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1 www.riceenergy.com Rice Midstream Partners Third Quarter 2015 Supplemental Slides November 5, 2015

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  • 1 www.riceenergy.com

    Rice Midstream PartnersThird Quarter 2015 Supplemental Slides

    November 5, 2015

  • 2 www.riceenergy.com

    RMP: High Growth MLP in Prolific Appalachian Basin

    PA gas gathering system of 4.1 MMDth/d design capacity by YE2015̶ Oversized to accommodate future growth and

    emerging PA Utica potential 3Q15 throughput of 671 MDth/d with 17% 3rd party Gathering throughput driven by SW PA technical

    leaders̶ ~85% of 2015E estimated throughput from RICE

    operated volumes, and ~15% from 3rd parties, primarily EQT

    RMP constructing ~30 miles of gathering pipeline in 2015

    RMP installing compression for RICE in 1H16 that will start generating revenue in 2016

    RMP 2015E EBITDA of $60MM - $65MM(1)

    2015 capex budget of $200MM(1) ($100MM gathering, $90MM compression, $5MM water and $5MM maintenance)

    2 independent fresh water distribution systems with access to 15.9MMGPD of fresh water from Monongahela River, Ohio River & other regional sources

    GATHERING SYSTEM INFORMATION12/31/14

    DedicatedGross

    Acreage

    3Q 2015 Throughput

    (MDth/d)2015E Capex

    ($MM)(1)

    RMP 86,000 671 $200

    ASSET OVERVIEW SYSTEM MAP

    OHIO

    Concentrated, Prolific Position to Drive Targeted 20% Distribution Growth

    Greene

    Washington

    Fayette

    Beaver

    PENNSYLVANIA

    WEST VIRGINIA

    OH PA

    WV

    Belmont

    Brooke

    Legend

    RMP Gathering Pipeline to be Constructed

    RICE Acreage

    RMP Gathering Pipeline

    3rd Party Dedicated to RMPRICE Acreage Dedicated to 3rdParty

    RMP Water PipelineRMP Water Pipeline to be ConstructedRMP Water Interconnects

    WEST VIRGINIA

    GPOR Water Dedication

    OHIO

    __________________________1. As of November 5, 2015.

  • 3 www.riceenergy.com

    RICE executed midstream JV LOI w/ GPOR to construct & operate gathering, compression & water services for their Utica acreage

    ROFO on RICE’s OH gas gathering and compression assets In November, acquired RICE’s PA & OH water services business w/

    access to ~16 MMGPD of fresh water sources in PA and OH for $200MM purchase price

    Third quarter average daily throughput of 671 MDth/d 3% increase from 2Q average throughput

    Increased distribution to $0.1935 / unit for 3Q15 Expect to increase distributions by 2% w/ targeted 4Q15 distribution of

    $0.1965 / unit

    $369MM liquidity with $100MM drawn under our revolving credit facility, pro forma for the water services business acquisition and PIPE proceeds

    DCF coverage ratio of 1.25x for 3Q15 Cash flow driven by scalable dry gas throughput, complementary water

    services business & protected w/ 100% fee based contracts

    Ample liquidity and balance sheet strength positions RMP for continued growth through organic development and accretive acquisitions

    Visible, top-tier distribution growth profile driven by disciplined and aligned sponsor, attractive drop-down candidates, and high-quality third party dedications

    EXECUTION IS DRIVINGRAPID ORGANIC GROWTH

    WELL-PROTECTED GROWTH &FINANCIAL FLEXIBILITY

    ATTRACTIVE DROPDOWN POTENTIAL

    PREDICTABLE CASHFLOW PROFILE

    RMP Third Quarter 2015 Highlights

  • 4 www.riceenergy.com

    Successful Water Services Business Acquisition SummaryTRANSACTION OVERVIEW TRANSACTION HIGHLIGHTS

    __________________________1. Excludes Gulfport midstream JV.2. Pro forma for close of water services business acquisition and private placement of common units for $175MM gross proceeds.3. Assumes fee of $0.06 per gallon in Pennsylvania and 11,000,000 gallons of water per well that utilize the fresh water delivery system based on a 7,000’ lateral.4. Assumes fee of $0.07 per gallon in Ohio and 16,900,000 gallons of water per well that utilize the fresh water delivery system based on a 9,000’ lateral.

    Acquisition Complementary to Existing Assets and Accretive to DCF per Unit

    Immediately accretive to distributable cash flow per unit & RMP increases 2015 DCF coverage to 1.15 – 1.2x

    Integrates RMP’s gathering and compression business with water services business and enhances 3rd party opportunities

    Volumetric tiers provide revenue and cash flow stability

    Minimal future organic capital requirements for RICE development

    RMP has $369 million pro forma(2) liquidity to fund future midstream development

    RMP is acquiring Rice Energy’s water business for consideration of $200 million at closing plus a $25 million earn out upon achievement of certain increases to system capacities, less the capital expenditures, if any, invested to achieve such increases̶ $200 million purchase price funded with borrowings under RMP’s

    RCF; RCF will partially repaid with proceeds from $175MM PIPE

    WATER SERVICES AGREEMENTS OVERVIEWTiered Fresh Water Fee Pennsylvania OhioFresh Water Volumes (MMGal / Well)

    Tier I 20

    Fee ($ / Gallon)

    Tier I $0.07 $0.08

    Tier II $0.03 $0.04

    Thereafter $0.01 $0.02

    Expected Weighted Average Fee (3)(4) $0.06 $0.07

    Produced Water Services Fee 2% of cost 2% of cost

    ASSET OVERVIEW Fresh water distribution systems(1) & related facilities servicing Marcellus

    and Utica completion operations in PA and OH̶ Includes the right to provide fresh water for completion operations

    and to collect, recycle, and dispose of flowback and produced water for RICE in services area

    ̶ Access to 15.9 MMGPD of fresh water from the Monongahela River (PA), Ohio River (OH) & other regional sources in southwest PA and southeast OH

    ̶ 123 miles of pipeline and 143 million gallons of water impoundment capacity

    As compared to trucking, water distribution systems are the more efficient way to transport fresh water for completions̶ Faster, more reliable completion jobs

    Capable of delivering up to 3x more water per day, plus on-demand storage via impoundments

    ̶ Improved social responsibility Reduces truck traffic and resulting emissions, noise, road

    repairs and safety incidents

  • 5 www.riceenergy.com

    __________________________1. Assumes fee of $0.06 per gallon and operating expense of $0.013 per gallon in Pennsylvania and 11,000,000 gallons of water per well that utilize the fresh water delivery system based on a 7,000’ lateral.2. Assumes fee of $0.07 per gallon and operating expense of $0.013 per gallon in Ohio and 16,900,000 gallons of water per well that utilize the fresh water delivery system based on a 9,000’ lateral.

    Acquisition Assets – Integrated Water Services BusinessWATER SERVICES BUSINESS OVERVIEW WATER DISTRIBUTION SYSTEM MAP

    Delivers fresh water to well pads for completions

    Collects, recycles or disposes of flowback and produced water for RICE & 3rd parties

    Volumetric fee structure to provide revenue & cash flow stability

    PENNSYLVANIA & OHIO WATER SYSTEMS

    PA trunk line substantially complete in 1Q15 and OH trunk line substantially complete in 3Q15

    Trunk lines consist primarily of 24-30” polyethylene pipe & laterals consist of 18” polyethylene pipe

    ~100% of 2016E PA volumes expected to come from RICE & ~75% of 2016E OH volumes expected to come from RICE

    PROJECTED FRESH WATER DELIVERY INFRASTRUCTUREPA OH TOTAL

    Water Pipeline (Miles) 69 54 123

    Connected Sources (MMGPD) 7.7 8.2 15.9

    Cash Operating Margin: $517,000(1) $963,000(2)

    Water Pipeline Water Pipeline to be ConstructedRICE Acreage

    WetzelPA

    OH

    Greene

    Washington

    Monroe Marshall

    Harrison

    Jefferson

    Ohio

    Brooke

    Beaver AlleghenyCarroll

    Belmont

    Monongahela River

    Withdrawal

    Ohio RiverWithdrawal

    OH PA

    WVGPOR Water Dedication

  • 6 www.riceenergy.com

    FINANCIAL SUMMARY

    RMP Third Quarter 2015 Financial Summary

    Third quarter average daily throughput of 671 MDth/d 3% increase from 2Q average throughput

    Adjusted EBITDA of $15.6MM Distributable Cash Flow of $13.9MM DCF coverage ratio of 1.25x

    Solid third quarter results supported by strong throughput growth, well capitalized balance sheet and ample liquidity

    $100MM drawn under our revolving credit facility $19MM of cash on hand

    Three Months Ended($ in millions, except per unit data) September 30, 2015Affiliate gathering volumes (MDth/d) 559 Third-party gathering volumes (MDth/d) 112

    Total gathering volumes (MDth/d) 671

    Total operating revenues $20.1

    Total operating expenses $7.2Total operating income $13.0

    Adjusted EBITDA $15.6

    Distributable cash flow $13.9DCF / unit $0.2419

    Distribution declared $11.1Distribution / unit $0.1935

    DCF coverage ratio 1.25x

    ($ in millions) September 30, 2015Revolver capacity $450Less: Borrowings 100 Plus: Cash and cash equivalents 19

    Liquidity $369

    Increased distribution to $0.1935 / unit for 3Q15 $0.003 / unit increase

    Expect to increase distributions with targeted 4Q15 distribution of $0.1965 / unit 5% increase above MQD of $0.1875 / unit

    20% distribution growth target in 2016

    __________________________1. Pro forma for close of water services business acquisition (excluding earn out) and private placement of common units for $175MM gross proceeds.

    DISTRIBUTIONS

    OPERATING METRICS LIQUIDITY AS OF SEPTEMBER 30, 2015(1)

    Financial Summary

    Three Months Ended

    ($ in millions, except per unit data)September 30, 2015

    Affiliate gathering volumes (MDth/d)559

    Third-party gathering volumes (MDth/d)112

    Total gathering volumes (MDth/d)671

    Total operating revenues$20.1

    Total operating expenses$7.2

    Total operating income$13.0

    Adjusted EBITDA$15.6

    Distributable cash flow$13.9

    DCF / unit$0.2419

    Distribution declared$11.1

    Distribution / unit$0.1935

    DCF coverage ratio1.25x

    ($ in millions)

    Revolver capacity$ 450

    Less: Borrowings30

    Plus: Cash and cash equivalents—

    Liquidity$ 420

    EBITDA

    Three Months Ended

    ($ in thousands)March 31, 2015

    Adjusted EBITDA reconciliation to loss from continuing operations:

    Net income$ 9,068

    Interest expense394

    Depreciation expense1,449

    Amortization of intangible assets408

    Non-cash stock compensation expense996

    Amortization of deferred financing costs144

    Adjusted EBITDA$ 12,459

    Cash interest expense(394)

    Estimated maintenance capital expenditures(1,120)

    Distributable cash flow$ 10,945

    Reconciliation of Adjusted EBITDA to Cash used in operating activities:

    Adjusted EBITDA$ 12,459

    Interest expense$ (394)

    Changes in operating assets and liabilities which provided cash(12,134)

    Net cash used in operating activities$ (69)

    Financial Summary

    Three Months Ended

    ($ in millions, except per unit data)March 31, 2015

    Affiliate gathering volumes (MDth/d)557

    Third-party gathering volumes (MDth/d)98

    Total gathering volumes (MDth/d)655

    Total operating revenues$ 20

    Operating expenses67

    Total operating income$ 13

    Adjusted EBITDA$ 17

    Distributable cash flow$ 15

    DCF / unit$ 0.2624

    Distribution declared$ 11

    Distribution / unit$ 0.1905

    Coverage ratio1.38x

    Three Months Ended

    ($ in millions)September 30, 2015

    Revolver capacity$450

    Less: Borrowings100

    Plus: Cash and cash equivalents19

    Liquidity$369

    EBITDA

    Three Months Ended

    ($ in thousands)March 31, 2015

    Adjusted EBITDA reconciliation to loss from continuing operations:

    Net income$ 9,068

    Interest expense394

    Depreciation expense1,449

    Amortization of intangible assets408

    Non-cash stock compensation expense996

    Amortization of deferred financing costs144

    Adjusted EBITDA$ 12,459

    Cash interest expense(394)

    Estimated maintenance capital expenditures(1,120)

    Distributable cash flow$ 10,945

    Reconciliation of Adjusted EBITDA to Cash used in operating activities:

    Adjusted EBITDA$ 12,459

    Interest expense$ (394)

    Changes in operating assets and liabilities which provided cash(12,134)

    Net cash used in operating activities$ (69)

  • 7 www.riceenergy.com

    RMP Financial Overview

    2015 UPDATED GUIDANCE(2)$ in millions, except per share data, as of 9/30/15Common Units 42 Subordinated Units 29

    Total Units Outstanding (MM) 71 Price as of 9/30/15 $13.32

    Market Capitalization $945Cash 19 Revolving credit facility 100

    Enterprise Value $1,026

    Leverage Statistics3Q15 Debt / EBITDA 1.2xEBITDA / Interest NMDebt to EBITDA Covenant 4.75x

    Liquidity SummaryRevolving credit facility $450Less: amount drawn 100 Availability under RCF $350Plus: cash on hand 19 Liquidity as of 9/30/15 $369

    2015 Capital Budget (in millions)

    Gas Gathering $100Compression 90 Water 5

    Total Expansion Capex $195Maintenance Capex 5

    Total Capital Expenditures $200

    GuidanceAdjusted EBITDA (in millions) $60 $65

    % Third Party EBITDA 20%Distributable Cash Flow (in millions) $52 $57Average DCF Coverage Ratio 1.15x 1.2x2015 Distribution(3) ($ per unit) $0.7680

    __________________________1. Pro forma for close of water services business acquisition (excluding earn out) and private placement of common units.2. As of November 5, 2015, unless otherwise stated.3. As of August 6, 2015.

    CAPITALIZATION AND LIQUIDITY AT 9/30/15(1)

    Sheet1

    $ in millions, except per share data, as of 9/30/152015 Capital Budget (in millions)

    Common Units42

    Subordinated Units29Gas Gathering$ 85

    Total Units Outstanding (MM)71Compression$ 90

    Price as of 9/30/15$13.32Total Expansion Capex$ 175

    Market Capitalization$945Maintenance Capex$ 5

    Cash19Total Capital Expenditures$ 180

    Revolving credit facility100

    Enterprise Value$1,026

    Guidance

    Adjusted EBITDA (in millions)$55 $60

    % Third Party20%

    Leverage StatisticsDistributable Cash Flow (in millions)$48 $53

    3Q15 Debt / EBITDA1.2xAverage DCF Coverage Ratio1.1x 1.2x

    EBITDA / InterestNMAnnualized Distribution ($ per unit)$0.75

    Debt to EBITDA Covenant4.75x

    Liquidity SummaryRMP Units Owned

    Revolving credit facility$450% of RMP Units - Public50%

    Less: amount drawn100% of RMP Units - RICE50%

    Availability under RCF$350% of RMP IDRs - RICE100%

    Plus: cash on hand19

    Liquidity as of 9/30/15$369

    Sheet1

    $ in millions, except per share data, as of 6/30/152015 Capital Budget (in millions)

    Common Units29

    Subordinated Units29Gas Gathering$100

    Total Units Outstanding58Compression90

    Water5

    Price as of 6/30/15$ 17.36Total Expansion Capex$195

    Market Capitalization$ 1,007Maintenance Capex5

    Cash-Total Capital Expenditures$200

    Revolving credit facility30

    Debt-

    Enterprise Value$ 1,037

    Guidance

    Adjusted EBITDA (in millions)$60 $65

    % Third Party EBITDA20%

    Leverage StatisticsDistributable Cash Flow (in millions)$52 $57

    Debt / EBITDA[0.0x]Average DCF Coverage Ratio1.15x 1.2x

    EBITDA / Interestnm2015 Distribution(3) ($ per unit)$0.7680

    Debt to EBITDA Covenant4.75

    Liquidity SummaryRMP Units Owned

    Revolving credit facility$ 450% of RMP Units - Public50%

    Less: amount drawn30% of RMP Units - RICE50%

    Availability under RCF$ 420% of RMP IDRs - RICE100%

    Plus: cash on hand-

    Liquidity as of 3/31/15$ 420

  • 8 www.riceenergy.com

    Industry-Leading Throughput Growth3Q 2015 throughput of ~990 MDth/d through RICE and RMP midstream systems (23% 3rd Party), 12% increase from 2Q15 throughput

    • RMP System: 671 MDth/d (17% 3rd Party)• RICE OH System: 319 MDth/d (36% 3rd Party)

    RMP and RICE OH Midstream Historical Throughput

    0

    200,000

    400,000

    600,000

    800,000

    1,000,000

    Dth/d

    RMP - Rice Operated (PA) RMP - 3rd Party (PA) RICE - Rice Operated (OH) RICE - 3rd Party (OH)

    Average Throughput (MDth/d)

    2010 2011 2012 2013 2014 1Q 2015 2Q 2015 3Q 2015Throughput 4 18 61 176 409 668 887 990QoQ / YoY Growth 350% 238% 188% 133% 13% 33% 12%

    (1)

    __________________________1. PA 3rd party volumes as of April 2014 close of Momentum asset acquisition.

  • 9 www.riceenergy.com

    Attractive Drop Down Potential – OH GatheringSYSTEM MAPOVERVIEW

    Includes OH gas gathering and compression assets OH gathering 3Q15 throughput of 319 MDth/d

    ̶ 36% 3rd party Gathering throughput driven by SE OH technical

    leaders̶ ~65% of 2015E throughput from RICE

    operated volumes, ~35% from GPOR(1)

    Build-out is currently ahead of schedule̶ OH trunk line completed as designed in 2Q15

    with 2.6 MMDth/d of capacity Will access TETCO, REX, DEO, and ET Rover to

    deliver gas to Gulf Coast and Midwest markets 2015E EBITDA of $35MM - $40MM

    Gathering System Information12/31/14

    Dedicated Gross Acreage

    3Q 2015 Throughput

    (MDth/d)2015E Capex

    ($MM)(1)

    RICE Retained Midstream 57,000

    (2) 319 $300

    Belmont

    Marshall

    JeffersonHarrison

    Monroe

    OHIO WEST VIRGINIA

    LegendRICE Ohio Gathering Pipeline RICE Ohio Gathering Pipeline to be Constructed

    GPOR Dedicated to RICERICE Acreage Dedicated to 3rd Party

    GPOR Midstream JV(3)

    Proposed Gathering for GPOR in Joint Venture

    OH PA

    WV

    Guernsey

    Premier Midstream Systems in Prolific Dry Gas Core Adds to Inventory of Drop Down Candidates__________________________1. As of November 5, 2015.2. 37,400 net acres from RICE and 19,600 net acres from GPOR.3. Under letter of intent (LOI).

  • 10 www.riceenergy.com

    Attractive Drop Down Potential – Strategic GPOR JV TRANSACTION OVERVIEW STRATEGIC RATIONALE

    RICE and GPOR executed a non-binding LOI to form midstream JV to provide gas gathering, compression and water services to GPOR’s Eastern Belmont and Monroe acreage in Ohio

    ̶ JV will be supported by long-term, fee-based service agreements with GPOR

    Ownership: RICE 75% and GPOR 25% with RICE to construct and operate all JV assets:̶ Dry gas gathering system with capacity to gather 1.8MMDth/d ̶ System will consist of ~165 miles of high and low pressure

    12” – 30” gathering pipelines with multiple interconnections to Rockies Express, ET Rover, TETCO, Dominion East Ohio and other future pipelines

    ̶ ~50,000 horsepower of compression for gathering and delivery into various downstream interstate pipelines

    ̶ Fresh water distribution system designed to deliver fresh water to pads for well completion operations

    GPOR will dedicate ~77,000 leasehold acres and contribute an existing 11-mile gas gathering pipeline and a 350 MDth/d TETCO interconnect in Monroe County

    RICE and GPOR plan to invest ~$520MM to develop gathering and compression assets and ~$120MM for water assets

    Constructing Extensive Dry Gas Gathering and Water Systems in One of the Most Prolific Natural Gas Plays

    JV strengthens Rice’s leading midstream position in the core of the Utica Shale

    ̶ Expands relationship with GPOR across its premier position in the dry gas Utica Shale

    Achieves efficiencies of simultaneous development of gathering and compression and water services businesses

    Leverages existing footprint to grow 3rd party business and pursue additional 3rd party opportunities within a 340,000-acre AMI̶ System designed to accommodate future growth

    Significantly adds to RICE’s attractive inventory of drop down candidates

  • 11 www.riceenergy.com

    RICE Overview

  • 12 www.riceenergy.com

    Concentrated, Core AssetsCORE ASSETS

    Monroe

    Harrison

    Greene

    WashingtonBelmont

    Fayette

    Monongalia

    Utica Core

    Marcellus Core

    COMPANY TOTAL

    UTICA

    PA MARCELLUS

    Highly concentrated position of ~147,000 net acres in the cores of the lowest breakeven gas shale plays in the U.S. ~1,230 net undeveloped locations(1)

    609 MMcfe/d net 3Q15 production from 136 net wells Breakeven NYMEX PV-10 of $2.35-$3.05 / MMBtu 489 BBtu/d hedged in 2016 at $3.51 / MMBtu

    ~56,000 net Ohio Utica acres,

  • 13 www.riceenergy.com

    Increasing premium market exposure and narrowing differentials 76% of 3Q15 production transported outside of Appalachia

    – Increases to 87% during 4Q15 Began utilizing 312 MDth/d of new FT on REX, UTGC & OPEN projects

    Initiated production from 14 Marcellus wells; 8 wells ahead of schedule– Average lateral length of 6,940 ft. & avg. cost of $1,029 per lateral foot

    1st PA Utica well turned to sales currently producing 12 MMcfe/d with favorable pressure declines

    3Q15 net production of 609 MMcfe/d, 15% increase from 2Q15

    ~$1.2B pro forma liquidity (excl. RMP) to fund future development(1) Disciplined hedging strategy supports cash flow & protects balance sheet

    – ~66% 3Q15 production hedged and $0.86/Mcf hedging price uplift Robust 2016 hedging portfolio of 489 BBtu/d at weighted avg. Henry Hub

    floor price of $3.51/MMbtu

    990 MDth/d total throughput with 23% third-party volumes in 3Q15 Executed midstream JV LOI w/ GPOR to construct & operate gathering,

    compression & water services for their Utica acreage Successful drop down of PA & OH water assets to RMP for $200MM

    purchase price

    EXECUTION IS DRIVINGINDUSTRY–LEADING GROWTH

    WELL-PROTECTED GROWTH &FINANCIAL FLEXIBILITY

    DIVERSE FT PORTFOLIOENHANCES REALIZED PRICING

    CREATING VALUE THROUGHMIDSTREAM DEVELOPMENT

    RICE Third Quarter 2015 Highlights

    __________________________1. Pro forma for October $750MM borrowing base re-determination and water services business acquisition, excluding earn out.

  • 14 www.riceenergy.com

    3Q15 net production of 609 MMcfe/d; 15% increase from 2Q15 Includes 30 MMcfe/d of positive working interest adjustments

    76% of 3Q15 production sold to premium, non-Appalachian mkts Record adjusted EBITDAX of $119MM; 122% increase from 3Q14 Increased borrowing base ~15% to $750MM in October

    RICE Third Quarter 2015 Financial Summary

    FINANCIAL SUMMARYSolid third quarter results supported by well-capitalized balance sheet and ample liquidity

    FINANCIAL & OPERATING STATISTICS9/30/2015

    Total production (MMcfe/d) 609 % Gas 100%% Operated 92%% Marcellus 68%

    Actual ($MM) $ / McfeNYMEX Henry Hub price ($/MMBtu) $2.73

    Average basis impact ($/MMBtu) (0.38) Firm transportation fuel & variables ($/MMBtu) (0.14) Btu uplift (MMBtu/Mcf) 0.11

    Pre-hedge realized price ($/Mcf) 2.32 Realized hedging gain ($/Mcf) 0.86

    Post-hedge realized price ($/Mcf) 3.18 Net firm transportation sales -

    Adjusted realized price ($/Mcf) $3.18

    Lease operating $12 0.22 Gathering, compression and transportation 24 0.43 Production taxes and impact fees 2 0.03 General and administrative 24 0.43 Depletion, depreciation and amortization 89 1.59

    Adjusted EBITDAX $119

    ($ in millions) 9/30/2015

    CashRice Energy $221Rice Midstream Holdings 19 Rice Midstream Partners 19

    Total consolidated cash $259

    Long-term debtRice Energy

    E&P credit facility - 6.25% Senior notes due 2022 900 7.25% Senior notes due 2023 397

    Total Rice Energy debt 1,297 Rice Midstream Holdings revolver - Rice Midstream Partners revolver 100

    Total consolidated debt $1,397Net debt 1,138

    Shareholders equity $1,954Total capitalization $3,351

    CAPITALIZATION AT 9/30/2015(1)

    __________________________1. Pro forma for close of water services business acquisition (excluding earn out) and private placement of common units for $175MM gross proceeds.

    Sheet1

    2Q 2015

    9/30/15($ in millions)3/31/15

    Total production (MMcfe/d)609

    % Gas100%Cash

    % Operated92%Rice Energy $ 339

    % Marcellus68%Rice Midstream Holdings 1

    Actual ($MM)$ / McfeRice Midstream Partners 9

    NYMEX Henry Hub price ($/MMBtu)$2.73Total consolidated cash $ 349

    Average basis impact ($/MMBtu)(0.38)

    Firm transportation fuel & variables ($/MMBtu)(0.14)Long-term debt

    Btu uplift (MMBtu/Mcf)0.11Rice Energy

    Pre-hedge realized price ($/Mcf)2.32E&P credit facility$ -52856580.22

    Realized hedging gain ($/Mcf)0.866.25% Senior notes due 2022900Total production528.5658021978

    Post-hedge realized price ($/Mcf)3.187.25% Senior notes due 2023397E&P Revenue101328730

    Net firm transportation sales- 0Total Rice Energy debt1,2971.917050433

    Adjusted realized price ($/Mcf)$3.18Rice Midstream Holdings revolver17Hedging Gain47042356.3958

    Rice Midstream Partners revolver-Lease Operating12157013.4506

    Lease operating$120.22Shareholders equity$ 1,996

    Gathering, compression and transportation240.43Total capitalizationERROR:#REF!

    Production taxes and impact fees20.03Total net capitalizationERROR:#REF!

    General and administrative240.43

    Depletion, depreciation and amortization891.59

    Adjusted EBITDAX$119

    Sheet1

    2Q 2015

    Actual($ in millions)9/30/15

    Total production (MMcfe/d)529

    % Gas99%Cash

    % Operated90%Rice Energy $221

    % Marcellus77%Rice Midstream Holdings 19

    Rice Midstream Partners 19

    NYMEX Henry Hub price ($/MMBtu)$ 2.72Total consolidated cash $259

    Average basis impact ($/MMBtu)[(0.73)]

    Firm transportation fuel & variables ($/MMBtu)[(0.01)]Long-term debt

    Btu uplift (MMBtu/Mcf)0.10Rice Energy

    Pre-hedge realized price ($/Mcf)2.08E&P credit facility-52856580.22

    Realized hedging gain ($/Mcf)0.896.25% Senior notes due 2022900Total production528.5658021978

    Post-hedge realized price ($/Mcf)2.977.25% Senior notes due 2023397E&P Revenue101328730

    Net firm transportation sales0.01Total Rice Energy debt1,2971.917050433

    Adjusted realized price ($/Mcf)$ 2.98Rice Midstream Holdings revolver-Hedging Gain47042356.3958

    Rice Midstream Partners revolver100Lease Operating12157013.4506

    Average costs per Mcfe:Actual ($MM)$ / McfeTotal consolidated debt$1,397EBITDAX1.7903163543

    E&P Revenue (including net FT sales)$ 101$ 1.92Net debt1,138

    Hedging gain470.89

    Lease operating120.23Shareholders equity$1,954

    Gathering, compression and transportation170.35Total capitalization$3,351Assets4,033,720

    Production taxes and impact fees40.08Total net capitalization3,092Liabilities2,088,373

    General and administrative190.391,945,347

    Depletion, depreciation and amortization731.52

    Adjusted EBITDAX$ 95$ 1.79

  • 15 www.riceenergy.com

    $625

    $300 $350

    $221

    $846

    $369

    $200

    $400

    $600

    $800

    $1,000

    Rice Energy Rice Midstream Holdings Rice Midstream Partners

    Cash

    AvailableRevolver

    Strong Balance Sheet with Stable and Predictable Cash FlowsRICE is capable of funding 100% of 2015 capital plan with liquidity on-hand Favorable credit metrics & covenants ensure flexibility

    Debt/EBITDA Covenant NONE 4.25x 4.75x3Q15 Debt / EBITDA 2.6x(3) NM 1.2x

    EBITDA/Interest Covenant 2.5x 2.5x 2.5xLTM EBITDA/Interest 4.6x NM NM

    (E&P)

    (1)

    __________________________Note: Pro forma for close of water services business acquisition (excluding earn out) and private placement of common units. (1) E&P segment cash balance.(2) Assumes $750MM borrowing base less $125MM letters of credit balance at 9/30/15.(3) Third quarter net debt, divided by run rate EBITDA, which is third quarter EBITDA annualized.

    $MM

    Leverage Metrics as of 9/30/15

    $1.2B aggregate liquidity (excl. CFFO) v. remaining 2015 capex of ~$225MM

    $369MM liquidity (excl. CFFO) v. remaining 2015 capex of ~$65MM

    CASH & REVOLVER CAPACITY – 9/30/15

    (2)

    (1)

    $100MM Accordion

    $319

  • 16 www.riceenergy.com

    Net Wells Spud Guidance ProductionPennsylvania 41 Total Net Production (MMcfe/d) 515 525

    Operated Utica(2) 20 % Natural gas 100 % Non-operated Utica 9 % Marcellus 75 %

    Ohio(2) 29 % Operated 93 %Total Net Wells Spud 70

    Net Wells Turned to Sales Revenue DeductPennsylvania 34 Firm transportation fuel & variables(3) (0.17)$ (0.16)$

    Operated Utica(2) 10 Non-operated Utica 2 Unit Cost ($/Mcfe)

    Ohio(2) 12 Lease operating expense (0.28)$ (0.25)$ Total Net Wells Turned to Sales 46 Gathering and compression(3) (0.44)$ (0.39)$

    Firm transportation expense(3) (0.42)$ (0.38)$ Average Lateral Lengths of Net Wells IP (ft.) Production taxes and impact fees (0.05)$ (0.04)$ Marcellus 7,100 Total Cash Unit Costs (1.19)$ (1.06)$ Operated Utica(2) 9,200Non-operated Utica 6,800 Cash G&A ($MM) 75$ 70$

    Capital Expenditures PricingE&P Heat Content (Btu/Scf)Marcellus 330$ PA - Marcellus 1050Utica - Operated(2) 200$ OH - Utica 1080Utica - Non-operated 80$

    Total Drilling & Completion 610$ Leasehold 120$

    Total E&P Capex 730$ Retained MidstreamOhio Midstream and Water Systems(4) 300$

    Total Capital Expenditures 1,030$

    Guidance

    2015 Updated RICE Guidance

    __________________________1. As of November 5, 2015, unless otherwise stated.2. Includes one Pennsylvania Utica test well.3. As of May 7, 2015. Unit cost adjustments reflect a reallocation of cost between Gathering and Compression and Firm Transportation expense.4. Excludes $60 million of midstream capital expenditures incurred by RMP prior to its initial public offering payable by RICE in 2015.

    Updates as of November 5, 2015: Increased net wells spud and net turned to sales Increased Capital Expenditures Increased net production range Decreased lease operating expense Increased Cash G&A

    E&P GUIDANCE(1)

  • 17 www.riceenergy.com

    Ohio Utica Well Results To Date

    Wells Turned Avg. Lateral Flow Rates (MMcf/d) D&CPeriod To Sales Length 0-90 91-180 181-360 ($/Ft)2Q 2014 1 6,957 14.0 14.2 15.9 3,316$ 3Q 2014 2 8,879 14.5 15.9 16.3 2,027$ 4Q 2014 - NA NA NA NA NA1Q 2015 2 8,639 16.0 13.5 NA 1,901$ 2Q 2015 11 9,963 15.4 NA NA 1,608$ 3Q 2015 - NA NA NA NA NA

    Total 16 9,474 15.3 14.6 16.2 1,804$

    * Flow rates based on wells with available history

    Strong Execution Drives Consistent Results

    __________________________1. Assumes RICE + GPOR collectively have a 90% working interest in a given unit.2. Based on production data as of September 30, 2015.

    Consistent, Low Risk, Repeatable Results

    Concentrated core Utica assets in southeastern OH RICE 62% operated and 43% non-operated avg. WI

    with GPOR(1) in strategic AMI

    17 operated (12 net) and 36 non-operated (7 net) wells producing at 3Q15 Avg. 3Q15 net production of 199 MMcfe/d

    First PA Utica well turned to sales on August 25th

    Initial flowback pressure of 10,254 psi

    Producing at a restricted rate of 12 MMcf/d with favorable pressure declines

    Concentrated core Marcellus assets in southwestern PA 114 net Marcellus wells producing at 3Q15

    Avg. 3Q15 net production 410 MMcfe/d

    Deep inventory of low-risk, low-breakeven Marcellus 10% IRR at $1.96/Mcf realized price ($2.60 NYMEX)

    Multiple outlets (TCO, TETCO, DOM) with FT to premium markets (Gulf Coast, Midwest, Canada)

    PENNSYLVANIA OPERATIONAL HIGHLIGHTS OHIO OPERATIONAL HIGHLIGHTS

    (2) (2)

    Marcellus Well Results To Date

    Wells Turned Avg. Lateral Flow Rates (MMcf/d) D&CPeriod To Sales Length 0-90 91-180 181-360 ($/Ft)2010-2011 6 3,279 5.7 6.0 4.4 2,342$ 2012 9 5,731 9.2 10.0 6.8 1,583$ 2013 22 6,320 11.2 10.6 7.6 1,437$ 2014 41 7,272 10.6 9.2 7.2 1,236$ 1Q 2015 8 6,225 7.6 7.3 NA 1,312$ 2Q 2015 14 8,185 10.9 NA NA 1,219$ 3Q 2015 14 6,940 NA NA NA 1,029$

    Total 114 6,754 10.1 9.1 7.0 1,338$

    * Flow rates based on wells with available history

  • 18 www.riceenergy.com

    36% 51%

    38% 51% 46%

    18%

    16%

    18%

    11% 6%

    22%

    20%

    14% 15%

    8%

    24% 13%

    30% 23% 40%

    (0.38)

    (0.28)

    (0.43)

    (0.32)

    (0.41)

    (0.50)

    (0.45)

    (0.40)

    (0.35)

    (0.30)

    (0.25)

    (0.20)

    (0.15)

    (0.10)

    (0.05)

    -

    10%

    20%

    30%

    40%

    50%

    60%

    70%

    80%

    90%

    100%

    3Q15 4Q15 2015 2016 2017Gulf Coast TCO Midwest/Dawn DTI / M2 / M3 Basis Differential

    Basis Exposure and Realized Pricing

    Expect Appalachian basis exposure (M2/M3/DTI) to decrease throughout the year as firm transportation projects come online: REX (August 2015), Union Town to Gas City (Sept. 2015) and TETCO Open (Sept. 2015)

    ($0.43)/MMBtu basis differential in 2015

    Firm transportation covers ~100% of 2015 production volumes

    BASIS EXPOSURE AND BASIS DIFFERENTIAL$/MMBtu

    _______________________1. Strip as of 10/23/15.

    3Q15 4Q15 2015 2016 2017NYMEX Henry Hub Strip ($/MMBtu) $ 2.73 $ 2.36 $ 2.67 $ 2.67 $ 2.94 Plus/Less: Average Basis Impact (0.38) (0.28) (0.43) (0.32) (0.41) Less: Firm Transportation Fuel & Variables (0.14) (0.17) (0.13) (0.15) (0.12) Plus: BTU Uplift (MMBtu/Mcf) $ 0.11 $ 0.12 $ 0.11 $ 0.15 $ 0.16

    Pre-Hedge Realized Price ($/Mcf) $ 2.32 $ 2.03 $ 2.22 $ 2.35 $ 2.57 Plus: Realized Hedging Gain/Loss ($/Mcf) 0.86 1.33 0.95 0.63 0.13

    Post Hedged Realized Price ($/Mcf) $ 3.18 $ 3.36 $ 3.17 $ 2.98 $ 2.70 Plus: Firm Transportation Sales, Net ($/Mcf) - - 0.02 - -

    Adjusted Post-Hedge Realized Price ($/Mcf) $ 3.18 $ 3.36 $ 3.19 $ 2.98 $ 2.70 FT Demand Expense ($/Mcf) (0.36) (0.47) (0.37) (0.42) (0.38)

    FT Expense (Fuel & Variables + Demand) ($/MMBtu) (0.50) (0.64) (0.50) (0.57) (0.50) FT Expense + Basis + BTU Uplift ($/MMBtu) (0.77) (0.80) (0.82) (0.74) (0.75)

    (1)

    Basis & Pricing

    90919292365365

    Basis Exposure

    1Q152Q153Q154Q15201520162017Rem 2015

    Gulf Coast27%35%36%51%38%51%42%43%

    TCO23%17%18%16%18%11%7%17%

    Midwest/Dawn1%9%22%20%14%15%10%21%

    DTI / M2 / M349%39%24%13%30%23%41%18%

    Total100%100%100%100%100%100%100%100%

    TETCO-M210%11%3%1%6%8%

    M32%

    Dominion39%26%17%12%21%15%

    Realized Price

    1Q152Q153Q154Q15201520162017

    NYMEX Henry Hub Strip ($/MMBtu)$ 2.87$ 2.72$ 2.73$ 2.36$ 2.67$ 2.67$ 2.94

    Plus/Less: Average Basis Impact(0.47)(0.61)(0.38)(0.28)(0.43)(0.32)(0.41)

    Less: Firm Transportation Fuel & Variables(0.09)(0.13)(0.14)(0.17)(0.13)(0.15)(0.12)

    Plus: BTU Uplift (MMBtu/Mcf)$ 0.11$ 0.10$ 0.11$ 0.12$ 0.11$ 0.15$ 0.16

    Pre-Hedge Realized Price ($/Mcf)$ 2.42$ 2.08$ 2.32$ 2.03$ 2.22$ 2.35$ 2.57b

    Plus: Realized Hedging Gain/Loss ($/Mcf)0.700.890.861.330.950.630.13

    Post Hedged Realized Price ($/Mcf)$ 3.12$ 2.97$ 3.18$ 3.36$ 3.17$ 2.98$ 2.70

    Plus: Firm Transportation Sales, Net ($/Mcf)0.080.01- 0- 00.02- 0- 0

    Adjusted Post-Hedge Realized Price ($/Mcf)$ 3.20$ 2.98$ 3.18$ 3.36$ 3.19$ 2.98$ 2.70

    FT Demand Expense ($/Mcf)(0.33)(0.31)(0.36)(0.47)(0.37)(0.42)(0.38)

    FT Expense (Fuel & Variables + Demand) ($/MMBtu)(0.40)(0.42)(0.50)(0.64)(0.50)(0.57)(0.50)

    FT Expense + Basis + BTU Uplift ($/MMBtu)(0.76)(0.93)(0.77)- 0(0.80)(0.82)(0.74)(0.75)

    Gulf Coast

    3Q154Q152015201620170.360.509603941863748360.380.510.42TCO

    3Q154Q152015201620170.184592002954558690.161737027510178650.180.117.0000000000000007E-2Midwest/Dawn

    3Q154Q152015201620170.220.201082810264009840.140000000000000010.148241516261466890.1DTI / M2 / M3

    3Q154Q152015201620170.240.127576220362063260.30.229831181264245730.41Basis Differential

    3Q154Q1520152016-0.38-0.28000000000000003-0.43-0.32-0.41

    Hedging

    Financial Hedging Detail

    All-In Fixed Price Derivatives2015Rem. 20152016201720182019

    NYMEX Natural Gas Swaps

    Volume Hedged (BBtu/d)1661943081155–

    Wtd. Avg. Swap Price ($/MMbtu)$4.09$4.07$3.87$3.81$3.60–

    NYMEX Natural Gas Swing Swaps

    Volume Hedged (BBtu/d)6–––––

    Wtd. Avg. Swap Price ($/MMbtu)$2.77–––––

    NYMEX Natural Gas Collars

    Volume Hedged (BBtu/d)1391585022022050

    Wtd. Avg. Collar Price ($/MMbtu)$4.65$4.65$3.60$3.61$3.69$3.78

    Wtd. Avg. Floor Price ($/MMbtu)$3.96$3.96$2.91$3.13$3.20$3.24

    Total NYMEX Price Derivatives

    NYMEX Volume Hedged (BBtu/d)31135335833522550

    % of Modeled Production61%51%34%17%3%

    Swap & Collar Floor ($/MMbtu)$4.01$4.02$3.74$3.36$3.21$3.24

    Dominion Natural Gas Swaps

    Volume Hedged (BBtu/d)717131–––

    Wtd. Avg. Swap Price ($/MMbtu)$2.53$2.49$2.62–––

    TCO Natural Gas Swaps90440

    Volume Hedged (BBtu/d)2941––––91529

    Wtd. Avg. Swap Price ($/MMbtu)$3.30$3.30––––92512

    92500

    Total Fixed Price Derivatives365495.5

    Total Fixed Volume Hedged (BBtu/d)410465389335225501.05531.3

    % of Modeled Production80%56%34%17%3%

    Swap & Collar Floor ($/MMbtu)$3.70$3.72$3.65$3.36$3.21$3.2488%

    Basis Contract Derivatives2015Rem. 20152016201720182019

    TCO Basis Swaps

    Volume Hedged (BBtu/d)47533417––

    Wtd. Avg. Swap Price ($/MMbtu)($0.36)($0.32)($0.33)($0.34)––

    DOM Basis Swaps

    Volume Hedged (BBtu/d)141645507560

    Wtd. Avg. Swap Price ($/MMbtu)($1.12)($1.12)($1.10)($0.98)($0.70)($0.61)

    M2 Basis Swaps

    Volume Hedged (BBtu/d)24204060––

    Wtd. Avg. Swap Price ($/MMbtu)($0.94)($0.94)($1.08)($1.01)––

    ELA Basis Swaps

    Volume Hedged (BBtu/d)2330603030–

    Wtd. Avg. Swap Price ($/MMbtu)($0.13)($0.13)($0.10)($0.08)($0.09)–

    MichCon Basis Swaps

    Volume Hedged (BBtu/d)11244420

    Wtd. Avg. Swap Price ($/MMbtu)($0.04)($0.04)($0.01)($0.04)($0.04)($0.12)

    Chicago Basis Swaps

    Volume Hedged (BBtu/d)––401010–

    Wtd. Avg. Swap Price ($/MMbtu)––($0.05)($0.16)($0.19)–

    ANR SE Basis Swaps

    Volume Hedged (BBtu/d)––15–––

    Wtd. Avg. Swap Price ($/MMbtu)––($0.13)–––

    Physical Triggered Basis 2015Rem. 20152016201720182019

    Appalachian Fixed Basis (Physical)

    Volume Hedged (BBtu/d)252521–––

    Wtd. Avg. Swap Price ($/MMbtu)($0.72)($0.72)($0.79)–––

    MichCon Fixed Basis (Physical)

    Volume Hedged (BBtu/d)2310108–

    Wtd. Avg. Swap Price ($/MMbtu)$0.05$0.05$0.05$0.05$0.05–

    Gulf Coast Fixed Basis (Physical)

    Volume Hedged (BBtu/d)738710010010092

    Wtd. Avg. Swap Price ($/MMbtu)($0.17)($0.17)($0.16)($0.16)($0.16)($0.16)

    Total Basis Hedges

    App1091141401277560

    Gulf Coast9611717513013092

    MichCon2574242220

    Total Basis207235389281227172

    Hedge & Basis Summary

    Rem.

    201520152016201720182019

    Hedged M2 / Dominion Volumes (BBtu/d)1331321371107560

    Wtd Avg Floor Price ($/MMBtu)$2.80$2.78$2.69$2.37$2.51$2.63

    Weighted Strip as of 04/23/151.571.571.952.242.592.73

    % of Estimated Production18%18%23%36%36%44%

    % of Basis Hedged152%100%n.a.n.a.n.a.ERROR:#DIV/0!

    % Unheded(52%)(26%)n.a.n.a.n.a.n.a.

    Implied All-In Realized ($/MMBTU)$3.44$3.10n.a.n.a.n.a.n.a.

    Hedged TCO Volumes (BBtu/d)76943417––

    Wtd Avg Floor Price ($/MMBtu)$3.51$3.53$3.40$3.02––

    Weighted Strip as of 04/23/152.742.742.862.912.943.02

    % of Estimated Production14%17%11%7%5%4%

    % of Basis Hedged114%100%n.a.n.a.n.a.–

    % Unheded(14%)(19%)n.a.n.a.n.a.n.a.

    Implied All-In Realized ($/MMBTU)$3.62$3.67n.a.n.a.n.a.n.a.

    Hedged Gulf Coast Volumes (BBtu/d)199234144183128–

    Wtd Avg Floor Price ($/MMBtu)$3.93$3.94$3.57$3.26$3.06–

    Weighted Strip as of 04/23/152.842.843.103.233.303.38

    % of Estimated Production50%43%51%47%49%43%

    % Hedged at Henry Hub83%82%39%40%19%–

    % of Basis Hedged40%50%n.a.n.a.n.a.14%

    % Unheded17%18%n.a.n.a.n.a.n.a.

    Implied All-In Realized ($/MMBTU)$3.75$3.74n.a.n.a.n.a.n.a.

    Hedged Chicago/Dawn Volumes (BBtu/d)2574242220

    Wtd Avg Floor Price ($/MMBtu)$4.03$4.04$3.71$3.31$3.13$3.12

    Weighted Strip as of 04/23/153.013.013.073.063.093.19

    % of Estimated Production18%21%15%10%10%9%

    % of Basis Hedged3%4%n.a.n.a.n.a.14%

    Total Hedged Volumes (BBtu/d)41046538933522580

    Wtd Avg Fixed Floor Price ($/MMBtu)$3.72$3.65$3.36$3.21

    Wtd Avg Basis Floor Price ($/MMBtu)$3.49$3.53$3.27$2.96$2.88$2.76

    % Hedged88%n.a.n.a.n.a.n.a.

    % Hedged76%80%56%34%17%5%

    9/30 Min % Hedged75%75%63%46%40%

    Contracts to Execute113283957

    Net Production (BBtu/d)531

    Bryan Stephenson: Bryan Stephenson:Updated Guidance6979811,3411,553

    100%100%100%100%

    2Q15 Hedging

    2Q15 Hedged Production

    4/30/155/31/156/30/15

    Swap Volume (BBtu)3,8204,7904,610

    Swing Swaps (BBtu)–1,230840

    Collar Volume (BBtu)3,6003,4103,600

    Deferred Put Volume (BBtu)–––

    Double Ups–––

    Extendibles–––

    Total Hedged Volume (BBTU)7,4209,4309,050

    Hedged Volume Less Deferred Puts (BBtu)7,4209,4309,050

    Hedged Volumes

    Total NYMEX (BBTU)7,4209,4309,050

    DOMSP2,6551,8762,025

    TCO1,245977645

    Total Hedged Volume (BBTU)11,32012,28211,720

    Wtd. Average Floor

    Total NYMEX (BBTU)$4.04$3.87$3.91

    DOMSP$2.51$2.50$2.55

    TCO$3.30$3.29$3.31

    2Q15 Wtd. Average Floor$3.62

    2Q15 % Fixed Price Hedged70%

    Total 2Q15 ProductionMMcfe/d529

    MMcfe9148,139

    BBtu1.0550,546

    Hedged VolumesBBtu35,322

  • 19 www.riceenergy.com

    $ millions, except per unit data, as of 11/4/15

    Common Units 42 Subordinated Units 29

    Total Units Outstanding (MM) 71 Price as of 11/4/2015 $14.00

    Market Capitalization $994Cash (1) 19 Revoling credit facility (1) 100

    Enterprise Value $1,075

    Distribution / Unit $0.1935Yield 5.53%

    52 Week Price RangeHigh $17.94Low $11.22

    Website:Investor Contact:

    www.ricemidstream.com

    [email protected] Danvers

    RMP and RICE Market SnapshotRice Midstream Partners LP

    (NYSE: RMP)Rice Energy Inc.

    (NYSE: RICE)

    __________________________1. As of September 30, 2015, pro forma for close of water services business acquisition and private placement of common units.

    (1)

    $ millions, except per share data, as of 11/4/15

    Management Ownership 30%

    Shares Outstanding (MM) 136Price as of 11/4/2015 $16.14

    Market Capitalization $2,200Cash (1) 240 Revoling credit facilities (1) –6.25% Senior notes due 2022 9007.25% Senior notes due 2023 397

    Enterprise Value $3,257

    52 Week Price RangeHigh $29.18Low $14.90

    Website: www.riceenergy.comInvestor Contact: Julie Danvers

    [email protected]

  • 20 www.riceenergy.com

    Appendix

  • 21 www.riceenergy.com

    0

    20

    40

    60

    80

    100

    120

    140

    160

    180

    200

    2007 2008 2009 2010 2011 2012 2013 2014 2015 2016

    Industry Activity – Concentrated in the Core

    99

    755

    44

    333

    312

    29

    429

    42

    6

    0 5 10 15 20 25 30 35

    Peer 1

    Peer 2

    Peer 3

    Rice Energy

    Peer 5

    Peer 6

    Peer 7

    Peer 8

    Peer 9

    Peer 10

    Top Ten Active Operators

    Laid Down From PeakActive

    October 2015: 66 Rigs

    Rig Count

    PA Marcellus

    Pennsylvania

    West Virginia

    Ohio

    RMP Core Position + Quality Customers = Downside Protection in Current Environment

    Oct 201566 Rigs

    Oct 200966 Rigs

    Appalachia Rig Counts(1): 2007 - 2015

    10+ Rigs

    5-9 Rigs

    3-4 Rigs

    1-2 Rigs

    RICE Acreage

    # of R

    igs

    __________________________(1) RigData + Baker Hughes Rig Reports.

    Early 2012 Peak of 175 Rigs

    Activity migrated to most economic counties

    RMP’s assets are located in three of the four most active counties in Appalachia

    RMP Primary Customers

  • 22 www.riceenergy.com

    RICE and RMP Organizational Structure

    DE

    PA Water

    OH Gathering IDRs & LP

    Interests

    41%LP interest59% LP interest

    Non-economic GP Interest

    RICE owns 100% of the GP and IDRs and a 41% LP ownership, creating alignment between RMP and RICE

    Drop Down Assets

    $300MM Credit Facility +

    $450MM Credit Facility

    Rice Midstream Holdings LLC

    Rice Midstream Management LLC(General Partner)

    Public Unitholders

    Gulfport JV(1)

    ROFOAssets

    $750MM Credit Facility

    $100MM Accordion Feature

    OH WaterPA Gathering

    __________________________(1) Under letter of intent (LOI).

  • 23 www.riceenergy.com

    Efficient Capital Allocation Drives Strong 2015 Growth

    _______________________Note: 2014 Pro Forma for ASR transaction.1. As of November 5, 2015.2. Does not include wells from the Greene County Acquisition.3. Consolidated midstream includes Rice Midstream Holdings and Rice Midstream Partners.

    47

    127

    274

    520

    0

    100

    200

    300

    400

    500

    2012 2013 2014 2015E

    MMcfe/d

    Average Net Daily ProductionNet Wells Turned to Sales(2)

    Midstream Capital Expenditures Daily Throughput 2015E Midstream EBITDA

    $45 $150 $200

    $150

    $300

    $45 $50

    $300

    $500

    0

    100

    200

    300

    400

    500

    2012 2013 2014 2015E

    $MM

    RMP Rice Retained Midstream

    61

    625

    245

    175

    401

    870

    0

    150

    300

    450

    600

    750

    900

    2012 2013 2014 2015E

    MDth/d

    RMP Rice Retained Midstream

    $63

    $38

    0

    10

    20

    30

    40

    50

    60

    RMP Rice RetainedMidstream

    $MM

    Published Guidance

    D&C & Land Capital Expenditures

    $380 $330

    $200 $280

    $250 $120

    $225

    $545

    $830 $730

    0100200300400500600700800900

    2012 2013 2014 2015E

    $MM

    PA D&C OH D&C Land

    2015E UPDATED E&P GUIDANCE(1)

    2015E UPDATED CONSOLIDATED MIDSTREAM GUIDANCE(1)(3)

    36 34 –

    7 12

    10

    21

    43 46

    0

    10

    20

    30

    40

    50

    2012 2013 2014 2015E

    Wells

    PA OH

  • 24 www.riceenergy.com

    3Q 2015 Adjusted EBITDA and DCF Reconciliation

    __________________________Note: Adjusted EBITDA is a supplemental non-GAAP financial measure that is used by management and external users of our consolidated financial statements, such as industry analysts, investors, lenders and rating agencies. We define Adjusted EBITDA as net income (loss) attributable to us before non-controlling interest, interest expense or interest income; income taxes; write-down of abandoned leases; depreciation, depletion and amortization; amortization of deferred financing costs; amortization of intangible assets; equity in (income) loss of our joint ventures; derivative fair value (gain) loss, excluding net cash receipts on settled derivative instruments; non-cash stock compensation expense; (gain) loss from sale of interest in gas properties; (gain) loss on acquisition; acquisition expense; (gain) loss on extinguishment of debt; write-off of deferred financing costs; and exploration expenses. Adjusted EBITDA is not a measure of net income as determined by United States generally accepted accounting principles, or GAAP.

    Three Months Ended Nine Months Ended($ in thousands) September 30, 2015 September 30, 2015Adjusted EBITDA reconciliation to loss from continuing operations:Net income 12,270$ 33,670$

    Interest expense 557 1,408Depreciation expense 1,597 4,531Amortization of intangible assets 407 1,223Non-cash stock compensation expense 961 2,960Amortization of deferred financing costs 144 432Other expense (347) 492

    Adjusted EBITDA 15,589$ 44,716$ Cash interest expense (557) (1,408) Estimated maintenance capital expenditures (1,120) (3,360)

    Distributable cash flow 13,912$ 39,948$

    Reconciliation of Adjusted EBITDA to Cash used in operating activities:Adjusted EBITDA 15,589$ 44,716$

    Interest expense (557) (1,408) Other expense 347 (492) Changes in operating assets and liabilities which provided cash 17,092 (8,176)

    Net cash provided by operating activities 32,471$ 34,640$

    Financial Summary

    Three Months Ended

    ($ in millions, except per unit data)September 30, 2015

    Affiliate gathering volumes (MDth/d)559

    Third-party gathering volumes (MDth/d)112

    Total gathering volumes (MDth/d)671

    Total operating revenues$20.1

    Operating expenses$7.2

    Total operating income$12.9

    Adjusted EBITDA$15.5

    Distributable cash flow$13.8

    DCF / unit$0.2406

    Distribution declared$11.0

    Distribution / unit$0.1935

    Coverage ratio1.26x

    Three Months Ended

    ($ in millions)September 30, 2015

    Revolver capacity$ 450

    Less: Borrowings72

    Plus: Cash and cash equivalents19

    Liquidity$ 397

    EBITDA

    Three Months EndedNine Months Ended

    ($ in thousands)September 30, 2015September 30, 2015

    Adjusted EBITDA reconciliation to loss from continuing operations:

    Net income$ 12,270$ 33,670

    Interest expense5571,408

    Depreciation expense1,5974,531

    Amortization of intangible assets4071,223

    Non-cash stock compensation expense9612,960

    Amortization of deferred financing costs144432

    Other expense(347)492

    Adjusted EBITDA$ 15,589$ 44,716

    Cash interest expense(557)(1,408)

    Estimated maintenance capital expenditures(1,120)(3,360)

    Distributable cash flow$ 13,912$ 39,948

    Reconciliation of Adjusted EBITDA to Cash used in operating activities:

    Adjusted EBITDA$ 15,589$ 44,716

    Interest expense(557)(1,408)

    Other expense347(492)

    Changes in operating assets and liabilities which provided cash17,092(8,176)

    Net cash provided by operating activities$ 32,471$ 34,640

  • 25 www.riceenergy.com

    DisclaimerFORWARD-LOOKING STATEMENTSThis presentation and the oral statements made in connection therewith may contain “forward looking statements” within the meaning of the securities laws. All statements, other than statements of historical fact, regarding Rice Midstream’s strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. These statements often include the words “could,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Without limiting the generality of the foregoing, forward-looking statements contained in this presentation specifically include expectations of plans, strategies, objectives, anticipated financial and operating results of Rice Midstream and RICE and the closing of Rice Midstream’s private placement of common units. These forward-looking statements are based on Rice Midstream's current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Rice Midstream assumes no obligation to and does not intend to update any forward looking statements included herein. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements described under the heading “Risk Factors” included in Rice Midstream’s the most recent Form 10-K, Form 10-Q, and other filings with the Securities and Exchange Commission. These forward-looking statements are based on Rice Midstream’s current belief, based on currently available information, as to the outcome and timing of future events. Rice Midstream cautions you that these forward-looking statements are subject to all of the risks and uncertainties, most of which are difficult to predict and many of which are beyond their control, incident to the exploration for and development, production, gathering and sale of natural gas, natural gas liquids and oil. These risks include, but are not limited to, commodity price volatility, inflation, lack of availability of drilling and production equipment and services, environmental risks, drilling and other operating risks, regulatory changes, the uncertainty inherent in estimating natural gas reserves and in projecting future rates of production, cash flow and access to capital, the timing of development expenditures, and the other risks described under “Risk Factors” in Rice Midstream’s most recent Form 10-K, Form 10-Q and other filings with the Securities and Exchange Commission. Should one or more of these risks or uncertainties occur, or should underlying assumptions prove incorrect, Rice Midstream’s actual results and plans could differ materially from those expressed in any forward-looking statements.This presentation has been prepared by Rice Midstream and includes market data and other statistical information from sourcesbelieved by Rice Midstream to be reliable, including independent industry publications, government publications or other published independent sources. Some data are also based on Rice Midstream’s good faith estimates, which are derived from its review ofinternal sources as well as the independent sources described above. Although Rice Midstream believes these sources are reliable, it has not independently verified the information and cannot guarantee its accuracy and completeness.

  • 26 www.riceenergy.com

    Determination of Identified Drilling Locations as of December 31, 2014

    Net undeveloped locations are calculated by taking RICE’s total net acreage and multiplying such amount by a risking factor which is then divided by RICE’s expected well spacing. RICE then subtracts net producing wells to arrive at undeveloped net drilling locations

    Undeveloped Net Marcellus Locations: RICE assume these locations have 7,000 foot laterals and 750 foot spacing between wells which yields approximately 121 acre spacing. In the Marcellus, we apply a 20% risking factor to its net acreage to account for inefficient unitization and the risk associated with its inability to force pool in Pennsylvania. As of 12/31/14, RICE had 64,355 net acres in the Marcellus which results in 356 undeveloped net locations

    Undeveloped Net Western Greene County Locations: RICE assumes these locations have 7,000 foot laterals and 750 foot spacing between wells which yields approximately 121 acre spacing. In Western Greene County, RICE applies a 20% risking factor to its net acreage to account for inefficient unitization and the risk associated with its inability to force pool in Pennsylvania. As of 12/31/14, RICE had 22,000 net acres in Western Greene County which results in 139 undeveloped net locations

    Undeveloped Net Upper Devonian Locations: RICE assumes these locations have 7,000 foot laterals and 1,000 foot spacing between wells which yields approximately 161 acre spacing. In the Upper Devonian, we apply a 20% risking factor to its net acreage to account for inefficient unitization and the risk associated with its inability to force pool in Pennsylvania. As of 12/31/14, RICE had 77,242 net acres prospective for the Upper Devonian which results in 382 undeveloped net locations

    Undeveloped Net Utica Locations: RICE assumes these locations have 8,000 foot laterals and 750 foot spacing between wells which yields approximately 138 acre spacing. In the Utica, RICE applies a 10% risking factor to its net acreage to account for inefficient unitization. As of 12/31/14, RICE had 55,000 net acres prospective for the Utica in Ohio which results in 356 undeveloped net locations. This excludes ~2,500 net acres in Guernsey and Harrison Counties in Ohio

    Additional Disclosures

    �Rice Midstream Partners�Third Quarter 2015 Supplemental Slides� November 5, 2015RMP: High Growth MLP in Prolific Appalachian BasinRMP Third Quarter 2015 HighlightsSuccessful Water Services Business Acquisition SummaryAcquisition Assets – Integrated Water Services BusinessRMP Third Quarter 2015 Financial SummaryRMP Financial OverviewIndustry-Leading Throughput GrowthAttractive Drop Down Potential – OH GatheringAttractive Drop Down Potential – Strategic GPOR JV RICE OverviewConcentrated, Core AssetsRICE Third Quarter 2015 HighlightsRICE Third Quarter 2015 Financial Summary Strong Balance Sheet with Stable and Predictable Cash Flows2015 Updated RICE GuidanceStrong Execution Drives Consistent ResultsBasis Exposure and Realized PricingRMP and RICE Market SnapshotAppendixIndustry Activity – Concentrated in the CoreRICE and RMP Organizational StructureEfficient Capital Allocation Drives Strong 2015 Growth3Q 2015 Adjusted EBITDA and DCF ReconciliationDisclaimerAdditional Disclosures