Energy Co Private Placement Raises USD 450mil for Appalachia Project

September 30, 2016

Proceeds of $45omil Energy Co Private Placement via NYSE-listed Rice Midstream will underwrite Appalachian initiative

CANONSBURG, Pa., Sept. 30, 2016 /PRNewswire/ — Rice Midstream Partners LP (RMP) (“RMP” or the “Partnership”) today announced that it has priced a private placement of¬† 20,930,233 common units representing limited partner interests for gross proceeds of approximately $450 million. The closing of the private placement is expected to occur on October 7, 2016, subject to certain customary closing conditions.

RMP intends to use a portion of the net proceeds from the private placement to fund a portion of the acquisition from Rice Energy Inc. (“Rice Energy”) of¬†the midstream assets¬†associated with Rice Energy’s previously announced acquisition¬†of Vantage Energy, LLC and Vantage Energy II, LLC (the “Acquisition”).¬†The remaining net proceeds will be used for general partnership purposes, including potential future drop down acquisitions from Rice Energy. The private placement is not conditioned on the consummation of the Acquisition, and there can be no assurance the Acquisition will be completed.

The securities offered in the private placement have not been registered under the Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities described herein.

Barclays and Wells Fargo Securities acted as placement agents for the transaction.

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About Rice Midstream Partners

Rice Midstream Partners LP is a fee-based, growth-oriented limited partnership formed by Rice Energy Inc. (RICE) to own, operate, develop and acquire midstream assets in the Appalachian basin. RMP provides midstream services to Rice Energy Inc. and third-party companies through its natural gas gathering, compression and water assets in the rapidly developing dry gas cores of the Marcellus and Utica Shales.

Forward Looking Statements

This release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.¬† Such forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond our control. All statements, other than historical facts included or incorporated herein that address activities, events or developments that we expect or anticipate will or may occur in the future, including such things as the completion, timing, size, proceeds and the use of proceeds of the proposed offering, are forward-looking statements. All forward-looking statements speak only as of the date of this release. Although we believe 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.

We caution you that these forward-looking statements are subject to risks and uncertainties, most of which are difficult to predict and many of which are beyond our control. Information concerning these and other factors can be found in our filings with the Securities and Exchange Commission, including our Forms 10-K, 10-Q and 8-K. Consequently, all of the forward-looking statements made in this news release are qualified by these cautionary statements and there can be no assurances that the actual results or developments anticipated by us will be realized, or even if realized, that they will have the expected consequences to or effects on us, our business or operations. We have no intention, and disclaim any obligation, to update or revise any forward-looking statements, whether as a result of new information, future results or otherwise.

Energy Co Private Placement Raises USD 450mil for Appalachia Project