4//SEC Filing
Rice Midstream GP Holdings LP 4
Accession 0001104659-17-068935
CIK 0001620928other
Filed
Nov 14, 7:00 PM ET
Accepted
Nov 15, 7:31 PM ET
Size
21.9 KB
Accession
0001104659-17-068935
Insider Transaction Report
Form 4
EQT Production Co
10% Owner
Transactions
- Other
Common Units representing limited partner interests
2017-11-13+3,623→ 3,623 total(indirect: See Footnotes) - Other
Subordinated units representing limited partner interests
2017-11-13+28,753,623→ 28,753,623 total(indirect: See Footnotes)→ Common Units representing limited partner interests (28,753,623 underlying)
Rice Energy Inc.
10% Owner
Transactions
- Other
Common Units representing limited partner interests
2017-11-13+3,623→ 3,623 total(indirect: See Footnotes) - Other
Subordinated units representing limited partner interests
2017-11-13+28,753,623→ 28,753,623 total(indirect: See Footnotes)→ Common Units representing limited partner interests (28,753,623 underlying)
EQT Corp
10% Owner
Transactions
- Other
Common Units representing limited partner interests
2017-11-13+3,623→ 3,623 total(indirect: See Footnotes) - Other
Subordinated units representing limited partner interests
2017-11-13+28,753,623→ 28,753,623 total(indirect: See Footnotes)→ Common Units representing limited partner interests (28,753,623 underlying)
EQT Investments Holdings, LLC
10% Owner
Transactions
- Other
Common Units representing limited partner interests
2017-11-13+3,623→ 3,623 total(indirect: See Footnotes) - Other
Subordinated units representing limited partner interests
2017-11-13+28,753,623→ 28,753,623 total(indirect: See Footnotes)→ Common Units representing limited partner interests (28,753,623 underlying)
Rice Energy Appalachia, LLC
10% Owner
Transactions
- Other
Common Units representing limited partner interests
2017-11-13+3,623→ 3,623 total(indirect: See Footnotes) - Other
Subordinated units representing limited partner interests
2017-11-13+28,753,623→ 28,753,623 total(indirect: See Footnotes)→ Common Units representing limited partner interests (28,753,623 underlying)
Rice Midstream Holdings LLC
10% Owner
Transactions
- Other
Common Units representing limited partner interests
2017-11-13+3,623→ 3,623 total(indirect: See Footnotes) - Other
Subordinated units representing limited partner interests
2017-11-13+28,753,623→ 28,753,623 total(indirect: See Footnotes)→ Common Units representing limited partner interests (28,753,623 underlying)
Rice Midstream GP Management LLC
10% Owner
Transactions
- Other
Common Units representing limited partner interests
2017-11-13+3,623→ 3,623 total(indirect: See Footnotes) - Other
Subordinated units representing limited partner interests
2017-11-13+28,753,623→ 28,753,623 total(indirect: See Footnotes)→ Common Units representing limited partner interests (28,753,623 underlying)
Rice Midstream GP Holdings LP
10% Owner
Transactions
- Other
Common Units representing limited partner interests
2017-11-13+3,623→ 3,623 total(indirect: See Footnotes) - Other
Subordinated units representing limited partner interests
2017-11-13+28,753,623→ 28,753,623 total(indirect: See Footnotes)→ Common Units representing limited partner interests (28,753,623 underlying)
Footnotes (3)
- [F1]On November 13, 2017, pursuant to the Agreement and Plan of Merger dated as of June 19, 2017 (the "Merger Agreement"), by and among Rice Energy Inc. ("Rice"), EQT Corporation ("EQT") and Eagle Merger Sub I, Inc. ("Merger Sub"), Merger Sub merged with and into Rice (the "Merger"), with Rice (now EQT RE, LLC ("EQT RE")) continuing as the surviving entity and as a wholly owned indirect subsidiary of EQT. This Form 4 is being filed jointly by EQT, EQT Investments Holdings, LLC ("Investments Holdings"), EQT Production Company ("EQT Production"), EQT RE, Rice Energy Operating LLC ("REO"), Rice Midstream Holdings LLC ("RMH"), Rice Midstream GP Management LLC ("Rice GP Management") and Rice Midstream GP Holdings LP ("Rice GP Holdings") in connection with the closing of the Merger. EQT directly owns 100% of the outstanding membership interests of Investments Holdings. Investments Holdings directly owns 100% of the common stock of EQT Production. EQT Production directly owns 100% of the
- [F2](cont. from footnote 1) outstanding membership interests of EQT RE. EQT RE and Rice Energy Sub Holdings LLC ("Rice Sub Holdings") directly own 100% of the outstanding membership interests in REO, and EQT RE directly owns 100% of the outstanding membership interests of Rice Sub Holdings. REO and Rice Midstream GP LLC ("Rice GP LLC") directly own 100% of the outstanding membership interests of RMH, and REO directly owns 100% of the outstanding membership interests of Rice GP LLC. RMH and Rice GPH LLC directly own 100% of the outstanding limited partner interests in Rice GP Holdings, which directly holds interests in Rice Midstream Partners LP (the "Issuer"), and RMH directly owns 100% of the outstanding membership interests of Rice GPH LLC and Rice GP Management, the general partner of Rice GP Holdings. EQT, Investments Holdings, EQT Production, EQT RE, REO, RMH and Rice GP Management may therefore be deemed to beneficially own securities of the Issuer owned directly by Rice GP Holdings.
- [F3]The Subordinated Units have no expiration date and will convert into Common Units on a one-for-one basis at the end of the "subordination period" described in the Issuer's Prospectus (File No. 333-199932) filed with the Securities and Exchange Commission on December 18, 2014.
Documents
Issuer
Rice Midstream Partners LP
CIK 0001620928
Entity typeother
Related Parties
1- filerCIK 0001666988
Filing Metadata
- Form type
- 4
- Filed
- Nov 14, 7:00 PM ET
- Accepted
- Nov 15, 7:31 PM ET
- Size
- 21.9 KB