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BreitBurn Energy Partners L.P. Reports Second Quarter Results

Debt Levels Reduced; Key Metrics Meet or Exceed Annualized 2009 Guidance; 2009 Capital Spending Plan Increased

LOS ANGELES, Aug 10, 2009 (BUSINESS WIRE) -- BreitBurn Energy Partners L.P. (the "Partnership") (NASDAQ:BBEP) today announced financial and operating results for its second quarter of 2009.

Key Highlights

Management Commentary on Results and Increased 2009 Capital Spending Plan

Hal Washburn, Chairman and Co-CEO, said, "Our second quarter results reflect significant progress toward the goals we established for 2009. First, we significantly reduced our bank debt during the quarter. Subsequent to the quarter end, we closed the sale of our non-core Permian Basin assets, further accelerating our debt reduction efforts. Since year end we have paid down almost $125 million in borrowings and we are currently approaching debt levels of $600 million. We are very proud of our entire team for their work in bringing about this significant achievement. While we are not yet announcing the reinstatement of distributions, we have made substantial progress toward that goal. Again, the timing of our reinstating distributions will be based on a number of factors. One very important factor is the outcome of our October borrowing base redetermination. We remain committed to evaluating all reasonable alternatives to further reduce debt and reinstate distributions and will pursue them if management and the Board determine they are in the long term best interest of our unitholders."

Washburn continued, "Our team did an excellent job this quarter. Year to date production is at the high end of our guidance range on an annualized basis and lease operating expenses continue to decline and are near the low end of our guidance on an annualized basis. Our G&A costs, excluding unit based compensation, continue to decline as well and are currently trending toward the low end of our guidance range. The continued downward trend in both operating and G&A expenses reflects our ongoing efforts to reduce costs throughout the organization. Given our increased financial flexibility, and with the recent improvement in commodity prices, we are also increasing our capital spending plan for 2009 to approximately $32 million compared to our previously announced guidance of $20-$24 million. We intend to use this additional capital to expand production efforts at our oil properties. We continue to work toward our goal of returning our capital program to the level necessary to hold production flat going forward."

Second Quarter 2009 Operating and Financial Results Compared to First Quarter 2009

Impact of Derivative Instruments

The Partnership uses commodity and interest rate derivative instruments to mitigate the risks associated with commodity price volatility and changing interest rates and to help maintain cash flows for operating activities, acquisitions, capital expenditures, and distributions. The Partnership does not enter into derivative instruments for speculative trading purposes. Non-cash gains or losses do not affect Adjusted EBITDA, cash flow from operations or the Partnership's ability to pay cash distributions.

In June 2009, the Partnership terminated selected crude oil and natural gas derivative instruments covering a portion of its expected production in 2011 and 2012 and replaced them with new derivative instruments for the same 2011 and 2012 volumes. Net realized proceeds of approximately $25.0 million were immediately used to reduce outstanding borrowings under the Partnership's credit facility.

Including the effects of the $25.0 million hedge monetization noted above, realized gains from commodity derivative instruments were $51.5 million during the second quarter of 2009. Realized losses from interest rate derivative instruments were $3.2 million. Non-cash unrealized losses from commodity derivative instruments were $148.7 million and non-cash unrealized gains from interest rate derivative instruments were $3.5 million for the period. Excluding the effect of the hedge monetization, realized gains on commodity derivative instruments would have been $26.5 million and unrealized losses would have been $123.7 million for the period.

The effect of the hedge monetization is excluded from the calculation of realized prices and Adjusted EBITDA for the second quarter of 2009 as discussed herein.

Production, Income Statement and Realized Price Information

The following table presents production, selected income statement and realized price information for the three months ended June 30, 2009 and 2008 and the three months ended March 31, 2009:

Three-Months Ended
June 30,March 31,June 30,
Thousands of dollars, except as indicated200920092008
Oil, natural gas and NGL sales (a) $ 59,872 $ 57,643 $ 139,962
Realized gains (losses) on commodity derivative instruments (b) 51,468 74,088 (33,334 )
Unrealized gains (losses) on commodity derivative instruments (b) (148,727 ) (4,068 ) (319,948 )
Other revenues, net 393 276 643
Total revenues $ (36,994 ) $ 127,939 $ (212,677 )
Lease operating expenses and processing fees $ 28,442 $ 29,226 $ 31,628
Production and property taxes 4,188 4,705 8,499
Total lease operating expenses $ 32,630 $ 33,931 $ 40,127
Transportation expenses 851 1,248 1,153
Purchases 21 19 83
Change in inventory (1,498 ) (917 ) (2,499 )
Uninsured loss - 100 -
Total operating costs $ 32,004 $ 34,381 $ 38,864
Lease operating expenses pre taxes per Boe (c) $ 16.88 $ 17.91 $ 18.18
Production and property taxes per Boe 2.53 2.93 4.97
Total lease operating expenses per Boe 19.41 20.84 23.15
General and administrative expenses excluding unit-based compensation $ 5,255 $ 6,421 $ 5,460
Net income (loss) $ (108,525 ) $ 46,357 $ (286,170 )
Net income (loss) per diluted limited partnership unit $ (2.06 ) $ 0.84 $ (4.39 )
Total production (MBoe) 1,654 1,603 1,711
Oil and NGL (MBoe) 762 742 766
Natural gas (MMcf) 5,349 5,169 5,666
Average daily production (Boe/d) 18,172 17,812 18,802
Sales volumes (MBoe) 1,635 1,583 1,674
Average realized sales price (per Boe) (d) (e) (f) $ 52.97 $ 54.54 $ 63.80
Oil and NGL (per Boe) (d) (e) (f) 65.47 62.38 79.72
Natural gas (per Mcf) (d) (e) 7.09 7.99 8.58
(a) Q2 2009, Q1 2009 and Q2 2008 include $258, $260 and $273, respectively, of amortization of an intangible asset related to crude oil sales contracts.
(b) Q2 2009 and Q1 2009 include the effects of the early terminations of hedge contracts monetized in June 2009 for $24,955 and January 2009 for $45,632.
(c) Includes lease operating expenses and processing fees. Q2 2009, Q1 2009 and Q2 2008 each exclude approximately $520 of amortization of intangible asset related to the Quicksilver Acquisition.
(d) Includes realized gains (losses) on commodity derivative instruments.
(e) Q2 2009 and Q1 2009 exclude the effects of the early terminations of hedge contracts monetized in June 2009 ($6,030 of oil hedges and $18,925 of natural gas hedges) and January 2009 ($32,317 of oil hedges and $13,315 of natural gas hedges).
(f) Excludes amortization of intangible asset related to crude oil sales contracts.

Non-GAAP Financial Measures

This press release, the financial tables and other supplemental information, including the reconciliations of certain non-generally accepted accounting principles ("non-GAAP") measures to their nearest comparable generally accepted accounting principles ("GAAP") measures, may be used periodically by management when discussing the Partnership's financial results with investors and analysts and they are also available on the Partnership's website under the Investor Relations tab.

Among the non-GAAP financial measures used is "Adjusted EBITDA." This non-GAAP financial measure should not be considered as an alternative to GAAP measures, such as net income, operating income, cash flow from operating activities or any other GAAP measure of liquidity or financial performance.

Adjusted EBITDA is presented as management believes it provides additional information relative to the performance of the Partnership's business, such as our ability to meet our debt covenant compliance tests. This non-GAAP financial measure may not be comparable to similarly titled measures of other publicly traded partnerships or limited liability companies because all companies may not calculate Adjusted EBITDA in the same manner.

Adjusted EBITDA

The following table presents a reconciliation of net income (loss) and net cash from operating activities, our most directly comparable GAAP financial performance and liquidity measures, to Adjusted EBITDA for each of the periods indicated.

Three Months Ended Six Months Ended
June 30, June 30,
Thousands of dollars 2009 2008 2009 2008
Reconciliation of consolidated net income (loss) to Adjusted EBITDA:
Net income (loss) attributable to the partnership $ (108,520 ) $ (286,240 ) $ (62,170 ) $ (327,380 )
Unrealized loss on commodity derivative instruments 148,727 319,948 152,795 389,897
Depletion, depreciation and amortization expense 26,962 21,890 57,263 42,751
Interest expense and other financing costs (a) 8,551 5,576 16,392 10,912
Unrealized (gain) loss on interest rate derivatives (3,527 ) (594 ) (4,493 ) 609
Gain on sale of commodity derivatives (b) (24,955 ) - (70,587 ) -
Income tax provision (809 ) (1,091 ) (341 ) (1,337 )
Amortization of intangibles 777 792 1,557 1,546
Unit-based compensation expense (c) 3,641 1,973 7,270 3,450
Adjusted EBITDA $ 50,847 $ 62,254 $ 97,686 $ 120,448
Three Months Ended Six Months Ended
June 30, June 30,
Thousands of dollars 2009 2008 2009 2008
Reconciliation of net cash from operating activities to Adjusted EBITDA:
Net cash from operating activities $ 70,788 $ 40,321 $ 141,535 $ 134,635
Increase (decrease) in assets net of liabilities relating to operating activities (3,020 ) 17,230 11,174 (28,884 )
Interest expense (a) (d) 7,727 5,086 14,745 9,955
Gain on sale of commodity derivatives (b) (24,955 ) - (70,587 ) -
Equity earnings from affiliates, net (378 ) 261 (660 ) 484
Incentive compensation expense (e) 510 (1,519 ) 981 (1,186 )
Incentive compensation paid 31 731 170 5,340
Income taxes 139 339 330 353
Non-controlling interest 5 (70 ) (2 ) (124 )
Other - (126 ) - (126 )
Adjusted EBITDA $ 50,847 $ 62,253 $ 97,686 $ 120,447
(a) Includes realized gains/losses on interest rate derivatives.
(b) Represents $24,955 and $45,632 related to the early terminations of selected 2011 and 2012 hedge contracts monetized in June 2009 and January 2009.
(c) Represents non-cash long term incentive compensation expense.
(d) Excludes debt amortization.
(e) Represents cash-based incentive compensation plan expense.

Hedge Portfolio Summary

The table below summarizes the Partnership's commodity derivative hedge portfolio as of August 10, 2009.

Year
20092010201120122013
Gas Positions:
Fixed Price Swaps:
Hedged Volume (MMBtu/d) 45,110 43,869 25,955 19,129 3,000
Average Price ($/MMBtu) $ 8.15 $ 8.20 $ 7.26 $ 7.10 $ 7.50
Collars:
Hedged Volume (MMBtu/d) 2,038 3,405 16,016 19,129 -
Average Floor Price ($/MMBtu) $ 9.00 $ 9.00 $ 9.00 $ 9.00 $ -
Average Ceiling Price ($/MMBtu) $ 14.87 $ 12.79 $ 11.28 $ 11.89 $ -
Total:
Hedged Volume (MMMBtu/d) 47,148 47,275 41,971 38,257 3,000
Average Price ($/MMBtu) $ 8.19 $ 8.26 $ 7.92 $ 8.05 $ 7.50
Oil Positions:
Fixed Price Swaps:
Hedged Volume (Bbls/d) 2,444 2,308 2,116 2,539 3,000
Average Price ($/Bbl) $ 70.40 $ 83.12 $ 63.79 $ 67.24 $ 76.62
Participating Swaps: (a)
Hedged Volume (Bbls/d) 2,785 1,993 1,439 - -
Average Price ($/Bbl) $ 64.71 $ 64.40 $ 61.29 $ - $ -
Average Part. % 61.4 % 55.5 % 53.2 % - -
Collars:
Hedged Volume (Bbls/d) 661 1,279 2,048 2,477 -
Average Floor Price ($/Bbl) $ 94.11 $ 102.85 $ 103.42 $ 110.00 $ -
Average Ceiling Price ($/Bbl) $ 125.08 $ 136.16 $ 152.61 $ 145.39 $ -
Floors:
Hedged Volume (Bbls/d) 500 500 - - -
Average Floor Price ($/Bbl) $ 100.00 $ 100.00 $ - $ - $ -
Total:
Hedged Volume (Bbls/d) 6,390 6,080 5,603 5,016 3,000
Average Price ($/Bbl) $ 72.69 $ 82.52 $ 77.64 $ 88.35 $ 76.62

(a) A participating swap combines a swap and a call option with the same strike price.

Interest Rate Hedge Portfolio

We had the following interest rate swaps in place at August 10, 2009, to fix a portion of floating LIBOR-base debt on our credit facility:

Notional amounts in thousands of dollarsNotional AmountFixed Rate
Period Covered
July 1, 2009 to July 8, 2009 $ 50,000 3.0450 %
July 1, 2009 to January 8, 2010 100,000 3.3873 %
July 1, 2009 to July 20, 2009 250,000 3.6825 %
July 20, 2009 to December 20, 2010 300,000 3.6825 %
January 20, 2010 to October 20, 2011 100,000 1.6200 %
December 20, 2010 to October 20, 2011 200,000 2.9900 %

Conference Call

The Partnership will host an investor conference call to discuss its results today at 10:00 a.m. (Pacific Time). Investors may access the conference call over the Internet via the Investor Relations tab of the Partnership's website (www.breitburn.com), or via telephone by dialing 888-740-6142(international callers dial +1-913-312-1451) a few minutes prior to register. Those listening via the Internet should go to the site 15 minutes early to register, download and install any necessary audio software. In addition, a replay of the call will be available through August 17, 2009 by dialing 888-203-1112 (international callers dial +1-719-457-0820) and entering replay PIN 7149020, or by going to the Investor Relations tab of the Partnership's website (www.breitburn.com). The Partnership will take live questions from securities analysts and institutional portfolio managers; the complete call is open to all other interested parties on a listen-only basis.

About BreitBurn Energy Partners L.P.

BreitBurn Energy Partners L.P. is a 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.

BBEP-IR

Cautionary Statement Relevant to 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 "anticipates," "expects," "believes," "estimates," "future," "impact," "guidance," "ongoing efforts," "potential," "will pursue," "to mitigate the risks," "may be used," "continue," "trending," "to meet," various 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 our control and are difficult to predict. These include risks relating to the Partnership's financial performance and results, availability of sufficient cash flow to execute our business plan, our level of indebtedness, a further significant reduction in the borrowing base under our bank credit facility, our ability to raise capital, prices and demand for natural gas and oil, our ability to replace reserves and efficiently develop our current reserves, the litigation instituted by Quicksilver Resources Inc. against us 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.

BreitBurn Energy Partners L.P. and Subsidiaries
Unaudited Consolidated Statements of Operations
Three Months EndedSix Months Ended
June 30,June 30,
Thousands of dollars, except unit amounts2009200820092008
Revenues and other income items:
Oil, natural gas and natural gas liquid sales $ 59,872 $ 139,962 $ 117,515 $ 255,811
Losses on commodity derivative instruments, net (97,259 ) (353,282 ) (27,239 ) (436,669 )
Other revenue, net 393 643 669 1,518
Total revenues and other income items (36,994 ) (212,677 ) 90,945 (179,340 )
Operating costs and expenses:
Operating costs 32,004 38,864 66,385 77,037
Depletion, depreciation and amortization 26,962 21,890 57,263 42,751
General and administrative expenses 8,386 8,876 17,947 18,027
Total operating costs and expenses 67,352 69,630 141,595 137,815
Operating loss (104,346 ) (282,307 ) (50,650 ) (317,155 )
Interest and other financing costs, net 5,360 5,124 10,133 10,548
(Gain) loss on interest rate swaps (336 ) (142 ) 1,766 973
Other income, net (36 ) (28 ) (40 ) (83 )
Total other expense 4,988 4,954 11,859 11,438
Loss before taxes (109,334 ) (287,261 ) (62,509 ) (328,593 )
Income tax benefit (809 ) (1,091 ) (341 ) (1,337 )
Net loss (108,525 ) (286,170 ) (62,168 ) (327,256 )
Less: Net income (loss) attributable to noncontrolling interest 5 (70 ) (2 ) (124 )
Net loss attributable to the partnership (108,520 ) (286,240 ) (62,170 ) (327,380 )
General partner loss - (1,746 ) - (2,019 )
Net loss attributable to limited partners $ (108,520 ) $ (284,494 ) $ (62,170 ) $ (325,361 )
Basic net loss per unit $ (2.06 ) $ (4.39 ) $ (1.18 ) $ (4.94 )
Diluted net loss per unit $ (2.06 ) $ (4.39 ) $ (1.18 ) $ (4.94 )
Weighted average number of units used to calculate
Basic net loss per unit 52,770,011 64,807,563 52,736,602 65,914,102
Diluted net loss per unit 52,770,011 64,807,563 52,736,602 65,914,102
BreitBurn Energy Partners L.P. and Subsidiaries
Unaudited Consolidated Balance Sheets
June 30,December 31,
Thousands of dollars, except unit amounts20092008
ASSETS
Current assets:
Cash $ 2,293 $ 2,546
Accounts receivable, net 39,894 47,221
Derivative instruments 70,117 76,224
Related party receivables 4,088 5,084
Inventory 4,193 1,250
Prepaid expenses 4,257 5,300
Intangibles 1,461 2,771
Other current assets 170 170
Total current assets 126,473 140,566
Equity investments 8,792 9,452
Property, plant and equipment
Oil and gas properties 2,072,108 2,057,531
Non-oil and gas assets 8,138 7,806
2,080,246 2,065,337
Accumulated depletion and depreciation (281,122 ) (224,996 )
Net property, plant and equipment 1,799,124 1,840,341
Other long-term assets
Intangibles 248 495
Derivative instruments 105,235 219,003
Other long-term assets 8,973 6,977
Total assets $ 2,048,845 $ 2,216,834
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable $ 17,084 $ 28,302
Book overdraft 4,247 9,871
Derivative instruments 15,809 10,192
Revenue distributions payable 11,584 16,162
Salaries and wages payable 4,681 6,249
Accrued liabilities 11,482 9,214
Total current liabilities 64,887 79,990
Long-term debt 640,000 736,000
Deferred income taxes 3,611 4,282
Asset retirement obligation 35,297 30,086
Derivative instruments 32,871 10,058
Other long-term liabilities 2,207 2,987
Total liabilities 778,873 863,403
Equity:
Partners' equity 1,269,517 1,352,892
Noncontrolling interest 455 539
Total equity 1,269,972 1,353,431
Total liabilities and equity $ 2,048,845 $ 2,216,834
Common units outstanding 52,770,011 52,635,634
BreitBurn Energy Partners L.P. and Subsidiaries
Unaudited Consolidated Statements of Cash Flows
Six Months Ended
June 30,
Thousands of dollars20092008
Cash flows from operating activities
Net loss $ (62,168 ) $ (327,256 )
Adjustments to reconcile to cash flow from operating activities:
Depletion, depreciation and amortization 57,263 42,751
Unit based compensation expense 6,289 4,724
Unrealized loss on derivative instruments 148,302 390,505
Distributions greater (less) than income from equity affiliates 660 (484 )
Deferred income tax (671 ) (1,690 )
Amortization of intangibles 1,557 1,547
Other 1,648 994
Changes in net assets and liablities:
Accounts receivable and other assets 4,731 (25,609 )
Inventory (2,943 ) (185 )
Net change in related party receivables and payables 996 19,775
Accounts payable and other liabilities (14,129 ) 29,563
Net cash provided by operating activities 141,535 134,635
Cash flows from investing activities
Capital expenditures (12,126 ) (44,423 )
Property acquisitions - (9,988 )
Net cash used by investing activities (12,126 ) (54,411 )
Cash flows from financing activities
Purchase of common units - (335,033 )
Distributions (28,038 ) (65,269 )
Proceeds from the issuance of long-term debt 181,975 517,600
Repayments of long-term debt (277,975 ) (194,000 )
Book overdraft (5,624 ) 994
Long-term debt issuance costs - (3,505 )
Net cash used by financing activities (129,662 ) (79,213 )
Increase (decrease) in cash (253 ) 1,011
Cash beginning of period 2,546 5,929
Cash end of period $ 2,293 $ 6,940

SOURCE: BreitBurn Energy Partners L.P.

BreitBurn Energy Partners L.P.
James G. Jackson, 213-225-5900 ext. 273
Executive Vice President and Chief Financial Officer
or
Gloria Chu, 213-225-5900 ext. 210
Investor Relations

Copyright Business Wire 2009

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