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8-K - FORM 8-K - Mid-Con Energy Partners, LPd496162d8k.htm

Exhibit 99.1

 

LOGO

Mid-Con Energy Partners, LP Announces Full Year and Fourth Quarter 2012 Results, 2012 Year End Proved Reserves, 2013 Guidance and Updated Hedge Positions

DALLAS, March 5, 2013 – Mid-Con Energy Partners, LP (NASDAQ: MCEP) (“Mid-Con Energy” or the “Partnership”) announced today financial and operating results for the fourth quarter and full year ended December 31, 2012. Results contained herein are preliminary, and are therefore subject to change prior to filing audited results on Form 10-K on or around March 6, 2013.

Mid-Con Energy emphasized the following 2012 results:

 

   

Increased production approximately 60% to 1,907 barrels of oil equivalent (Boe) per day on average in 2012 from 1,191 Boe per day on average in 2011. Furthermore, production in the fourth quarter of 2012 was 2,261 Boe per day on average.

 

   

Increased estimated net proved reserves approximately 31% to 13.1 million Boe (MMBoe) (99% Oil / 67% Proved Developed) at December 31, 2012 compared to 10.0 MMBoe (99% Oil / 69% Proved Developed) at December 31, 2011.

 

   

Increased Adjusted EBITDA approximately 99% to $47.7 million in 2012, up $23.7 million from $24.0 million in 2011.

Mid-Con Energy emphasized the following 2012 significant events:

 

   

Increased the quarterly distribution rate approximately 4% from $0.475 per unit for the quarter ended December 31, 2011 to $0.495 per unit for the quarter ended December 31, 2012.

 

   

Acquired 442 Boe per day average net production and 3.0 MMBoe net proved reserves in four separate transactions for a combined purchase price of approximately $49.0 million, subject to customary post-closing adjustments.

 

   

Completed first follow-on offering in October 2012 of 1,000,000 common units representing limited partner interests at a price to the public of $21.20 per unit. Net proceeds of $20.4 million were used to reduce borrowings outstanding under the credit facility.

The following table reflects selected operating and financial results for the full year and fourth quarter ended December 31, 2012 and previous year comparison. The Partnership’s consolidated financial statements can be found in supplemental tables of this press release.


     Three Months Ended     Year Ended  
     December 31,     December 31,  
     2012      2011     2012      2011  
     ($ in thousands)  

Production:

          

Oil (MBbl)

     203         130        678         407   

Natural gas (MMcf)

     31         38        122         164   
  

 

 

    

 

 

   

 

 

    

 

 

 

Total (MBoe) (1)

     208         136        698         434   
  

 

 

    

 

 

   

 

 

    

 

 

 

Average net daily production (Boe/d) (1)

     2,261         1,481        1,907         1,191   

Revenues, excluding realized commodity derivatives

   $ 17,162       $ 11,989      $ 61,561       $ 38,031   

Revenues, including realized commodity derivatives

   $ 18,892       $ 10,630      $ 65,271       $ 35,874   

Net income (loss)

   $ 6,909       $ (2,984   $ 29,862       $ 18,968   

Adjusted EBITDA (2)

   $ 13,348       $ 5,966      $ 47,681       $ 23,994   

Distributable Cash Flow (2)

   $ 11,731       $ 5,687      $ 41,883       $ 20,404   

 

(1) Production volumes in Boe equivalents calculated at a rate of six Mcf per Bbl.
(2) Non-GAAP financial measures. Please refer to the related disclosure and reconciliation of net income to Adjusted EBITDA and Distributable Cash Flow included in this press release.

Craig George, Executive Chairman of the Board, commented, “We believe that our performance during the fourth quarter of 2012 was a positive capstone to a busy and successful first year as an MLP. During our initial public offering in December 2011, we conveyed our goals and expectations for 2012; and we are pleased that we not only delivered on these expectations, but in many ways exceeded what we set out to accomplish. We consider these results a solid foundation for favorable ongoing returns for our unitholders.”

Full Year 2012 Results

Production volumes for the twelve months ended December 31, 2012 were 698 thousand Boe (MBoe) or 1,907 Boe per day on average. In comparison, Mid-Con Energy’s production volumes for the twelve months ended December 31, 2011 were 434 MBoe or 1,191 Boe per day on average. This approximate 60% increase in average daily production was primarily due to (i) ongoing waterflood response in each of our core areas, (ii) active drilling programs in the Partnership’s Southern and Northeastern Oklahoma core areas (iii) six full months of realized production from 115 Boe per day on average acquired in June 2012, and (iv) realized production from approximately 83 and 244 Boe per day on average acquired in October and November 2012, respectively. During 2012, Mid-Con Energy’s development activities accounted for $21.6 million in total capital expenditures, used to drill 39 gross (31 net) producing and injection wells.

Oil sales, excluding the effect of commodity derivatives, were $60.9 million in 2012 and accounted for approximately 99% of total oil and natural gas sales. This represented an approximate 65% increase from $36.8 million in 2011 and resulted in an average realized oil price of $89.80 per barrel (Bbl), in 2012 compared to $90.45 per Bbl in 2011. Approximately 74% of Mid-Con Energy’s 2012 oil production was hedged at an average price of $101.51 per Bbl. Given the favorable variance between the average hedge price and NYMEX WTI, the Partnership received $3.7 million for realized commodity derivatives during 2012, or $5.47 per Bbl. This compares to $2.2 million paid during 2011, or a ($5.30) per Bbl.

Natural gas sales of $0.7 million, which included the sale of natural gas liquids, accounted for the remaining 1% of total oil and natural gas sales in 2012, and resulted in an average realized price of $5.52 per thousand cubic feet (Mcf).

Lease operating expenses, which included ad valorem taxes, were $10.9 million, or $15.68 per Boe, in 2012 compared to $8.5 million, or $19.56 per Boe, in 2011. Development and drilling activities in 2012 have equated to an increase in the aggregate number of producing wells and operating expenses; however the realized production received from these new wells resulted in approximately 20% lower lease operating expense per Boe.

 

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Production taxes in 2012 were $2.0 million, or $2.82 per Boe, for an effective tax rate of approximately 3.2% compared to production taxes in 2011 of $1.9 million, or $4.31 per Boe, for an effective tax rate of 4.9%. The decrease in the 2012 effective tax rate was due to select Southern Oklahoma properties having received a reduced production tax rate from Oklahoma’s Enhanced Oil Recovery Project Gross Production Tax Exemption.

In the Partnership’s first full year as a publicly traded partnership, total general and administrative expenses increased $7.2 million to $11.0 million in 2012, which included $6.3 million in non-cash equity-based compensation. In comparison, 2011 general and administrative expenses of $3.8 million included $1.7 million in non-cash equity-based compensation. Additional variances compared to the prior year were related to higher professional fees necessary to comply with public reporting requirements and incremental personnel costs from the hiring of new staff.

Adjusted EBITDA for 2012 was $47.7 million, approximately 99% above 2011 Adjusted EBITDA of $24.0 million. Distributable Cash Flow for 2012 was $41.9 million after subtracting $1.6 million in cash interest expense and $4.2 million in estimated maintenance capital expenditures.

Fourth Quarter 2012 Results

Mid-Con Energy’s production volumes for the fourth quarter of 2012 were 208 MBoe or 2,261 Boe per day on average, compared to production of 136 MBoe or 1,481 Boe per day on average in the fourth quarter of 2011.

Oil sales, excluding the effect of commodity derivatives, were $17.0 million in fourth quarter of 2012 and resulted in an average realized oil price of $83.50 per barrel (Bbl), compared to $90.35 per Bbl in the fourth quarter of 2011. Approximately 64% of Mid-Con Energy’s oil production during the fourth quarter of 2012 was hedged at an average price of $101.59 per Bbl. Given the favorable variance between the average hedge price and NYMEX WTI, the Partnership received $1.7 million for realized commodity derivatives during the fourth quarter of 2012, or $8.52 per Bbl. This compares to $1.4 million paid during the fourth quarter of 2011, or ($10.45) per Bbl.

Lease operating expenses were $3.6 million, or $17.25 per Boe, in the fourth quarter of 2012 compared to $2.5 million, or $18.68 per Boe, in the fourth quarter of 2011.

Production taxes in the fourth quarter of 2012 were $0.7 million, or $3.21 per Boe, for an effective tax rate of approximately 3.9% compared to production taxes in the fourth quarter of 2011 of $0.8 million, or $5.53 per Boe, for an effective tax rate of 6.3%.

Total general and administrative expenses during the fourth quarter of 2012 were $2.4 million and included $1.1 million in non-cash equity-based compensation. In comparison, general and administrative expenses during the fourth quarter of 2011 were $1.4 million.

Adjusted EBITDA for the fourth quarter of 2012 was $13.3 million, approximately 122% above Adjusted EBITDA of $6.0 million for the fourth quarter of 2011. Distributable Cash Flow for the fourth quarter of 2012 was $11.7 million after subtracting $0.5 million in cash interest expense and $1.1 million in estimated maintenance capital expenditures.

Year End 2012 Estimated Net Proved Reserves

Mid-Con Energy’s year end 2012 estimated net proved reserves were 13.1 MMBoe, representing a 3.1 MMBoe or approximate 31% increase compared to year end 2011 estimated net proved reserves of 10.0 MMBoe. Reserves at year end 2012 were categorized as approximately 99% oil and 67% proved developed, both on a Boe basis.

 

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At December 31, 2012, the standardized measure of the Partnership’s estimated net proved reserves was $403.4 million. The standardized measure represents the present value of estimated future net revenue to be generated from the production of proved reserves, determined in accordance with the rules and regulations of the SEC, without giving effect to non-property related expenses, such as general and administrative expenses, debt service and future federal income tax expense, or to depreciation, depletion and amortization, and then discounted using an annual rate of 10 percent. Given Mid-Con Energy’s status as a limited partnership, the calculation of standardized measure does not include any provision for federal income tax expense.

The following table shows estimated proved reserves as of December 31, 2012, as prepared by the Partnership’s internal reserve engineers and audited by Cawley, Gillespie & Associates, Inc., independent petroleum engineers.

 

     Oil     Gas        
     (MBbls)     (MMcf)     MBoe (1)  

Proved developed and undeveloped reserves:

      

As of December 31, 2011

     9,936        676        10,049   

Revisions for previous estimates

     (784     (143     (808

Extensions, discoveries and other additions

     1,572        —           1,572   

Purchases of minerals in place

     3,028        18        3,031   

Production

     (678     (122     (698
  

 

 

   

 

 

   

 

 

 

As of December 31, 2012

     13,074        429        13,146   
  

 

 

   

 

 

   

 

 

 

Proved developed reserves:

      

December 31, 2012

     8,727        429        8,799   

Proved undeveloped reserves:

      

December 31, 2012

     4,347        —           4,347   

 

(1) Estimated quantities of oil and natural gas reserves in MBoe equivalents at a rate of six Mcf per Bbl.

2013 Guidance

The following outlook is subject to all the cautionary statements and limitations described under the “Forward-Looking Statements” caption at the end of this press release.

 

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     2013
    

($ in thousands, except per

Boe and per unit metrics)

Total Production:

  

Oil (MBbl)

   911 – 964

Natural Gas (MMcf)

   66 – 77
  

 

Total (MBoe) (1)

   922 – 976
  

 

Net Production Per Day:

  

Oil (Bbl/d)

   2,495 – 2,640

Natural Gas (Mcf/d)

   180 – 210
  

 

Total (Boe/d) (1)

   2,525 – 2,675
  

 

Cost Per Boe (at mid-point of range):

  

Production taxes (% of total revenue)

   5.0%

Lease operating expenses

   $16.33

General and administrative (2)

   $5.53

Targets (at mid-point of range):

  

Adjusted EBITDA (3)

   $61,000

Less: Cash interest expense

   ($2,250)

Less: Estimated maintenance capital expenditures (4)

   ($8,200)
  

 

Distributable Cash Flow

   $50,550
  

 

Distributable Cash Flow per unit (5)

   $2.580

Distribution per unit (5)(6)

   $1.980

Distribution coverage ratio

   1.30x

Commodity Price Assumptions (excluding the impact of hedges):

  

NYMEX WTI ($ per Bbl)

   $85.00

Realized Price (% of NYMEX WTI)

   95.2%

NYMEX HH ($ per Mmbtu)

   $3.00

Realized Price (% of NYMEX HH) (7)

   125.0%

Footnotes:

 

(1) Production volumes in Boe equivalents calculated at a rate of six Mcf per Bbl.
(2) General and administrative expenses exclude non-cash equity-based compensation.
(3) Assumes cash gain from impact of commodity derivatives of approximately $9.5 million in 2013.
(4) Estimated maintenance capital expenditures based on December 31, 2012 reserve report audited by Cawley, Gillespie and Associates, Inc.
(5) Based on 19,590,350 limited partner and general partner units outstanding as of March 5, 2013.
(6) Based on most recent quarterly distribution announced of $0.495 per unit.
(7) Includes the sale of NGLs.

These estimates and assumptions reflect management’s best judgment based on current and anticipated market conditions and other factors. Although we believe such estimates and assumptions to be reasonable, they are inherently uncertain and involve a number of risks and uncertainties that are beyond our control.

Hedging Update

Mid-Con Energy enters into various commodity derivative contracts intended to achieve more predictable cash flows and to reduce its exposure to fluctuations in the price of oil. The Partnership’s hedging program objective is to protect its ability to make current distributions, and to be better positioned to increase its quarterly distribution over time, while retaining some ability to participate in upward movements in oil prices. Mid-Con Energy uses a phased approach, looking approximately 36 months forward while targeting a higher hedged percentage in the near 12 months of the period.

 

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Supplementing its primary hedging strategy described above, Mid-Con Energy also intends to enter into additional commodity derivative contracts in connection with material increases in its estimated production and at times when management believes market conditions or other circumstances suggest that it is prudent to do so, as opposed to entering into commodity derivative contacts at predetermined times or on prescribed terms.

As of March 5, 2013, the following table reflects volumes of Mid-Con Energy’s production covered by commodity derivative contracts, and the average prices at which the production will be hedged:

 

     2013   2014   2015

Oil Derivative Contracts:

      

A. Swap Contracts:

      

Volume (Bbl/d)

   1,696   1,973   164

Weighted Average Floor Price per Bbl

   $98.10   $93.56   $90.05

B. Put/Call Option Contracts (Collars):

      

Volume (Bbl/d)

   296   —     —  

Weighted Average Floor/Ceiling Price per Bbl

   $97.67 – $108.80   —     —  
  

 

 

 

 

 

Total Oil Derivative Contracts (A+B):

      

Volume (Bbl/d)

   1,992   1,973   164

Weighted Average Floor Price per Bbl

   $98.03   $93.56   $90.05
  

 

 

 

 

 

% of Estimated Oil Production Hedged—Total Proved (1)

   76.3%   70.3%   5.4%

 

(1) Based on total proved oil reserves reflected in December 31, 2012 reserve report audited by Cawley, Gillespie & Associates, Inc.

Liquidity Update

As of December 31, 2012, the Partnership’s total liquidity of $53.1 million included $1.1 million in cash and cash equivalents and $52.0 million of available borrowings under the revolving credit facility, which has a current borrowing base of $130.0 million.

Increased Cash Distributions

As announced on January 24, 2013, the board of directors of Mid-Con Energy’s general partner declared its second consecutive increase in the quarterly cash distribution rate to $0.495 per unit for the quarter ended December 31, 2012. This represented an approximate 4% increase over the $0.475 per unit initial distribution rate declared at the Partnership’s initial public offering in December 2011. The quarterly distribution was paid February 14, 2013 to all unitholders of record at the close of business on February 7, 2013.

Annual Report on Form 10-K and Unitholders’ Schedule K-1

Results contained herein are preliminary, and are therefore subject to change prior to filing audited results on Form 10-K on or around March 6, 2013

Additionally, our unitholders’ Schedule K-1 for the tax year 2012 will be available for download on the Mid-Con Energy website during the week of March 11, 2013. Any questions related to your Schedule K-1 should be directed to Mid-Con Energy Tax Package Support at 1-855-886-9760.

Conference Call

As announced on January 24, 2013, Mid-Con Energy’s management will host a conference call on Wednesday, March 6, 2013 at 10:00 a.m. ET (9:00 a.m. CT) to discuss operating and financial results. Interested parties are invited to participate via telephone by dialing 1-877-847-5946 (Conference ID: 92338868) at least five minutes prior to the scheduled start time of the call, or via webcast by clicking on “Events & Presentations” in the investor relations section of the Mid-Con Energy website at www.midconenergypartners.com.

 

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A telephonic replay of the conference call will be available through March 13, 2013 by dialing 1-855-859-2056 (Conference ID: 92338868). Additionally, a webcast archive will be available at www.midconenergypartners.com.

About Mid-Con Energy Partners, LP

Mid-Con Energy is a Delaware limited partnership formed in July 2011 to own, operate, acquire, exploit and develop producing oil and natural gas properties in North America, with a focus on the Mid-Continent region of the United States. Mid-Con Energy’s core areas of operation are located in Southern Oklahoma, Northeastern Oklahoma and parts of Oklahoma and Colorado within the Hugoton Basin.

Forward-Looking Statements

This press release includes “forward-looking statements” — that is, statements related to future, not past, events within meaning of the federal securities laws. Forward-looking statements are based on current expectations and include any statement that does not directly relate to a current or historical fact. In this context, forward-looking statements often address expected future business and financial performance, and often contain words such as “anticipate,” “believe,” “estimate,” “intend,” “expect,” “plan,” “project,” “should,” “goal,” “forecast,” “guidance,” “could,” “may,” “continue,” “might,” “potential,” “scheduled,” or “will” or other similar words. These forward-looking statements involve certain risks and uncertainties and ultimately may not prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements. For further discussion of risks and uncertainties, you should refer to Mid-Con Energy’s filings with the SEC available at www.midconenergypartners.com or www.sec.gov. Mid-Con Energy undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement and our SEC filings.

These forward–looking statements are subject to a number of risks and uncertainties, many of which are beyond our control, which may include statements about our:

 

   

business strategies;

 

   

ability to replace the reserves we produce through acquisitions and the development of our properties;

 

   

oil and natural gas reserves;

 

   

technology;

 

   

realized oil and natural gas prices;

 

   

production volumes;

 

   

lease operating expenses;

 

   

general and administrative expenses;

 

   

future operating results;

 

   

cash flow and liquidity;

 

   

availability of production equipment;

 

   

availability of oil field labor;

 

   

capital expenditures;

 

   

availability and terms of capital;

 

   

marketing of oil and natural gas;

 

   

general economic conditions;

 

   

competition in the oil and natural gas industry;

 

   

effectiveness of risk management activities;

 

   

environmental liabilities;

 

   

counterparty credit risk;

 

   

governmental regulation and taxation;

 

   

developments in oil producing and natural gas producing countries; and

 

   

plans, objectives, expectations and intentions.

 

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Mid-Con Energy Partners, LP and subsidiaries

Consolidated Balance Sheets (Unaudited)

(in thousands, except number of units)

 

     December 31,  
     2012     2011  
ASSETS     

CURRENT ASSETS:

    

Cash and cash equivalents

   $ 1,053      $ 228   

Accounts receivable:

    

Oil and gas sales

     6,413        5,018   

Other

     603        2,405   

Derivative financial instruments

     3,679        1,028   

Prepaids and other

     25        25   
  

 

 

   

 

 

 

Total current assets

     11,773        8,704   
  

 

 

   

 

 

 

PROPERTY AND EQUIPMENT, at cost:

    

Oil and gas properties, successful efforts method:

    

Proved properties

     167,036        97,269   

Accumulated depletion, depreciation and amortization

     (21,727     (11,403
  

 

 

   

 

 

 

Total property and equipment, net

     145,309        85,866   
  

 

 

   

 

 

 

DERIVATIVE FINANCIAL INSTRUMENTS

     858        1,505   

OTHER ASSETS

     650        536   
  

 

 

   

 

 

 

Total assets

   $ 158,590      $ 96,611   
  

 

 

   

 

 

 
LIABILITIES AND EQUITY     

CURRENT LIABILITIES:

    

Accounts payable

   $ 5,204      $ 4,575   

Accrued liabilities

     315        138   

Other payables

     —          1,630   
  

 

 

   

 

 

 

Total current liabilities

     5,519        6,343   
  

 

 

   

 

 

 

LONG-TERM DEBT

     78,000        45,000   
  

 

 

   

 

 

 

ASSET RETIREMENT OBLIGATIONS

     2,890        1,919   
  

 

 

   

 

 

 

EQUITY:

    

Partnership equity

    

General partner interest

     1,814        1,299   

Limited partners – 18,990,849 and 17,640,000 units issued and outstanding as of December 31, 2012 and 2011, respectively

     70,367        42,050   
  

 

 

   

 

 

 

Total equity

     72,181        43,349   
  

 

 

   

 

 

 

Total liabilities and equity

   $ 158,590      $ 96,611   
  

 

 

   

 

 

 

 

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Mid-Con Energy Partners, LP and subsidiaries

Consolidated Statements of Operations (Unaudited)

(in thousands, except per unit data)

 

     Three Months Ended     Year Ended  
     December 31,     December 31,  
     2012     2011     2012     2011  

Revenues:

  

     

Oil sales

   $ 16,950      $ 11,745      $ 60,887      $ 36,813   

Natural gas sales

     212        244        674        1,218   

Realized gain (loss) on derivatives, net

     1,730        (1,359     3,710        (2,157

Unrealized gain (loss) on derivatives, net

     (1,634     (5,962     2,004        3,437   
  

 

 

   

 

 

   

 

 

   

 

 

 

Total revenues

     17,258        4,668        67,275        39,311   
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating costs and expenses:

        

Lease operating expenses

     3,589        2,540        10,948        8,491   

Oil and gas production taxes

     667        752        1,965        1,869   

Impairment of proved oil and gas properties

     41        —          1,296        —     

Dry holes and abandonments of unproved properties

     —          41        —          813   

Depreciation, depletion and amortization

     3,004        2,842        10,324        7,160   

Accretion of discount on asset retirement obligations

     34        23        126        78   

General and administrative (includes non-cash equity-based compensation)

     2,417        1,372        11,000        3,767   
  

 

 

   

 

 

   

 

 

   

 

 

 

Total operating costs and expenses

     9,752        7,570        35,659        22,178   
  

 

 

   

 

 

   

 

 

   

 

 

 

Income (loss) from operations

     7,506        (2,902     31,616        17,133   
  

 

 

   

 

 

   

 

 

   

 

 

 

Other income (expense):

        

Interest income and other

     3        56        10        216   

Interest expense

     (600     (199     (1,764     (578

Gain on sale of assets

     —          61        —          1,621   

Other revenue and expenses, net

     —          —          —          576   
  

 

 

   

 

 

   

 

 

   

 

 

 

Total other income (expense)

     (597     (82     (1,754     1,835   
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss)

   $ 6,909      $ (2,984   $ 29,862      $ 18,968   
  

 

 

   

 

 

   

 

 

   

 

 

 

Computation of net income (loss) per limited partner unit:

        

General partners’ interest in net income (loss)

   $ 130      $ (60   $ 584      $ 379   
  

 

 

   

 

 

   

 

 

   

 

 

 

Limited partners’ interest in net income (loss)

   $ 6,779      $ (2,924   $ 29,278      $ 18,589   
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss) per limited partner unit (basic and diluted)

   $ 0.36      $ (0.17   $ 1.62      $ 1.05   

Weighted average limited partner units outstanding:

        

(basic and diluted)

     18,777        17,640        18,049        17,640   
  

 

 

   

 

 

   

 

 

   

 

 

 

 

9


Mid-Con Energy Partners, LP and subsidiaries

Consolidated Statements of Cash Flows (Unaudited)

(in thousands)

 

     Year Ended  
     December 31,  
     2012     2011  

Cash Flows from Operating Activities:

    

Net income

   $ 29,862      $ 18,968   

Adjustments to reconcile net income to net cash provided by operating activities:

    

Depreciation, depletion and amortization

     10,324        7,160   

Debt placement fee amortization

     131        —     

Accretion of discount on asset retirement obligations

     126        78   

Impairment of proved oil and gas properties

     1,296        —     

Dry holes and abandonments of unproved properties

     —          813   

Unrealized gain on derivative instruments, net

     (2,004     (3,437

Gain on sale of assets

     —          (1,621

Equity-based compensation

     6,323        1,671   

Changes in operating assets and liabilities:

    

Accounts receivable

     (1,395     (4,454

Other receivables

     (603     —     

Prepaids and other

     2,159        415   

Accounts payable and accrued liabilities

     1,498        4,608   

Revenues payable

     —          32   

Advance billings and other

     —          (120
  

 

 

   

 

 

 

Net cash provided by operating activities

     47,717        24,113   
  

 

 

   

 

 

 

Cash Flows from Investing Activities:

    

Additions to oil and gas properties

     (23,960     (32,654

Additions to other property and equipment

     —          (679

Acquisitions of oil and natural gas properties

     (48,579     (16,026

Proceeds from sale of other property and equipment

     —          1,219   

Proceeds from sale of investment in subsidiary, net of cash sold

     —          2,095   

Proceeds from sale of property and equipment to subsidiary, net of cash sold

     —          4,000   
  

 

 

   

 

 

 

Net cash used in investing activities

     (72,539     (42,045
  

 

 

   

 

 

 

Cash Flows from Financing Activities:

    

Proceeds from line of credit

     80,800        68,564   

Payments on line of credit

     (47,800     (29,385

Borrowings on note payable

     —          412   

Payments on note payable

     —          (84

Proceeds from initial public offering, net of discount

     —          87,397   

Distributions paid

     (27,705     (110,937

Repurchase of common units

     —          (1

Issuance of common units

     20,352        1,972   
  

 

 

   

 

 

 

Net cash provided by financing activities

     25,647        17,938   
  

 

 

   

 

 

 

Net increase in cash and cash equivalents

     825        6   

Beginning cash and cash equivalents

     228        222   
  

 

 

   

 

 

 

Ending cash and cash equivalents

   $ 1,053      $ 228   
  

 

 

   

 

 

 

Supplemental Cash Flow Information:

    
  

 

 

   

 

 

 

Cash paid for interest

   $ 1,561      $ 535   
  

 

 

   

 

 

 

Non-Cash Investing and Financing Activities

    
  

 

 

   

 

 

 

Accrued capital expenditures—oil and gas properties

   $ 1,005      $ 3,331   
  

 

 

   

 

 

 

Deferred gain on sale of property and equipment to subsidiary

   $ —        $ 1,208   
  

 

 

   

 

 

 

 

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Non-GAAP Financial Measures

This press release, financial tables and other supplemental information include “Adjusted EBITDA” and “Distributable Cash Flow”, each of which are non-generally accepted accounting principles (“Non-GAAP”) measures used by our management to describe financial performance with external users of our financial statements.

The partnership believes the Non-GAAP financial measures described above are useful to investors because these measurements are used by many companies in its industry as a measurement of financial performance and are commonly employed by financial analysts and others to evaluate the financial performance of the partnership and to compare the financial performance of the partnership with the performance of other publicly traded partnerships within its industry.

Adjusted EBITDA and Distributable Cash Flow should not be considered an alternative to net income, net cash provided by operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP.

Adjusted EBITDA is defined as net income (loss)

Plus:

 

   

Income tax expense (benefit);

 

   

Interest expense;

 

   

Depreciation, depletion and amortization;

 

   

Accretion of discount on asset retirement obligations;

 

   

Unrealized losses on commodity derivative contracts;

 

   

Impairment expenses;

 

   

Dry hole costs and abandonments of unproved properties;

 

   

Equity-based compensation; and

 

   

Loss on sale of assets;

Less:

 

   

Interest income;

 

   

Unrealized gains on commodity derivative contracts; and

 

   

Gain on sale of assets.

Distributable Cash Flow is defined as Adjusted EBITDA

Less:

 

   

Cash income taxes;

 

   

Cash interest expense; and

 

   

Estimated maintenance capital expenditures.

 

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Reconciliation of Net Income to Adjusted EBITDA and Distributable Cash Flow

(in thousands)

 

     Three Months Ended     Year Ended  
     December 31,     December 31,  
     2012     2011     2012     2011  

Net income (loss)

   $ 6,909      $ (2,984   $ 29,862      $ 18,968   

Interest expense

     600        199        1,764        578   

Depreciation, depletion and amortization

     3,004        2,842        10,324        7,160   

Accretion of discount on asset retirement obligations

     34        23        126        78   

Unrealized (gain) loss on derivatives, net

     1,634        5,962        (2,004     (3,437

Impairment of proved oil and gas properties

     41        —          1,296        —     

Dry holes and abandonments of unproved properties

     —          41        —          813   

Equity-based compensation

     1,129        —          6,323        1,671   

Interest income

     (3     (56     (10     (216

Gain on sale of assets

     —          (61     —          (1,621
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA

   $ 13,348      $ 5,966      $ 47,681      $ 23,994   
  

 

 

   

 

 

   

 

 

   

 

 

 

Less:

        

Cash interest expense

   $ 547      $ 196      $ 1,561      $ 535   

Estimated maintenance capital expenditures

     1,070        83        4,237        3,055   
  

 

 

   

 

 

   

 

 

   

 

 

 

Distributable Cash Flow

   $ 11,731      $ 5,687      $ 41,883      $ 20,404   
  

 

 

   

 

 

   

 

 

   

 

 

 

CONTACT:

Jeff Olmstead

President and Chief Financial Officer

(972) 479-5980

jolmstead@midcon-energy.com

Matthew Lewis

Associate

(972) 479-5984

mlewis@midcon-energy.com

 

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