LOS ANGELES--(BUSINESS WIRE)--

Breitburn Energy Partners LP (NASDAQ: BBEP) announced today that it has commenced a public offering, subject to market and other conditions, of $400,000,000 aggregate principal amount of Senior Notes due 2023 of Breitburn and Breitburn Finance Corporation (Co-Issuer), its wholly owned subsidiary (Senior Notes). Initially, the Senior Notes will be guaranteed by all of Breitburn's subsidiaries (other than the Co-Issuer) that guarantee borrowings under its bank credit facility. Breitburn intends to use the net proceeds from the offering to reduce outstanding borrowings under its bank credit facility and for general partnership purposes.

Citigroup, BMO Capital Markets, Credit Suisse, J.P. Morgan, RBC Capital Markets, RBS and Wells Fargo Securities will act as joint book-running managers of the Senior Notes offering. When available, a copy of the preliminary prospectus supplement and accompanying base prospectus relating to the Senior Notes offering may be obtained from:

Citigroup
c/o Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, NY 11717
(tel: 800-831-9146)
[email protected]

BMO Capital Markets
3 Times Square, 28th Floor
New York, NY 10036
Attn: Maya Patel
(tel: 212-702-1882)

Credit Suisse
Prospectus Department
One Madison Avenue
New York, NY 10010
(tel: 212-325-2000)

J.P. Morgan
c/o Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, NY 11717
Attn: Post-Sale Fulfillment

RBC Capital Markets
Three World Financial Center, 10th Floor
200 Vesey Street
New York, NY 10281
(tel: 877-280-1299)

RBS
Attn: Syndicate
600 Washington Boulevard
Stamford, CT 06901
(tel: 866-884-2071)

Wells Fargo Securities
Attn: Client Support
550 South Tryon Street, 7th Floor
Charlotte, NC 28202
(tel: 800-326-5897)
[email protected]

An electronic copy of the preliminary prospectus supplement and accompanying base prospectus may also be obtained at no charge at the Securities and Exchange Commission's website at www.sec.gov.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The offering may be made only by means of a prospectus and prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended. The offering will be made pursuant to an effective shelf registration statement, as amended, which was previously filed by Breitburn with the Securities and Exchange Commission, and a prospectus supplement and accompanying prospectus, which will be filed by Breitburn with the Securities and Exchange Commission.

About Breitburn Energy Partners LP

Breitburn Energy Partners LP is a publicly traded independent oil and gas master limited partnership focused on the acquisition, development and production of oil and gas properties throughout the United States. Breitburn's producing and non-producing crude oil and natural gas reserves are located in Michigan, Oklahoma, Texas, Wyoming, California, Florida, Indiana and Kentucky.

Cautionary Statement Regarding Forward-Looking Information

This press release contains forward-looking statements relating to Breitburn's operations that are based on management's current expectations, estimates and projections about its operations. Words and phrases such as “believe,” “expect,” “future,” “impact,” “intend,” “will be” and variations of such words 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 Breitburn's control and are difficult to predict. These include risks relating to Breitburn's financial performance and results, availability of sufficient cash flow and other sources of liquidity to execute its business plan, prices and demand for natural gas and oil, increases in operating costs, uncertainties inherent in estimating its reserves and production, its ability to replace reserves and efficiently develop its current reserves, political and regulatory developments relating to taxes, derivatives and its oil and gas operations, risks relating to its acquisitions, and the factors set forth under the heading “Risk Factors” incorporated by reference from Breitburn's Annual Report on Form 10-K filed with the Securities and Exchange Commission, and if applicable, its Quarterly Reports on Form 10-Q and 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.

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