Atlas Pipeline Partners, L.P. Reports Third Quarter 2012 Results -- Third quarter 2012 processed gas volume was 769 MMCFD, a 36% increase year-over-year

-- Processable volumes have increased over 85 MMCFD since previous quarter

-- Adjusted EBITDA for third quarter 2012 was $55.9 million, a 13% increase year-over-year

-- Distributable Cash Flow for third quarter 2012 of $37.6 million

-- Previously announced distribution of $0.57 per common limited partner unit, the 8th increase in past 9 quarters

-- Risk management program expanded to increase margin protection for 2014 and now into 2015

PHILADELPHIA, Oct. 30, 2012 /PRNewswire/ -- Atlas Pipeline Partners, L.P. (NYSE: APL) ("APL", "Atlas Pipeline", or the "Partnership") today reported adjusted earnings before interest, income taxes, depreciation and amortization ("Adjusted EBITDA"), of $55.9 million for the third quarter of 2012, driven by record volumes across each of the Partnership's primary systems.  Processed natural gas volumes averaged 769 million cubic feet per day ("MMCFD"), a 36% increase over the third quarter of 2011.  The Partnership's results were impacted by lower commodity prices as the weighted average NGL price was $0.87 per gallon for the quarter, a 32% decrease year-over-year.  For the third quarter of 2012, Distributable Cash Flow was $37.6 million, or $0.70 per average common limited partner unit, or $2.80 annualized, compared to $37.3 million for the prior year third quarter.  Net loss was $6.4 million for the third quarter of 2012 compared with net income of $50.3 million for the prior year third quarter.   

Adjusted EBITDA and Distributable Cash Flow are non-GAAP financial measures, which are reconciled to their most directly comparable GAAP measures within the tables at the end of this news release.  The Partnership believes these measures provide a more accurate comparison of the operating results for the periods presented.

On October 24, 2012, the Partnership declared a distribution for the third quarter of 2012 of $0.57 per common limited partner unit to holders of record on November 7, 2012, which will be paid on November 14, 2012.  This distribution represents Distributable Cash Flow coverage per limited partner unit of approximately 1.14x for the third quarter of 2012.   

"We were pleased to report a strong quarter for the Partnership.  While NGL prices remain significantly lower than year-ago levels, our volumes continue to grow and we continue to execute on our previously announced expansion program.  We recently announced that our WestOK expansion is up, operating, and already over half full.  We are working diligently to complete our WestTX expansion in 2013.  Additionally, during the quarter we successfully termed out most of our revolver balance to increase liquidity and prepare for further growth opportunities in 2013 and beyond.  With our strong balance sheet and liquidity position, we are positioning the Partnership for the next opportunity set after our current expansion program concludes", stated Eugene Dubay, Chief Executive Officer of the Partnership.

Capitalization and Liquidity

The Partnership had total liquidity (cash plus available capacity on its revolving credit facility) of $520.1 million as of September 30, 2012.  Total debt outstanding was $786.6 million at September 30, 2012, compared to $524.1 million at December 31, 2011, an increase of $262.5 million.  Based upon total debt outstanding at September 30, 2012, total leverage was 3.8x (total leverage was 3.4x based upon the terms of our credit facility) and debt to capital was 39%. 

Risk Management

The Partnership continued enhancement of its risk management portfolio, adding further protection for 2013 through 2015.  As of October 30, 2012, the Partnership has natural gas, natural gas liquids and condensate protection in place for the remainder of 2012 and for the full years of 2013 and 2014 for approximately 74%, 76% and 37%, respectively, of associated margin value (exclusive of ethane).  The Partnership has also added protection into 2015 covering approximately 2% of associated margin value (exclusive of ethane).  Counterparties to the Partnership's risk management activities consist of investment grade commercial banks that are lenders under the Partnership's credit facility, or affiliates of those banks.  A table summarizing our risk management portfolio is included in this release.

Operating Results

The Partnership continues to report record volumes at all three of its gathering and processing systems for the third quarter of 2012 as expansion efforts continue.  Gross margin from operations was $68.7 million for the third quarter 2012 compared to $71.2 million for the prior year period.  Gross margin, a non-GAAP financial measure, includes natural gas and liquids sales and transportation, processing and other fees, less purchased product costs and non-cash gains (or losses) included in these items.  The lower gross margin for the quarter was primarily due to decreased NGL prices, partially offset by the increased volumes.  The gross margin for the quarter does not include approximately $4.2 million of realized derivative settlement gains, which are excluded in the calculation of gross margin, compared to $2.6 million realized derivative settlement losses excluded from gross margin in the third quarter of 2011. 

WestTX System

The WestTX system's average natural gas processed volume was 255.7 MMCFD for the third quarter 2012, an increase of 29.1% compared with the prior year comparable period.  Increased volumes are primarily due to increased production in the Spraberry and Wolfberry Trends.  Average NGL production volumes were 28,499 barrels per day ("BPD") for the third quarter 2012, compared to the third quarter 2011 NGL production volume of 27,387.  While gathered and processed volumes were higher for the third quarter 2012 compared to the prior year quarter, the current period NGL volumes were negatively impacted by a third-party fractionator downstream of the Partnership's plants operating at a reduced capacity during the third quarter 2012. The downtime resulted in the Partnership's plants being placed on a reduced NGL allocation causing the Partnership's facilities to operate in ethane rejection.  The issue has been resolved, and the Partnership's NGL allocation returned to previous levels beginning in October. 

The Partnership expects processed volumes on this system to continue to increase as producers continue to pursue their drilling plans over the coming years.  The first phase of construction of the previously announced Driver plant, which will increase processing capacity by 100 MMCFD, is expected to be completed in the first quarter of 2013.  The second phase, involving placement of additional compression and refrigeration equipment to increase the plant's capacity to 200 MMCFD, is scheduled to be operational by the end of the first quarter of 2014, or earlier as capacity is needed. 

WestOK System

The WestOK system had average natural gas processed volume of 380.1 MMCFD for the third quarter 2012, a 44.2% increase from the prior year comparable period.  Average NGL production was 12,998 BPD for the third quarter 2012, a 2.9% decrease from the prior year comparable period, due to the WestOK facilities rejecting ethane as a result of low ethane prices as well as allocations on the NGL pipeline.  In September 2012, the Partnership completed the previously announced plans to expand the WestOK system by adding a 200 MMCFD cryogenic plant at Waynoka (the "Waynoka II plant"), which was constructed in order to meet the drilling plans of its existing producers.  The Waynoka II plant is currently processing in start-up mode.  The Partnership expects volumes to continue to increase as producers in Oklahoma, along with others in Kansas, continue to add to the system via development in the oil-rich Mississippian Limestone formation. 

Velma System

The Velma system's average natural gas processed volume was 133.2 MMCFD for the third quarter 2012, a 26.9% increase from the prior year comparable period.  The increase is primarily due to additional production gathered on the Madill to Velma pipeline system from continued producer activity in the liquids-rich portion of the Woodford Shale.  Average NGL production increased to 14,866 BPD for the third quarter 2012, up approximately 21.9% compared to the prior year comparable period, due to the increased processed volumes.  In June 2012, the Partnership completed the previously announced plans to expand the Velma system by adding a 60 MMCFD cryogenic plant (the "V-60 plant"), which supports the additional volumes from XTO Energy, Inc.  The plants are currently processing at approximately 83% of the newly expanded 160 MMCFD capacity.

Corporate and Other

Net of deferred financing costs, interest expense increased to $8.6 million for the third quarter 2012 up 76.8% as compared with $4.9 million for the third quarter 2011.  This increase was due to the November 2011 issuance of additional 8.75% senior notes as a result of financing the current organic expansion program and an increase in the outstanding balance on the revolving credit facility.  On September 28, 2012, the Partnership issued $325 million of 6.625% senior notes and utilized the proceeds to reduce the outstanding balance on the revolving credit facility.

Interested parties are invited to access the live webcast of an investor call with management regarding the Partnership's third quarter 2012 results on Wednesday, October 31, 2012 at 10:00 am ET by going to the Investor Relations section of the Partnership's website at www.atlaspipeline.com. An audio replay of the conference call will also be available beginning at 12:00 pm ET on Wednesday, October 31, 2012. To access the replay, dial 1-888-286-8010 and enter conference code 83060719.

Atlas Pipeline Partners, L.P. (NYSE: APL) is active in the gathering and processing segments of the midstream natural gas industry.  In the midcontinent region of Oklahoma, southern Kansas, and northern and western Texas, APL owns and operates nine active gas processing plants as well as approximately 9,700 miles of active intrastate gas gathering pipeline.  APL also has a 20% interest in West Texas LPG Pipeline Limited Partnership, which is operated by Chevron Corporation. For more information, visit the Partnership's website at www.atlaspipeline.com or contact IR@atlaspipeline.com.

Atlas Energy, L.P. (NYSE: ATLS) is a master limited partnership which owns and operates the general partner of its midstream oil & gas subsidiary, Atlas Pipeline Partners, L.P., through all of the general partner interest, all the incentive distribution rights and an approximate 11% limited partner interest.  Additionally, Atlas Energy owns all of the general partner Class A units and incentive distribution rights and an approximate 52% limited partner interest in its upstream oil & gas subsidiary, Atlas Resource Partners, L.P.  For more information, please visit the Partnership's website at www.atlasenergy.com, or contact Investor Relations at InvestorRelations@atlasenergy.com.

Certain matters discussed within this press release are forward-looking statements.  Although Atlas Pipeline Partners, L.P. believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained.  Atlas Pipeline does not undertake any duty to update any statements contained herein (including any forward-looking statements), except as required by law.  Factors that could cause actual results to differ materially from expectations include general industry considerations, regulatory changes, changes in commodity prices and local or national economic conditions and other risks detailed from time to time in Atlas Pipeline's reports filed with the SEC, including quarterly reports on Form 10-Q, current reports on Form 8-K and annual reports on Form 10-K.

Contact: Matthew Skelly
VP – Investor Relations
1845 Walnut Street
Philadelphia, PA 19103
(877) 280-2857
(215) 561-5692 (facsimile)


 

ATLAS PIPELINE PARTNERS, L.P. AND SUBSIDIARIES
Financial Summary(1)
(unaudited; in thousands except per unit amounts)


Three Months Ended


Nine Months Ended


September 30,


September 30,


2012


2011


2012


2011

Revenue:












Natural gas and liquids sales

$

274,618


$

341,498


$

802,644


$

937,975

Transportation, processing and other fees(2)


19,272



11,691



46,831



31,536

Derivative gain (loss), net(3)


(18,907)



23,760



36,905



8,952

Other income, net(3)


2,585



2,831



7,588



8,365

Total revenues


277,568



379,780



893,968



986,828













Costs and expenses:












Natural gas and liquids cost of sales


224,778



282,391



652,986



774,859

Plant operating


15,180



14,085



43,661



40,240

Transportation and compression


520



268



996



603

General and administrative(4)


8,504



8,321



24,976



24,314

General and administrative – non-cash unit-based compensation(4)


3,619



828



7,537



2,507

Other


(108)



8



(303)



583

Depreciation and amortization


23,161



19,471



65,715



57,499

Interest


9,692



5,935



27,669



24,525

Total costs and expenses.


285,346



331,307



823,237



925,130













Equity income in joint ventures


1,422



1,785



4,235



2,934

Gain on asset sales and other








255,674

Loss on early extinguishment of debt








(19,574)

Income from continuing operations


(6,356)



50,258



74,966



300,732













Loss on sale of discontinued operations








(81)













Net income


(6,356)



50,258



74,966



300,651













Income attributable to non-controlling interests


(1,511)



(1,760)



(4,108)



(4,492)

Preferred unit dividends








(389)

Net income (loss) attributable to common limited partners and the General Partner

$

(7,867)


$

48,498


$

70,858


$

295,770



Net income (loss) attributable to common limited partners per unit:












Basic and diluted:

$

(0.17)


$

0.87


$

1.19


$

5.37

Weighted average common limited partner units (basic)


53,736



53,588



53,668



53,494

Weighted average common limited partner units (diluted)


53,736



54,012



54,409



53,923




(1)    Based on the GAAP statements of operations to be included in Form 10-Q, with additional detail of certain items included

(2)    Includes affiliate revenues related to transportation and processing provided to Atlas Resource Partners, L.P

(3)    Adjusted to separately present derivative gain (loss) within derivative gain (loss), net instead of combining these amounts in other income, net

(4)    Non-cash costs associated with unit-based compensation, which have been reflected in the general and administrative costs and expenses, the category associated with the direct personnel cash costs in the GAAP statements of operations to be included in Form 10-Q  General and administrative also includes any compensation reimbursement to affiliates
















ATLAS PIPELINE PARTNERS, L.P. AND SUBSIDIARIES
Financial Summary (continued)
(unaudited; in thousands)






Three Months Ended


Nine Months Ended


September 30,


September 30,


2012


2011


2012


2011

Summary Cash Flow Data:












Cash provided by operating activities

$

60,992


$

28,748


$

125,523


$

80,658

Cash provided by (used in) investing activities


(95,898)



(56,568)



(278,725)



165,994

Cash provided by (used in) financing activities


34,814



27,821



153,199



(246,649)













Capital Expenditure Data:












Maintenance capital expenditures

$

4,732


$

4,980


$

13,242


$

13,451

Expansion capital expenditures


91,292



51,195



229,170



134,693

Investments in joint ventures and acquisitions






36,689



97,250













Total

$

96,024


$

56,175


$

279,101


$

245,394