CANONSBURG, Pa., Dec. 17, 2014 /PRNewswire/ -- Rice Energy Inc. (NYSE:RICE) ("Rice Energy") today announced the pricing of the Rice Midstream Partners LP ("Rice Midstream") initial public offering of 25,000,000 common units representing limited partner interests at $16.50 per common unit. Rice Midstream has granted the underwriters a 30-day option to purchase up to an additional 3,750,000 common units. The common units are expected to begin trading on the New York Stock Exchange on December 17, 2014 under the symbol "RMP." The offering is expected to close on December 22, 2014, subject to customary closing conditions.

Upon conclusion of the offering, the public will own an approximate 43.5% limited partner interest in Rice Midstream (or approximately 50.0% if the underwriters exercise in full their option to purchase additional common units). Rice Energy and its affiliates will own the remaining approximately 56.5% limited partner interest in Rice Midstream (or approximately 50.0% if the underwriters exercise in full their option to purchase additional common units). Rice Energy will own the general partner of Rice Midstream and all of its incentive distribution rights.

Rice Midstream intends to use the net proceeds of approximately $383.7 million (or approximately $441.6 million if the underwriters exercise in full their option to purchase additional common units) to make a $356.0 million (or $413.9 million if the underwriters exercise in full their option to purchase additional common units) distribution to Rice Energy, including a $195.3 million reimbursement for capital expenditures incurred on Rice Midstream's behalf, to fund $25.0 million of Rice Midstream's 2015 expansion capital expenditures, and to pay approximately $2.7 million of origination fees related to Rice Midstream's new revolving credit facility.

Barclays, Citigroup, Wells Fargo Securities, Goldman, Sachs & Co. and RBC Capital Markets are acting as joint book-running managers for the offering.

A registration statement relating to these securities has been filed with, and declared effective by, the SEC. This offering will be made only by means of a written prospectus forming part of the effective registration statement. A copy of the prospectus meeting the requirements of Section 10 of the Securities Act of 1933 may be obtained, when available, from:



    Barclays                           Citigroup                          Wells Fargo Securities

    c/o Broadridge Financial Solutions c/o Broadridge Financial Solutions c/o Equity Syndicate Department

    1155 Long Island Avenue            1155 Long Island Avenue            375 Park Avenue

    Edgewood, New York 11717           Edgewood, New York 11717           New York, New York 10152

    barclaysprospectus@broadridge.com  prospectus@citi.com                cmclientsupport@wellsfargo.com

    Toll-Free: (888) 603-5847          Toll-Free: (800) 831-9146          Toll-Free: 1-800-326-5897


    Goldman, Sachs & Co.               RBC Capital Markets

    Attn: Prospectus Department        Attn: Prospectus Department

    200 West Street                    Three World Financial Center

    New York, New York 10282           200 Vesey Street, 8th Floor

    prospectus-ny@ny.emal.gs.com       New York, NY 10281
    Toll-Free: 1-866-471-2526
                                       Toll-Free: 1-877-822-4089

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Rice Midstream

Rice Midstream Partners LP is a limited partnership formed to own, operate, develop and acquire midstream assets in the Appalachian Basin.

Forward-Looking Statements

This release includes "forward-looking statements" within the meaning of federal securities laws. Such forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond Rice Midstream's control. All statements, other than historical facts included in this release, are forward-looking statements. All forward-looking statements speak only as of the date of this release. Although Rice Midstream believes that the plans, intentions and expectations reflected in or suggested by the forward-looking statements are reasonable, there is no assurance that these plans, intentions or expectations will be achieved. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in such statements.

This release contains certain forward-looking statements that are based on current plans and expectations and are subject to various risks and uncertainties. Rice Midstream's business and any offering may be influenced by many factors that are difficult to predict, involve uncertainties that may materially affect actual results and are often beyond Rice Midstream's control. These factors include, but are not limited to, changes to business plans as circumstances warrant, and limited partner interests of Rice Midstream may not ultimately be offered to the public because of, general market conditions or other factors. For a full discussion of these risks and uncertainties, please refer to the "Risk Factors" section of the Registration Statement on Form S-1. Rice Midstream refers you to that discussion for further information.

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SOURCE Rice Energy Inc.