec. 31, 2017 | 2,148,958 | 2,147,706 | 1,252 |
Increase (Decrease) in Partners' Capital | |||
Net income | 177,218 | 129,937 | 47,281 |
Capital contributions | 2,799 | 2,749 | 50 |
Equity-based compensation plans | 331 | 331 | |
Distributions paid to unitholders | (125,890) | (82,596) | (43,294) |
Ending balance at Mar. 31, 2018 | $ 2,203,416 | $ 2,198,127 | $ 5,289 |
Financial Statements
Financial Statements | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Financial Statements | Financial Statements Organization EQM is a growth-oriented Delaware limited partnership. EQT Midstream Services, LLC (EQM General Partner) is a direct wholly owned subsidiary of EQT GP Holdings, LP (EQGP) and is the general partner of EQM. Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the requirements of Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, these unaudited consolidated financial statements include all adjustments (consisting of only normal recurring adjustments, unless otherwise disclosed in this Form 10-Q) necessary for a fair presentation of the financial position of EQM as of March 31, 2018 and December 31, 2017 , and the results of its operations, cash flows and equity for the three months ended March 31, 2018 and 2017 . Certain previously reported amounts have been reclassified to conform to the current year presentation. The balance sheet at December 31, 2017 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by GAAP for complete financial statements. Due to the seasonal nature of EQM's utility customer contracts, the interim statements for the three months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018 . For further information, refer to the consolidated financial statements and related footnotes and "Management's Discussion and Analysis of Financial Condition and Results of Operations" included in EQM's Annual Report on Form 10-K for the year ended December 31, 2017 . Recently Issued Accounting Standards In May 2014, the FASB issued 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 the entity expects in exchange for those goods or services. EQM adopted this standard on January 1, 2018 using the modified retrospective method of adoption. Adoption of the ASU did not require an adjustment to the opening balance of equity. EQM does not expect the standard to have a significant effect on its results of operations, liquidity or financial position. EQM implemented processes and controls to ensure new contracts are reviewed for the appropriate accounting treatment and to generate the disclosures required under the new standard in the first quarter of 2018. For the disclosures required by this ASU, see Note B. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments-Overall: Recognition and Measurement of Financial Assets and Financial Liabilities . The standard primarily affects accounting for equity investments, financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments, and eliminates the cost method of accounting for equity investments. EQM adopted this standard in the first quarter of 2018 with no significant effect on its financial statements or related disclosures. In February 2016, the FASB issued ASU No. 2016-02, Leases . The standard requires an entity to record assets and obligations for contracts currently recognized as operating leases. Lessees and lessors must apply a modified retrospective transition approach. The ASU will be effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period, with early adoption permitted. EQM has completed a high-level identification of agreements covered by this standard and will continue to evaluate the effect this standard will have on its financial statements, internal controls and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments. This ASU amends guidance on reporting credit losses for assets held at amortized cost basis and available for sale debt securities. For assets held at amortized cost basis, this ASU eliminates the probable initial recognition threshold in current GAAP and, instead, requires an entity to reflect its current estimate of all expected credit losses. The amendments affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. The ASU will be effective for annual reporting periods beginning after December 15, 2019, including interim periods within that reporting period. EQM is currently evaluating the effect this standard will have on its financial statements and related disclosures. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 3 Months Ended |
Mar. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with Customers As discussed in Note A, EQM adopted ASU No. 2014-09, Revenue from Contracts with Customers , on January 1, 2018 using the modified retrospective method of adoption. EQM applied the ASU to all open contracts as of the date of initial application. Adoption of the ASU did not require an adjustment to the opening balance of equity and did not materially change EQM's amount and timing of revenues. EQM provides gathering, transmission and storage services in two manners: firm service and interruptible service. Firm service contracts are typically long term and include firm reservation fees, which are fixed, monthly charges for the guaranteed reservation of pipeline or storage capacity. Interruptible service contracts include volumetric based fees, which are charges for the volume of gas actually gathered, transported or stored and do not guarantee access to the pipeline or storage facility. These contracts can be short or long term. Volumetric based fees can also be charged under firm contracts for actual volumes transported, gathered or stored in excess of the firm contracted volume. Firm and interruptible contracts are billed at the end of each calendar month, with payment typically due within 21 days. Under a firm contract, EQM has a stand-ready obligation to provide the service over the life of the contract. The performance obligation for firm reservation fee revenue is satisfied over time as the pipeline capacity is made available to the customer. As such, EQM recognizes firm reservation fee revenue evenly over the contract period, using a time-elapsed output method to measure progress. The performance obligation for volumetric based fee revenues is generally satisfied upon EQM's monthly billing to the customer for actual volumes gathered, transported or stored during the month. The amount billed corresponds directly to the value of EQM's performance to date as the customer obtains value as each volume is gathered, transported or stored. For the three months ended March 31, 2018 and 2017 , all revenues recognized on EQM's statements of consolidated operations are from contracts with customers. As of March 31, 2018 and December 31, 2017 , all receivables recorded on EQM's consolidated balance sheets represent performance obligations that have been satisfied and for which an unconditional right to consideration exists. The table below provides disaggregated revenue information by EQM business segment for the three months ended March 31, 2018 . Three Months Ended March 31, 2018 Gathering Transmission Total (Thousands) Firm reservation fee revenues $ 109,933 $ 97,775 $ 207,708 Volumetric based fee revenues: Usage fees under firm contracts (1) 12,108 3,822 15,930 Usage fees under interruptible contracts 3,867 5,337 9,204 Total volumetric based fee revenues 15,975 9,159 25,134 Total operating revenues $ 125,908 $ 106,934 $ 232,842 (1) Includes fees on volumes gathered and transported in excess of firm contracted capacity as well as commodity charges and fees on all volumes transported under firm contracts. Based on total projected contractual revenues and including contracts associated with expected future capacity from expansion projects that are not yet fully constructed but for which EQM has entered into firm contracts, EQM's firm gathering contracts and firm transmission and storage contracts had weighted average remaining terms of approximately 8 and 15 years, respectively, as of December 31, 2017 . The following table summarizes the transaction price allocated to EQM's remaining performance obligations under all contracts with firm reservation fees as of March 31, 2018 . 2018 2019 2020 2021 2022 Thereafter Total (Thousands) Gathering firm reservation fees $ 333,316 $ 443,741 $ 443,741 $ 443,741 $ 443,741 $ 1,485,787 $ 3,594,067 Transmission firm reservation fees 294,044 384,018 381,788 377,619 372,544 3,039,812 4,849,825 Total firm reservation fees $ 627,360 $ 827,759 $ 825,529 $ 821,360 $ 816,285 $ 4,525,599 $ 8,443,892 |
Equity and Net Income per Limit
Equity and Net Income per Limited Partner Unit | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Equity and Net Income per Limited Partner Unit | Equity and Net Income per Limited Partner Unit The following table summarizes EQM's limited partner common units and general partner units issued from January 1, 2018 through March 31, 2018 . There were no issuances in 2017 . Limited Partner Common Units General Partner Units Total Balance at January 1, 2018 80,581,758 1,443,015 82,024,773 Common units issued (1) 9,608 — 9,608 Balance at March 31, 2018 80,591,366 1,443,015 82,034,381 (1) Units issued upon a resignation from the EQM General Partner's Board of Directors in February 2018. As of March 31, 2018 , EQGP and its subsidiaries owned 21,811,643 EQM common units, representing a 26.6% limited partner interest, 1,443,015 EQM general partner units, representing a 1.8% general partner interest, and all of the IDRs in EQM. As of March 31, 2018 , EQT owned 100% of the non-economic general partner interest and a 90.1% limited partner interest in EQGP. Net Income per Limited Partner Unit. The weighted average phantom unit awards included in the calculation of basic weighted average limited partner units outstanding was 22,748 and 20,073 for the three months ended March 31, 2018 and 2017 , respectively. Distributions On April 24, 2018 , the Board of Directors of the EQM General Partner declared a cash distribution to EQM's unitholders for the first quarter of 2018 of $1.065 per common unit. The cash distribution will be paid on May 15, 2018 to unitholders of record at the close of business on May 4, 2018 . Based on the 80,591,366 EQM common units outstanding on April 26, 2018 , cash distributions to EQGP will be approximately $23.2 million related to its limited partner interest, $2.3 million related to its general partner interest and $44.2 million related to its IDRs in EQM. The distribution amounts to EQGP related to its general partner interest and IDRs in EQM are subject to change if EQM issues additional common units on or prior to the record date for the first quarter 2018 distribution. |
Financial Information by Busine
Financial Information by Business Segment | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
Financial Information by Business Segment | Financial Information by Business Segment Three Months Ended 2018 2017 (Thousands) Revenues from external customers (including affiliates): Gathering $ 125,908 $ 102,329 Transmission 106,934 97,743 Total operating revenues $ 232,842 $ 200,072 Operating income: Gathering $ 98,891 $ 73,704 Transmission 79,451 71,604 Total operating income $ 178,342 $ 145,308 Reconciliation of operating income to net income: Equity income $ 8,811 $ 4,277 Other income 898 1,537 Net interest expense 10,833 7,926 Net income $ 177,218 $ 143,196 March 31, December 31, (Thousands) Segment assets: Gathering $ 1,519,496 $ 1,463,247 Transmission 1,494,439 1,487,501 Total operating segments 3,013,935 2,950,748 Headquarters, including cash 679,340 598,079 Total assets $ 3,693,275 $ 3,548,827 Three Months Ended 2018 2017 (Thousands) Depreciation and amortization: Gathering $ 10,738 $ 8,860 Transmission 12,441 11,687 Total $ 23,179 $ 20,547 Expenditures for segment assets: Gathering $ 68,933 $ 48,838 Transmission 18,929 21,389 Total (1) $ 87,862 $ 70,227 (1) EQM accrues capital expenditures when work has been completed but the associated bills have not yet been paid. These accrued amounts are excluded from capital expenditures in the statements of consolidated cash flows until they are paid in a subsequent period. Accrued capital expenditures were approximately $36.9 million and $33.1 million at March 31, 2018 and December 31, 2017 , respectively. Accrued capital expenditures were approximately $34.0 million and $26.7 million at March 31, 2017 and December 31, 2016 , respectively. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions In the ordinary course of business, EQM engages in transactions with EQT and its affiliates including, but not limited to, gas gathering agreements, transportation service and precedent agreements and storage agreements. Pursuant to an omnibus agreement, EQT performs centralized corporate, general and administrative services for EQM and provides a license for the use of the name "EQT" and related marks in connection with EQM's business. In exchange, EQM reimburses EQT for the expenses incurred by EQT in providing these services. The omnibus agreement also provides for certain indemnification obligations between EQM and EQT. Pursuant to a secondment agreement, employees of EQT and its affiliates may be seconded to EQM to provide operating and other services with respect to EQM's business under the direction, supervision and control of EQM. EQM reimburses EQT and its affiliates for the services provided by the seconded employees. The expenses for which EQM reimburses EQT and its affiliates may not necessarily reflect the actual expenses that EQM would incur on a stand-alone basis. EQM is unable to estimate what those expenses would be on a stand-alone basis. |
Investment in Unconsolidated En
Investment in Unconsolidated Entity | 3 Months Ended |
Mar. 31, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investment in Unconsolidated Entity | Investment in Unconsolidated Entity The MVP Joint Venture is constructing the Mountain Valley Pipeline (MVP), an estimated 300 -mile natural gas interstate pipeline spanning from northern West Virginia to southern Virginia. EQM is the operator of the MVP and owned a 45.5% interest in the MVP Joint Venture as of March 31, 2018 . The MVP Joint Venture is a variable interest entity because it has insufficient equity to finance its activities during the construction stage of the project. EQM is not the primary beneficiary because it does not have the power to direct the activities of the MVP Joint Venture that most significantly impact its economic performance. Certain business decisions require the approval of owners holding more than a 66 2/3% interest in the MVP Joint Venture and no one member owns more than a 66 2/3% interest. The MVP Joint Venture is an equity method investment for accounting purposes as EQM has the ability to exercise significant influence over operating and financial policies of the MVP Joint Venture. In February 2018 , the MVP Joint Venture issued a capital call notice to MVP Holdco, LLC (MVP Holdco), a direct wholly owned subsidiary of EQM, for $65.8 million , which is expected to be paid in May 2018 . The capital contribution payable has been reflected on the consolidated balance sheet as of March 31, 2018 with a corresponding increase to EQM's investment in the MVP Joint Venture. Equity income, which is primarily related to EQM's portion of the MVP Joint Venture's AFUDC on construction of the MVP, is reported in equity income in the statements of consolidated operations. As of March 31, 2018 , EQM had issued a $91 million performance guarantee in favor of the MVP Joint Venture to provide performance assurances for MVP Holdco's obligations to fund its proportionate share of the construction budget for the MVP. As of March 31, 2018 , EQM's maximum financial statement exposure related to the MVP Joint Venture was approximately $637 million , which consists of the investment in unconsolidated entity balance on the consolidated balance sheet as of March 31, 2018 and amounts that could have become due under EQM's performance guarantee as of that date. The following tables summarize the unaudited condensed financial statements for the MVP Joint Venture. Condensed Consolidated Balance Sheets March 31, December 31, (Thousands) Current assets $ 349,620 $ 330,271 Noncurrent assets 906,626 747,728 Total assets $ 1,256,246 $ 1,077,999 Current liabilities $ 55,305 $ 65,811 Equity 1,200,941 1,012,188 Total liabilities and equity $ 1,256,246 $ 1,077,999 Condensed Statements of Consolidated Operations Three Months Ended 2018 2017 (Thousands) Net interest income $ 6,183 $ 2,247 AFUDC - equity 13,182 7,153 Net income $ 19,365 $ 9,400 |
Credit Facility Borrowings
Credit Facility Borrowings | 3 Months Ended |
Mar. 31, 2018 | |
Long-term Debt, Current and Noncurrent [Abstract] | |
Credit Facility Borrowings | Credit Facility Borrowings $1 Billion Facility. EQM has a $1 billion credit facility that expires in July 2022. The $1 Billion Facility is available to fund working capital requirements and capital expenditures, to purchase assets, to pay distributions and repurchase units and for general partnership purposes (including purchasing assets from EQT and other third parties). EQM's $1 Billion Facility contains various provisions that, if violated, 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 relate to maintenance of a permitted leverage ratio, limitations on transactions with affiliates, limitations on restricted payments, insolvency events, nonpayment of scheduled principal or interest payments, acceleration of and certain other defaults under other financial obligations and change of control provisions. Under the $1 Billion 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). EQM had no letters of credit outstanding under its credit facility as of March 31, 2018 and December 31, 2017 . During the three months ended March 31, 2018 , the maximum amount of EQM's outstanding borrowings under the credit facility at any time was $420 million and the average daily balance was approximately $301 million . EQM incurred interest at a weighted average annual interest rate of approximately 3.0% for the three months ended March 31, 2018 . There were no borrowings outstanding at any time during the three months ended March 31, 2017 . 364 -Day Facility. EQM has a $500 million , 364 -day, uncommitted revolving loan agreement with EQT that matures on October 24, 2018 and will automatically renew for successive 364 -day periods unless EQT delivers a non-renewal notice at least 60 days prior to the then current maturity date. Interest accrues on outstanding borrowings at an interest rate equal to the rate then applicable to similar loans under the $1 Billion Facility, or a successor revolving credit facility, less the sum of (i) the then applicable commitment fee under the $1 Billion Facility and (ii) 10 basis points. EQM had no borrowings outstanding on the 364 -Day Facility as of March 31, 2018 and December 31, 2017 . There were no borrowings outstanding at any time during the three months ended March 31, 2018 . During the three months ended March 31, 2017 , the maximum amount of EQM's outstanding borrowings under the credit facility at any time was $50 million and the average daily balance was approximately $26 million . EQM incurred interest at a weighted average annual interest rate of approximately 2.0% for the three months ended March 31, 2017 . As of March 31, 2018 , EQM was in compliance with all debt provisions and covenants. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The carrying values 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 value measurements. The carrying value of the credit facility borrowings approximates fair value as the interest rates are based on prevailing market rates; this is considered a Level 1 fair value measurement. As EQM's senior notes are not actively traded, their fair values are considered Level 2 fair value measurements and are estimated using a standard industry income approach model that applies a discount rate based on market rates for debt with similar remaining time to maturity and credit risk. As of March 31, 2018 and December 31, 2017 , the estimated fair value of EQM's senior notes was approximately $974 million and $1,006 million , respectively, and the carrying value of EQM's senior notes was approximately $988 million and $987 million , respectively. The fair value of the Preferred Interest is a Level 3 fair value measurement and is estimated using an income approach model that applies a market-based discount rate. As of March 31, 2018 and December 31, 2017 , the estimated fair value of the Preferred Interest was approximately $128 million and $133 million , respectively, and the carrying value of the Preferred Interest was approximately $118 million and $119 million , respectively. |
Distributions
Distributions | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Distributions | Equity and Net Income per Limited Partner Unit The following table summarizes EQM's limited partner common units and general partner units issued from January 1, 2018 through March 31, 2018 . There were no issuances in 2017 . Limited Partner Common Units General Partner Units Total Balance at January 1, 2018 80,581,758 1,443,015 82,024,773 Common units issued (1) 9,608 — 9,608 Balance at March 31, 2018 80,591,366 1,443,015 82,034,381 (1) Units issued upon a resignation from the EQM General Partner's Board of Directors in February 2018. As of March 31, 2018 , EQGP and its subsidiaries owned 21,811,643 EQM common units, representing a 26.6% limited partner interest, 1,443,015 EQM general partner units, representing a 1.8% general partner interest, and all of the IDRs in EQM. As of March 31, 2018 , EQT owned 100% of the non-economic general partner interest and a 90.1% limited partner interest in EQGP. Net Income per Limited Partner Unit. The weighted average phantom unit awards included in the calculation of basic weighted average limited partner units outstanding was 22,748 and 20,073 for the three months ended March 31, 2018 and 2017 , respectively. Distributions On April 24, 2018 , the Board of Directors of the EQM General Partner declared a cash distribution to EQM's unitholders for the first quarter of 2018 of $1.065 per common unit. The cash distribution will be paid on May 15, 2018 to unitholders of record at the close of business on May 4, 2018 . Based on the 80,591,366 EQM common units outstanding on April 26, 2018 , cash distributions to EQGP will be approximately $23.2 million related to its limited partner interest, $2.3 million related to its general partner interest and $44.2 million related to its IDRs in EQM. The distribution amounts to EQGP related to its general partner interest and IDRs in EQM are subject to change if EQM issues additional common units on or prior to the record date for the first quarter 2018 distribution. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events EQM-RMP Merger On April 25, 2018, EQM entered into an Agreement and Plan of Merger (the Merger Agreement) with Rice Midstream Partners LP (RMP), Rice Midstream Management LLC, the general partner of RMP (the RMP General Partner), the EQM General Partner, EQM Acquisition Sub, LLC, a wholly owned subsidiary of EQM (Merger Sub), EQM GP Acquisition Sub, LLC, a wholly owned subsidiary of EQM (GP Merger Sub), and, solely for certain limited purposes set forth therein, EQT. Pursuant to the Merger Agreement, Merger Sub and GP Merger Sub will merge with and into RMP and the RMP General Partner, respectively, with RMP and the RMP General Partner surviving as wholly owned subsidiaries of EQM (the Mergers). Pursuant to the Merger Agreement, each RMP common unit issued and outstanding immediately prior to the effective time of the Mergers will be converted into the right to receive 0.3319 EQM common units. The completion of the Mergers is subject to the satisfaction or waiver of certain customary closing conditions, including, but not limited to: (i) approval of the Merger Agreement by a majority of RMP's unitholders, (ii) expiration or termination of any applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, (iii) the completion of the Drop-Down Transactions (as defined below), and (iv) the completion of the IDR Transaction (as defined below). The Merger Agreement provides that upon termination of the Merger Agreement under certain circumstances RMP may be required to pay EQM a termination fee equal to $63.4 million less any previous reimbursements by RMP. The Merger Agreement also provides that upon termination of the Merger Agreement under certain circumstances EQM may be required to reimburse RMP's expenses up to $5 million and RMP may be required to reimburse EQM's expenses up to $5 million . As a result of the Mergers, RMP's common units will no longer be publicly traded. EQM expects to complete the Mergers during the third quarter of 2018. RMP IDR Purchase and Sale Agreement On April 25, 2018, EQT, Rice Midstream GP Holdings LP, a wholly owned subsidiary of EQT that owns the RMP IDRs, and EQGP entered into an Incentive Distribution Rights Purchase and Sale Agreement pursuant to which EQGP will acquire all of the issued and outstanding RMP IDRs in exchange for 36,293,766 EQGP common units (the IDR Transaction). If the unit consideration is issued and the Mergers are not consummated on or prior to December 31, 2018 or the Merger Agreement is earlier terminated, 8,539,710 of the EQGP common units issued to EQT will be canceled and EQT will pay to EQGP an amount in cash equal to the aggregate amount of any distributions paid by EQGP to EQT related to the forfeited EQGP common units. The completion of the IDR Transaction is subject to certain customary closing conditions. Pursuant to the terms of the Merger Agreement, the RMP IDRs will be canceled effective at the time of the Mergers. Drop-Down Transactions and Gulfport Transaction On April 25, 2018, EQT, Rice Midstream Holdings LLC, a wholly owned subsidiary of EQT, EQM and EQM Gathering Holdings, LLC (EQM Gathering), a wholly owned subsidiary of EQM, entered into a Contribution and Sale Agreement (the Drop-Down Agreement) pursuant to which EQM Gathering will acquire, in one or more transactions, from EQT all of EQT's interests in Rice Olympus Midstream LLC, Rice West Virginia Midstream LLC and Strike Force Midstream Holdings LLC (Strike Force Holdings) in exchange for an aggregate of 5,889,282 EQM common units and aggregate cash consideration of $1.15 billion , subject to customary post-closing purchase price adjustments (collectively, the Drop-Down Transactions). Strike Force Holdings owns a 75% limited liability company interest in Strike Force Midstream LLC (Strike Force Midstream). The completion of the Drop-Down Transactions is subject to certain customary closing conditions. Also on April 25, 2018, EQM, EQM Gathering, Gulfport Energy Corporation (Gulfport) and an affiliate of Gulfport entered into a Purchase and Sale Agreement pursuant to which EQM will acquire the remaining 25% limited liability company interest in Strike Force Midstream not owned by EQT for $175 million (the Gulfport Transaction). The completion of the Gulfport Transaction is subject to certain customary closing conditions. EQM expects to complete the Drop-Down Transactions and the Gulfport Transaction during the second quarter 2018. EQM Term Loan On April 25, 2018, EQM entered into a $2.5 billion unsecured multi-draw 364 -day term loan facility with a syndicate of lenders (the EQM Term Loan Facility). The EQM Term Loan Facility is available to fund the cash consideration for the Drop-Down Transactions, to repay borrowings under EQM's $1 billion revolving credit facility and, following the Mergers, under RMP's $850 million revolving credit facility, to fund ongoing working capital requirements and for other general partnership purposes. Unused commitments under the EQM Term Loan Facility will terminate automatically on December 31, 2018. The EQM Term Loan Facility matures on April 24, 2019 and includes mandatory prepayment and commitment reduction requirements related to the receipt by EQM of net cash proceeds from certain debt transactions, equity issuances, asset sales and joint venture distributions. |
Financial Statements (Policies)
Financial Statements (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the requirements of Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, these unaudited consolidated financial statements include all adjustments (consisting of only normal recurring adjustments, unless otherwise disclosed in this Form 10-Q) necessary for a fair presentation of the financial position of EQM as of March 31, 2018 and December 31, 2017 , and the results of its operations, cash flows and equity for the three months ended March 31, 2018 and 2017 . Certain previously reported amounts have been reclassified to conform to the current year presentation. The balance sheet at December 31, 2017 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by GAAP for complete financial statements. Due to the seasonal nature of EQM's utility customer contracts, the interim statements for the three months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018 . For further information, refer to the consolidated financial statements and related footnotes and "Management's Discussion and Analysis of Financial Condition and Results of Operations" included in EQM's Annual Report on Form 10-K for the year ended December 31, 2017 . |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In May 2014, the FASB issued 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 the entity expects in exchange for those goods or services. EQM adopted this standard on January 1, 2018 using the modified retrospective method of adoption. Adoption of the ASU did not require an adjustment to the opening balance of equity. EQM does not expect the standard to have a significant effect on its results of operations, liquidity or financial position. EQM implemented processes and controls to ensure new contracts are reviewed for the appropriate accounting treatment and to generate the disclosures required under the new standard in the first quarter of 2018. For the disclosures required by this ASU, see Note B. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments-Overall: Recognition and Measurement of Financial Assets and Financial Liabilities . The standard primarily affects accounting for equity investments, financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments, and eliminates the cost method of accounting for equity investments. EQM adopted this standard in the first quarter of 2018 with no significant effect on its financial statements or related disclosures. In February 2016, the FASB issued ASU No. 2016-02, Leases . The standard requires an entity to record assets and obligations for contracts currently recognized as operating leases. Lessees and lessors must apply a modified retrospective transition approach. The ASU will be effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period, with early adoption permitted. EQM has completed a high-level identification of agreements covered by this standard and will continue to evaluate the effect this standard will have on its financial statements, internal controls and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments. This ASU amends guidance on reporting credit losses for assets held at amortized cost basis and available for sale debt securities. For assets held at amortized cost basis, this ASU eliminates the probable initial recognition threshold in current GAAP and, instead, requires an entity to reflect its current estimate of all expected credit losses. The amendments affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. The ASU will be effective for annual reporting periods beginning after December 15, 2019, including interim periods within that reporting period. EQM is currently evaluating the effect this standard will have on its financial statements and related disclosures. |
Revenue from Contracts with C19
Revenue from Contracts with Customers (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregated Revenue Information, by Business Segment | The table below provides disaggregated revenue information by EQM business segment for the three months ended March 31, 2018 . Three Months Ended March 31, 2018 Gathering Transmission Total (Thousands) Firm reservation fee revenues $ 109,933 $ 97,775 $ 207,708 Volumetric based fee revenues: Usage fees under firm contracts (1) 12,108 3,822 15,930 Usage fees under interruptible contracts 3,867 5,337 9,204 Total volumetric based fee revenues 15,975 9,159 25,134 Total operating revenues $ 125,908 $ 106,934 $ 232,842 (1) Includes fees on volumes gathered and transported in excess of firm contracted capacity as well as commodity charges and fees on all volumes transported under firm contracts. |
Summary of Remaining Performance Obligations | The following table summarizes the transaction price allocated to EQM's remaining performance obligations under all contracts with firm reservation fees as of March 31, 2018 . 2018 2019 2020 2021 2022 Thereafter Total (Thousands) Gathering firm reservation fees $ 333,316 $ 443,741 $ 443,741 $ 443,741 $ 443,741 $ 1,485,787 $ 3,594,067 Transmission firm reservation fees 294,044 384,018 381,788 377,619 372,544 3,039,812 4,849,825 Total firm reservation fees $ 627,360 $ 827,759 $ 825,529 $ 821,360 $ 816,285 $ 4,525,599 $ 8,443,892 |
Equity and Net Income per Lim20
Equity and Net Income per Limited Partner Unit (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Summary of Units Issued | The following table summarizes EQM's limited partner common units and general partner units issued from January 1, 2018 through March 31, 2018 . There were no issuances in 2017 . Limited Partner Common Units General Partner Units Total Balance at January 1, 2018 80,581,758 1,443,015 82,024,773 Common units issued (1) 9,608 — 9,608 Balance at March 31, 2018 80,591,366 1,443,015 82,034,381 (1) Units issued upon a resignation from the EQM General Partner's Board of Directors in February 2018. |
Financial Information by Busi21
Financial Information by Business Segment (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Revenue from External Customers and Operating Income and Reconciliation to Net Income | Three Months Ended 2018 2017 (Thousands) Revenues from external customers (including affiliates): Gathering $ 125,908 $ 102,329 Transmission 106,934 97,743 Total operating revenues $ 232,842 $ 200,072 Operating income: Gathering $ 98,891 $ 73,704 Transmission 79,451 71,604 Total operating income $ 178,342 $ 145,308 Reconciliation of operating income to net income: Equity income $ 8,811 $ 4,277 Other income 898 1,537 Net interest expense 10,833 7,926 Net income $ 177,218 $ 143,196 |
Schedule of Segment Assets | March 31, December 31, (Thousands) Segment assets: Gathering $ 1,519,496 $ 1,463,247 Transmission 1,494,439 1,487,501 Total operating segments 3,013,935 2,950,748 Headquarters, including cash 679,340 598,079 Total assets $ 3,693,275 $ 3,548,827 |
Schedule of Depreciation, Amortization, and Expenditures for Segment Assets | Three Months Ended 2018 2017 (Thousands) Depreciation and amortization: Gathering $ 10,738 $ 8,860 Transmission 12,441 11,687 Total $ 23,179 $ 20,547 Expenditures for segment assets: Gathering $ 68,933 $ 48,838 Transmission 18,929 21,389 Total (1) $ 87,862 $ 70,227 (1) EQM accrues capital expenditures when work has been completed but the associated bills have not yet been paid. These accrued amounts are excluded from capital expenditures in the statements of consolidated cash flows until they are paid in a subsequent period. Accrued capital expenditures were approximately $36.9 million and $33.1 million at March 31, 2018 and December 31, 2017 , respectively. Accrued capital expenditures were approximately $34.0 million and $26.7 million at March 31, 2017 and December 31, 2016 , respectively. |
Investment in Unconsolidated 22
Investment in Unconsolidated Entity (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Unaudited Condensed Financial Statements for the Investment in Unconsolidated Equity | The following tables summarize the unaudited condensed financial statements for the MVP Joint Venture. Condensed Consolidated Balance Sheets March 31, December 31, (Thousands) Current assets $ 349,620 $ 330,271 Noncurrent assets 906,626 747,728 Total assets $ 1,256,246 $ 1,077,999 Current liabilities $ 55,305 $ 65,811 Equity 1,200,941 1,012,188 Total liabilities and equity $ 1,256,246 $ 1,077,999 Condensed Statements of Consolidated Operations Three Months Ended 2018 2017 (Thousands) Net interest income $ 6,183 $ 2,247 AFUDC - equity 13,182 7,153 Net income $ 19,365 $ 9,400 |
Revenue from Contracts with C23
Revenue from Contracts with Customers - Narrative (Details) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | ||
Contract billing cycle | 21 days | |
Gathering | ||
Disaggregation of Revenue [Line Items] | ||
Weighted average remaining term | 8 years | |
Transmission | ||
Disaggregation of Revenue [Line Items] | ||
Weighted average remaining term | 15 years |
Revenue from Contracts with C24
Revenue from Contracts with Customers - Schedule of Disaggregated Revenue Information, by Business Segment (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Disaggregation of Revenue [Line Items] | |
Total operating revenues | $ 232,842 |
Firm reservation fee revenues | Firm reservation fee revenue | |
Disaggregation of Revenue [Line Items] | |
Total operating revenues | 207,708 |
Volumetric based fee revenues | |
Disaggregation of Revenue [Line Items] | |
Total operating revenues | 25,134 |
Volumetric based fee revenues | Usage fees under firm contracts | |
Disaggregation of Revenue [Line Items] | |
Total operating revenues | 15,930 |
Volumetric based fee revenues | Usage fees under interruptible contracts | |
Disaggregation of Revenue [Line Items] | |
Total operating revenues | 9,204 |
Gathering | |
Disaggregation of Revenue [Line Items] | |
Total operating revenues | 125,908 |
Gathering | Firm reservation fee revenues | Firm reservation fee revenue | |
Disaggregation of Revenue [Line Items] | |
Total operating revenues | 109,933 |
Gathering | Volumetric based fee revenues | |
Disaggregation of Revenue [Line Items] | |
Total operating revenues | 15,975 |
Gathering | Volumetric based fee revenues | Usage fees under firm contracts | |
Disaggregation of Revenue [Line Items] | |
Total operating revenues | 12,108 |
Gathering | Volumetric based fee revenues | Usage fees under interruptible contracts | |
Disaggregation of Revenue [Line Items] | |
Total operating revenues | 3,867 |
Transmission | |
Disaggregation of Revenue [Line Items] | |
Total operating revenues | 106,934 |
Transmission | Firm reservation fee revenues | Firm reservation fee revenue | |
Disaggregation of Revenue [Line Items] | |
Total operating revenues | 97,775 |
Transmission | Volumetric based fee revenues | |
Disaggregation of Revenue [Line Items] | |
Total operating revenues | 9,159 |
Transmission | Volumetric based fee revenues | Usage fees under firm contracts | |
Disaggregation of Revenue [Line Items] | |
Total operating revenues | 3,822 |
Transmission | Volumetric based fee revenues | Usage fees under interruptible contracts | |
Disaggregation of Revenue [Line Items] | |
Total operating revenues | $ 5,337 |
Revenue from Contracts with C25
Revenue from Contracts with Customers - Summary of Remaining Performance Obligations (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | $ 627,360 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | 827,759 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | 825,529 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | 821,360 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | 816,285 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | 4,525,599 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | 8,443,892 |
Gathering | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | $ 333,316 |
Remaining performance obligations, expected timing | 9 months |
Gathering | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | $ 443,741 |
Remaining performance obligations, expected timing | 1 year |
Gathering | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | $ 443,741 |
Remaining performance obligations, expected timing | 1 year |
Gathering | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | $ 443,741 |
Remaining performance obligations, expected timing | 1 year |
Gathering | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | $ 443,741 |
Remaining performance obligations, expected timing | 1 year |
Gathering | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | $ 1,485,787 |
Remaining performance obligations, expected timing | |
Gathering | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | $ 3,594,067 |
Transmission | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | $ 294,044 |
Remaining performance obligations, expected timing | 9 months |
Transmission | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | $ 384,018 |
Remaining performance obligations, expected timing | 1 year |
Transmission | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | $ 381,788 |
Remaining performance obligations, expected timing | 1 year |
Transmission | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | $ 377,619 |
Remaining performance obligations, expected timing | 1 year |
Transmission | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | $ 372,544 |
Remaining performance obligations, expected timing | 1 year |
Transmission | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | $ 3,039,812 |
Remaining performance obligations, expected timing | |
Transmission | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total firm reservation fees | $ 4,849,825 |
Equity and Net Income per Lim26
Equity and Net Income per Limited Partner Unit - Summary of Units Issued (Details) - shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Increase (Decrease) in Partners' Capital | ||
Beginning balance (in shares) | 82,024,773 | |
Common units issued (in shares) | 9,608 | 0 |
Ending balance (in shares) | 82,034,381 | 82,024,773 |
Limited Partner Common Units | ||
Increase (Decrease) in Partners' Capital | ||
Beginning balance (in shares) | 80,581,758 | |
Common units issued (in shares) | 9,608 | |
Ending balance (in shares) | 80,591,366 | 80,581,758 |
General Partner Units | ||
Increase (Decrease) in Partners' Capital | ||
Beginning balance (in shares) | 1,443,015 | |
Common units issued (in shares) | 0 | |
Ending balance (in shares) | 1,443,015 | 1,443,015 |
Equity and Net Income per Lim27
Equity and Net Income per Limited Partner Unit - Narrative (Details) - shares | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Class of Stock [Line Items] | |||
Partners' capital account, units issued (in shares) | 9,608 | 0 | |
Number of common units held by parent (in shares) | 80,591,366 | 80,581,758 | |
Number of general partner units held by parent (in shares) | 82,034,381 | 82,024,773 | |
Weighted average limited partner units outstanding - basic (in shares) | 80,607,000 | 80,602,000 | |
Phantom Units | |||
Class of Stock [Line Items] | |||
Weighted average limited partner units outstanding - basic (in shares) | 22,748 | 20,073 | |
EQT | EQGP | |||
Class of Stock [Line Items] | |||
Ownership interest (as a percent) | 90.10% | ||
General partner's ownership interest (as a percent) | 100.00% | ||
Limited Partner Common Units | |||
Class of Stock [Line Items] | |||
Partners' capital account, units issued (in shares) | 9,608 | ||
Number of general partner units held by parent (in shares) | 80,591,366 | 80,581,758 | |
Limited Partner Common Units | EQGP | EQM | |||
Class of Stock [Line Items] | |||
Number of common units held by parent (in shares) | 21,811,643 | ||
Ownership interest (as a percent) | 26.60% | ||
General Partner Units | |||
Class of Stock [Line Items] | |||
Partners' capital account, units issued (in shares) | 0 | ||
Number of general partner units held by parent (in shares) | 1,443,015 | 1,443,015 | |
General Partner Units | EQGP | EQM | |||
Class of Stock [Line Items] | |||
Number of general partner units held by parent (in shares) | 1,443,015 | ||
General partner's ownership interest (as a percent) | 1.80% |
Financial Information by Busi28
Financial Information by Business Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Revenues from external customers (including affiliates): | |||||
Total operating revenues | [1] | $ 232,842 | $ 200,072 | ||
Operating income: | |||||
Total operating income | 178,342 | 145,308 | |||
Reconciliation of operating income to net income: | |||||
Equity income | [2] | 8,811 | 4,277 | ||
Other income | 898 | 1,537 | |||
Net interest expense | [3] | 10,833 | 7,926 | ||
Net income | 177,218 | 143,196 | |||
Segment assets: | |||||
Total assets | 3,693,275 | $ 3,548,827 | |||
Depreciation and amortization: | |||||
Total | 23,179 | 20,547 | |||
Expenditures for segment assets: | |||||
Accrued capital expenditures | 36,900 | 34,000 | 33,100 | $ 26,700 | |
Operating Segments | |||||
Segment assets: | |||||
Total assets | 3,013,935 | 2,950,748 | |||
Depreciation and amortization: | |||||
Total | 23,179 | 20,547 | |||
Expenditures for segment assets: | |||||
Total | 87,862 | 70,227 | |||
Headquarters, including cash | |||||
Segment assets: | |||||
Total assets | 679,340 | 598,079 | |||
Gathering | Operating Segments | |||||
Revenues from external customers (including affiliates): | |||||
Total operating revenues | 125,908 | 102,329 | |||
Operating income: | |||||
Total operating income | 98,891 | 73,704 | |||
Segment assets: | |||||
Total assets | 1,519,496 | 1,463,247 | |||
Depreciation and amortization: | |||||
Total | 10,738 | 8,860 | |||
Expenditures for segment assets: | |||||
Total | 68,933 | 48,838 | |||
Transmission | Operating Segments | |||||
Revenues from external customers (including affiliates): | |||||
Total operating revenues | 106,934 | 97,743 | |||
Operating income: | |||||
Total operating income | 79,451 | 71,604 | |||
Segment assets: | |||||
Total assets | 1,494,439 | $ 1,487,501 | |||
Depreciation and amortization: | |||||
Total | 12,441 | 11,687 | |||
Expenditures for segment assets: | |||||
Total | $ 18,929 | $ 21,389 | |||
[1] | Operating revenues included affiliate revenues from EQT Corporation and subsidiaries (collectively, EQT) of $160.6 million and $143.4 million for the three months ended March 31, 2018 and 2017, respectively. See Note E. | ||||
[2] | Represents equity income from Mountain Valley Pipeline, LLC (the MVP Joint Venture). See Note F. | ||||
[3] | Net interest expense included interest income on the Preferred Interest in EES of $1.7 million for the three months ended March 31, 2018 and 2017. |
Investment in Unconsolidated 29
Investment in Unconsolidated Entity - Narrative (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018USD ($)mi | May 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Schedule of Equity Method Investments [Line Items] | |||
Capital contribution payable to MVP Joint Venture | $ 65,786 | $ 105,734 | |
Variable Interest Entity, Not Primary Beneficiary | MVP Joint Venture | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership interest | 45.50% | ||
Maximum financial statement exposure | $ 637,000 | ||
MVP | |||
Schedule of Equity Method Investments [Line Items] | |||
Length of pipeline (in miles) | mi | 300 | ||
MVP | Variable Interest Entity, Not Primary Beneficiary | |||
Schedule of Equity Method Investments [Line Items] | |||
Issuance of performance guarantee | $ 91,000 | ||
Beneficial Owner | MVP Joint Venture | |||
Schedule of Equity Method Investments [Line Items] | |||
Percentage of ownership interest | 66.67% | ||
Scenario, Forecast | Variable Interest Entity, Not Primary Beneficiary | MVP Joint Venture | |||
Schedule of Equity Method Investments [Line Items] | |||
Capital contribution payable to MVP Joint Venture | $ 65,800 |
Investment in Unconsolidated 30
Investment in Unconsolidated Entity - Schedule of Unaudited Condensed Financial Statements for the Investment in Unconsolidated Equity (Details) - MVP Joint Venture - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Condensed Consolidated Balance Sheets | |||
Current assets | $ 349,620 | $ 330,271 | |
Noncurrent assets | 906,626 | 747,728 | |
Total assets | 1,256,246 | 1,077,999 | |
Current liabilities | 55,305 | 65,811 | |
Equity | 1,200,941 | 1,012,188 | |
Total liabilities and equity | 1,256,246 | $ 1,077,999 | |
Condensed Statements of Consolidated Operations | |||
Net interest income | 6,183 | $ 2,247 | |
AFUDC - equity | 13,182 | 7,153 | |
Net income | $ 19,365 | $ 9,400 |
Credit Facility Borrowings (Det
Credit Facility Borrowings (Details) | 3 Months Ended | ||
Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | |
Long-term debt | |||
Credit facility borrowings | $ 317,000,000 | $ 180,000,000 | |
Revolving Credit Facility | |||
Long-term debt | |||
Basis spread above commitment fee | 0.10% | ||
Revolving Credit Facility | One Billion Credit Facility | |||
Long-term debt | |||
Credit facility borrowings | $ 0 | 0 | |
Revolving Credit Facility | $500 Million Uncommitted Revolving Loan Agreement | |||
Long-term debt | |||
Maximum borrowing capacity | 500,000,000 | ||
Maximum amount of outstanding short-term loans at any time during the period | $ 0 | $ 50,000,000 | |
Average daily balance of short-term loans outstanding | $ 26,000,000 | ||
Weighted average annual interest rate | 2.00% | ||
Line of credit expiration period | 364 days | ||
Renewal notice period prior to current maturity date | 60 days | ||
Short-term debt amount outstanding | $ 0 | $ 0 | |
Line of Credit | One Billion Credit Facility | |||
Long-term debt | |||
Maximum borrowing capacity | $ 1,000,000,000 | ||
Consolidated leverage ratio for certain measurement periods (not more than) | 5 | ||
Consolidated leverage ratio (not more than) | 5.50 | ||
Maximum amount of outstanding short-term loans at any time during the period | $ 420,000,000 | $ 0 | |
Average daily balance of short-term loans outstanding | $ 301,000,000 | ||
Weighted average annual interest rate | 3.00% |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Millions | Mar. 31, 2018 | Dec. 31, 2017 |
EES | Carrying Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Value of preferred interest | $ 118 | $ 119 |
Level 3 | EES | Fair Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Value of preferred interest | 128 | 133 |
Fair Value, Measurements, Recurring | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying value of long-term debt | 988 | 987 |
Fair Value, Measurements, Recurring | Level 2 | Fair Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Estimated fair value of long-term debt | $ 974 | $ 1,006 |
Distributions (Details)
Distributions (Details) - USD ($) $ / shares in Units, $ in Millions | Apr. 26, 2018 | Apr. 24, 2018 | Mar. 31, 2018 | Mar. 31, 2017 | |
Subsequent Event [Line Items] | |||||
Cash distribution to the company's common and subordinated unitholders declared (in dollars per share) | [1] | $ 1.065 | $ 0.89 | ||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Cash distribution to the company's common and subordinated unitholders declared (in dollars per share) | $ 1.065 | ||||
Common units outstanding (in shares) | 80,591,366 | ||||
Incentive distribution rights | $ 44.2 | ||||
Subsequent Event | Limited Partner | |||||
Subsequent Event [Line Items] | |||||
Cash distribution declared to the limited partner | 23.2 | ||||
Subsequent Event | General Partner Units | |||||
Subsequent Event [Line Items] | |||||
Cash distribution declared to the general partner | $ 2.3 | ||||
[1] | Represents the cash distributions declared related to the period presented. See Note I. |
Subsequent Events (Details)
Subsequent Events (Details) | Apr. 25, 2018USD ($) | Jun. 30, 2018USD ($)shares | Mar. 31, 2018USD ($) | Jun. 30, 2018USD ($) | Sep. 30, 2018USD ($) |
EQM Term Loan Facility | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Maximum borrowing capacity | $ 2,500,000,000 | ||||
Line of credit expiration period | 364 days | ||||
Revolving Credit Facility | |||||
Subsequent Event [Line Items] | |||||
Maximum borrowing capacity | $ 1,000,000,000 | ||||
Scenario, Forecast | EQM-RMP Merger | |||||
Subsequent Event [Line Items] | |||||
Termination reimbursement amount | $ 5,000,000 | ||||
Scenario, Forecast | Drop-Down Transactions | |||||
Subsequent Event [Line Items] | |||||
Equity interest issued or issuable (in shares) | shares | 5,889,282 | ||||
Payments to acquire businesses, gross | $ 1,150,000,000 | ||||
Scenario, Forecast | Gulfport Energy Corporation | |||||
Subsequent Event [Line Items] | |||||
Percentage of voting interests acquired | 25.00% | 25.00% | |||
Consideration transferred | $ 175,000,000 | ||||
Rice Midstream Partners, LP | Scenario, Forecast | EQM-RMP Merger | |||||
Subsequent Event [Line Items] | |||||
Common share conversation ratio | 0.3319 | ||||
Termination reimbursement amount | $ 5,000,000 | ||||
Termination fee | $ 63,400,000 | ||||
EQGP | Scenario, Forecast | IDR Transaction | |||||
Subsequent Event [Line Items] | |||||
Equity interest issued or issuable (in shares) | shares | 36,293,766 | ||||
Number of shares cancelled if terminated (in shares) | shares | 8,539,710 | ||||
Strike Force Midstream | Strike Force Midstream Holdings LLC | Drop-Down Transactions | |||||
Subsequent Event [Line Items] | |||||
Ownership interest (as a percent) | 75.00% | ||||
Revolving Credit Facility | RMP $850 Million Facility | |||||
Subsequent Event [Line Items] | |||||
Maximum borrowing capacity | $ 850,000,000 |