Attached files
| file | filename |
|---|---|
| 8-K - Breitburn Energy Partners LP | v171615_8k.htm |
| EX-99.2 - Breitburn Energy Partners LP | v171615_ex99-2.htm |
| EX-99.3 - Breitburn Energy Partners LP | v171615_ex99-3.htm |
Exhibit
99.1
BreitBurn
Announces that Quicksilver Resources Has Dropped Claims Against Directors in
Ongoing Lawsuit
LOS
ANGELES, December 7, 2009 -- BreitBurn Energy Partners
L.P. (“BreitBurn,” “the Partnership,” or “BBEP”) today announced that
Quicksilver Resources Inc. has filed notices of nonsuit which dismiss all claims
previously made in its year-old lawsuit against BreitBurn directors Charles S.
Weiss and Gregory Moroney. Quicksilver also dismissed all claims
against BreitBurn directors Halbert S. Washburn and Randall H. Breitenbach
arising from the 2008 purchase of Provident’s ownership in BreitBurn, including
any claims that Washburn and Breitenbach sold interests at above market
prices. Quicksilver also dismissed all claims previously made against
Provident Directors and former BreitBurn board members Randall J. Findlay,
Thomas W. Buchanan, and Grant D. Billing.
Quicksilver
had made allegations against Messrs. Moroney and Weiss that: 1) BreitBurn had
made untrue statements to Quicksilver concerning Provident Energy Trust at the
time that BreitBurn and Quicksilver completed a transaction in 2007; 2)
BreitBurn had overpaid Provident and had likewise benefitted fellow directors
Washburn and Breitenbach when BreitBurn purchased Provident’s interests in
BreitBurn in 2008; and 3) BreitBurn improperly adopted an amendment to its
partnership agreement granting all limited partners the right to vote for
directors for the first time. Quicksilver has now dropped these
claims against Moroney and Weiss.
Quicksilver
also dropped claims against Messrs. Washburn and Breitenbach alleging that
BreitBurn overpaid Provident or benefited Washburn and Breitenbach when
BreitBurn purchased Provident’s interests in BreitBurn in
2008. Quicksilver had claimed that at the time of the Provident sale,
BreitBurn was “orchestrating a buyout” of interests held by Washburn and
Breitenbach “at an above-market price.” As the documentation of the
transaction clearly shows, no interests of Washburn or Breitenbach were “bought
out” as part of the transaction and neither Washburn nor Breitenbach received
any cash or other premium in the transaction. In fact, as part of the
transaction, the Board of Directors of BreitBurn asked Washburn and Breitenbach
to surrender their minority interest in the general partner in exchange for an
equivalent number of BBEP limited partner common units so that the Partnership
would own 100% of the general partner. Washburn and Breitenbach
agreed. The total number of BBEP units exchanged was less than
20,000. Washburn and Breitenbach did not sell any of the more than
630,000 BBEP units that they then held and that they continue to hold
today.
Quicksilver
also dropped claims against Washburn and Breitenbach alleging that BreitBurn
improperly adopted an amendment to the partnership agreement granting all
limited partners the right to vote for directors for the first
time. Washburn and Breitenbach remain as defendants in the case only
with regard to Quicksilver’s claim that BreitBurn made untrue statements to it
with respect to the transaction between Quicksilver and BreitBurn when BreitBurn
acquired properties from Quicksilver in 2007.
In
addition, Quicksilver has dismissed all claims against Provident directors and
former BreitBurn board members Randall J. Findlay, Thomas W. Buchanan, and Grant
D. Billing. The three Provident directors did not have any
involvement in the BreitBurn decision to make a bid for the Provident interest
in BreitBurn. The three independent members of the BreitBurn board
(i.e. excluding management members Washburn and Breitenbach and excluding the
Provident directors) met independently and retained independent legal and
investment advisors. The price paid was determined solely by the
independent directors of the BreitBurn board and their
advisors. Discovery in the case has further revealed that
Quicksilver, in coordination with its self-described hedge fund partner,
GSO/Blackstone Group, also bid on the Provident interest in
BreitBurn. They were one of four bidders for Provident’s BreitBurn
interests alone, all of whom were within 10% of the price offered to Provident
by the Partnership. Rather than the Partnership paying “above market”
for Provident’s BreitBurn units, BreitBurn units sold in the market both before
and after the buyout at levels above the price paid by the
Partnership.
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In
summary, all claims asserted against all current and former directors of
BreitBurn concerning BreitBurn's purchase of Provident Energy Trust's interests
and the amendment of BreitBurn's Partnership Agreement have been
dismissed.
Quicksilver
continues to make claims in its lawsuit against BreitBurn Energy Partners L.P.
and two of its subsidiaries, as well as against Provident Energy
Trust.
About BreitBurn Energy
Partners L.P.
BreitBurn
Energy Partners L.P. is a California-based publicly traded independent oil and
gas limited partnership focused on the acquisition, exploitation, development
and production of oil and gas properties. These producing and non-producing
crude oil and natural gas reserves are located in Northern Michigan, the Los
Angeles Basin in California, the Wind River and Big Horn Basins in central
Wyoming, the Sunniland Trend in Florida, and the New Albany Shale in Indiana and
Kentucky. See www.BreitBurn.com for more information.
Cautionary
Statement Relevant to Forward-Looking Information
This
press release may contain forward-looking statements relating to the
Partnership's operations that are based on management's current expectations,
estimates and projections about its operations. Words and phrases such as
“should,” “expects,” “continues,” and similar expressions are intended to
identify such forward-looking statements. These statements are not guarantees of
future performance and are subject to certain risks, uncertainties and other
factors, some of which are beyond our control and are difficult to predict.
These include risks relating to Court schedules and calendars, litigation
uncertainties and the factors set forth under the heading “Risk
Factors” incorporated by reference from our Annual Report on Form 10-K, our
Quarterly Reports on Form 10-Q, and our Current Reports on Form 8-K. Therefore,
actual outcomes and results may differ materially from what is expressed or
forecasted in such forward-looking statements. The reader should not place undue
reliance on these forward looking statements, which speak only as of the date of
this press release. Unless legally required, BreitBurn undertakes no obligation
to update publicly any forward-looking statements, whether as a result of new
information, future events or otherwise. Unpredictable or unknown factors not
discussed herein also could have material adverse effects on forward-looking
statements.
Investor
Relations Contacts:
James G.
Jackson
Executive
Vice President and Chief Financial Officer
(213)
225-5900 x273
or
Gloria
Chu
Investor
Relations
(213)
225-5900 x210
BBEP-IR
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