Atlas Resource Partners to Acquire Arkoma Assets from Atlas Energy Group

PITTSBURGH, May 18, 2015 /PRNewswire/ -- Atlas Resource Partners, L.P. ARP ("Atlas Resource Partners" or "ARP") and Atlas Energy Group, LLC ATLS ("Atlas Energy Group" or "ATLS") announce today that ARP has agreed to acquire natural gas producing properties in the Arkoma basin from its parent company, ATLS, for $35.5 million. The purchase price is subject to customary closing conditions and adjustments and the transaction is expected to close in the second quarter 2015.

Daniel C. Herz, Chief Executive Officer – ARP and President of ATLS, stated, "Retaining the assets within the Atlas complex should benefit both ATLS and ARP. The steady cash flow, coupled with upside from higher natural gas prices, makes the Arkoma assets ideal for ARP. Additionally, the transaction is immediately accretive to ARP's distributable cash flow per unit, while the financing also enhances ARP's balance sheet and liquidity position."

The Arkoma assets consist of approximately 41 billion cubic feet ("Bcf") of mature, low-decline natural gas reserves, which currently produces approximately 11 million cubic feet per day from over 550 active wells. The reserve information presented above is based solely on internal evaluation and interpretation in the course of due diligence with respect to the pending acquisition and has not been verified or estimated by independent reserve engineers.

ATLS expects to use the net proceeds from the sale of the Arkoma assets to pay down a portion of its existing term loan, which had an outstanding balance of $104.4 million as of March 31, 2015.

The terms of the acquisition were recommended for approval by the Conflicts Committee ("Committee") of the board of managers of Atlas Energy Holdings Operating Company LLC, which is a wholly owned subsidiary of ARP.  The Committee is comprised entirely of independent directors and was advised by Stifel regarding financial matters and Covington & Burling LLP and Paul Hastings LLP regarding legal matters. The board of directors of ATLS was advised by Evercore regarding financial matters and Jones Day regarding legal matters.

Atlas Resource Partners, L.P. ARP is an exploration & production master limited partnership which owns an interest in over 14,000 producing natural gas and oil wells, located primarily in Appalachia, the Barnett Shale (TX), the Mississippi Lime (OK), the Eagle Ford Shale (TX), the Raton Basin (NM), Black Warrior Basin (AL) and the Rangely Field (CO).  ARP is also the largest sponsor of natural gas and oil investment partnerships in the U.S. For more information, please visit our website at www.atlasresourcepartners.com, or contact Investor Relations at InvestorRelations@atlasenergy.com.

Atlas Energy Group, LLC ATLS is a master limited partnership which owns the following interests: all of the general partner interest, incentive distribution rights and an approximate 28% limited partner interest in its upstream oil & gas subsidiary, Atlas Resource Partners, L.P.; the general partner interests, incentive distribution rights and limited partner interests in its private E&P development subsidiary; and a general partner interest in Lightfoot Capital Partners, an entity that invests directly in energy-related businesses and assets. For more information, please visit our website at www.atlasenergy.com, or contact Investor Relations at InvestorRelations@atlasenergy.com.

Cautionary Note Regarding Forward-Looking Statements

Certain matters discussed within this press release are forward-looking statements.  Although Atlas Resource 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 Resource Partners does not undertake any duty to update any statements contained herein (including any forward-looking statements), except as required by law. This document contains forward-looking statements that involve a number of assumptions, risks and uncertainties that could cause actual results to differ materially from those contained in the forward-looking statements.  ARP cautions readers that any forward-looking information is not a guarantee of future performance.  Such forward-looking statements include, but are not limited to, statements about future financial and operating results, resource potential, ARP's plans, objectives, expectations and intentions and other statements that are not historical facts. Risks, assumptions and uncertainties that could cause actual results to materially differ from the forward-looking statements include, but are not limited to, those associated with general economic and business conditions; ARP's ability to realize the benefits of its acquisitions; changes in commodity prices; changes in the costs and results of drilling operations; uncertainties about estimates of reserves and resource potential; inability to obtain capital needed for operations; ARP's level of indebtedness; changes in government environmental policies and other environmental risks; the availability of drilling equipment and the timing of production; tax consequences of business transactions; and other risks, assumptions and uncertainties detailed from time to time in ARP's reports filed with the U.S. Securities and Exchange Commission, including quarterly reports on Form 10-Q, current reports on Form 8-K and annual reports on Form 10-K. Forward-looking statements speak only as of the date hereof, and we assume no obligation to update such statements, except as may be required by applicable law. 

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SOURCE Atlas Resource Partners, L.P.