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8-K - CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES - LRR Energy, L.P.a14-11736_18k.htm

Exhibit 99.1

 

GRAPHIC

 

LRR Energy, L.P. Announces First Quarter 2014 Results

 

Houston, Texas (May 1, 2014) - LRR Energy, L.P. (NYSE: LRE) (“LRR Energy”) announced today its operating and financial results for the three months ended March 31, 2014.

 

Eric Mullins, Chairman and Co-Chief Executive Officer, commented, “We are very pleased with our strong first quarter of 2014, including our improved Adjusted EBITDA and distribution coverage ratio as compared to the fourth quarter of 2013.” Charlie Adcock, Co-Chief Executive Officer, reflected that, “During the quarter, we continued our active drilling program at our Red Lake field, and we are currently seeing improvement in our production rate in the second quarter as evidenced by our current production rate of 6,700 Boe/d.”

 

Selected Financial and Operating Information

 

A summary of selected financial and operating information follows.  For consolidated financial statements for the three months ended March 31, 2014, please see the accompanying tables on pages 6-8.

 

 

 

Three Months Ended

 

 

 

March 31, 2014

 

 

 

(unaudited)

 

 

 

(in thousands)

 

 

 

 

 

Oil, natural gas and natural gas liquids sales

 

$

31,619

 

Loss on commodity derivative instruments, net

 

$

(5,622

)

Total revenues

 

$

26,028

 

Lease operating expense

 

$

5,835

 

Production and ad valorem taxes

 

$

2,400

 

General and administrative expense

 

$

3,182

 

Interest expense

 

$

2,541

 

Net income

 

$

2,694

 

Net income available to unitholders

 

$

2,694

 

Net income per limited partner unit

 

$

0.10

 

 

 

 

 

Capital expenditures

 

$

6,803

 

Adjusted EBITDA (1)

 

$

21,041

 

Distributable cash flow (1)

 

$

13,353

 

 

 

 

 

Cash Distribution - common unitholders

 

$

9,786

 

Cash Distribution - all unitholders

 

$

13,106

 

Distribution coverage ratio - common unitholders (2)

 

1.36

 

Distribution coverage ratio - all unitholders (2)

 

1.02

 

 


(1)         See commodity derivative settlements on page 5.

(2)         Non-GAAP financial measure. See reconciliation of non-GAAP financial measures beginning on page 9.

 



 

 

 

Three Months Ended

 

 

 

March 31, 2014

 

 

 

 

 

Average net production (Boe/d)

 

6,367

 

Average unit costs per Boe:

 

 

 

Lease operating expense

 

$

10.18

 

Production and ad valorem taxes

 

$

4.19

 

General and administrative expense

 

$

5.55

 

 

LRR Energy’s average net production of 6,367 Boe/d for the quarter was negatively impacted by flaring at the Red Lake field of approximately 75 Boe/d and by the winter storms and other delays of approximately 100 Boe/d.  At the Red Lake field, LRR Energy is currently flaring approximately 15 Boe/d due to third-party plant compression limits. LRR Energy’s April 2014 average net production through April 25, 2014 was approximately 6,700 Boe/d.

 

Recent Events

 

As of April 30, 2014, LRR Energy had $200 million of outstanding borrowings under its revolving credit facility and $50 million of outstanding borrowings under its term loan.  LRR Energy currently has $50 million of available borrowing capacity under its revolving credit facility. Management believes cash flow from operations, the capacity under the revolving credit facility and the proceeds from its current At-the-Market Offering Program (the “ATM Program”) will provide ample financial flexibility to execute its 2014 capital program and distribution strategy.

 

On April 17, 2014, LRR Energy announced that the Board of Directors of its general partner declared an increased cash distribution for the first quarter of 2014 of $0.4925 per outstanding unit, or $1.97 on an annualized basis.  The distribution will be paid on May 15, 2014 to all unitholders of record as of the close of business on April 30, 2014.

 

LRR Energy’s board of directors has confirmed that the financial tests required for conversion of one-third of its outstanding subordinated units into common units have been satisfied. Accordingly, 2,240,000 subordinated units will convert on a one-for-one basis into common units effective May 16, 2014, the day after LRR Energy pays its first quarter 2014 distribution to its unitholders. The conversion of the subordinated units will not impact the amount of cash distributions paid by LRR Energy.

 

Commodity Derivative Contracts

 

As of March 31, 2014, LRR Energy had the following outstanding derivative contracts.

 

 

 

Index

 

2014

 

2015

 

2016

 

2017

 

Natural gas positions

 

 

 

 

 

 

 

 

 

 

 

Price swaps (MMBTUs)

 

NYMEX-HH

 

4,498,497

 

5,500,236

 

5,433,888

 

5,045,760

 

Weighted average price

 

 

 

$

5.52

 

$

5.72

 

$

4.29

 

$

4.61

 

 

 

 

 

 

 

 

 

 

 

 

 

Basis swaps (MMBTUs)

 

NYMEX

 

4,347,809

 

5,326,559

 

2,877,047

 

 

Weighted average price

 

 

 

$

(0.1526

)

$

(0.1661

)

$

(0.1115

)

$

 

 

2



 

 

 

Index

 

2014

 

2015

 

2016

 

2017

 

Oil positions

 

 

 

 

 

 

 

 

 

 

 

Price swaps (BBLs)

 

NYMEX-WTI

 

532,922

 

561,833

 

397,488

 

198,744

 

Weighted average price

 

 

 

$

95.77

 

$

93.16

 

$

86.02

 

$

85.75

 

 

 

 

 

 

 

 

 

 

 

 

 

Basis swaps (BBLs)

 

Argus-

 

300,390

 

 

 

 

Weighted average price

 

Midland-Cushing

 

$

(1.00

)

$

 

$

 

$

 

 

 

 

 

 

 

 

 

 

 

 

 

NGL positions

 

 

 

 

 

 

 

 

 

 

 

Price swaps (BBLs)

 

Mont Belvieu

 

183,785

 

147,823

 

 

 

Weighted average price

 

 

 

$

34.36

 

$

34.50

 

$

 

$

 

 

Subsequent to March 31, 2014, LRR Energy acquired the following commodity hedges.

 

 

 

Index

 

2014

 

2015

 

 

 

 

 

 

 

 

 

Oil positions

 

 

 

 

 

 

 

Price swaps (BBLs)

 

NYMEX-WTI

 

11,447

 

6,684

 

Weighted average price

 

 

 

$

97.33

 

$

92.55

 

 

 

 

 

 

 

 

 

NGL positions

 

 

 

 

 

 

 

Price swaps (BBLs)

 

Mont Belvieu

 

30,624

 

88,326

 

Weighted average price

 

 

 

$

37.00

 

$

34.38

 

 

Quarterly Report on Form 10-Q

 

LRR Energy expects to file its Quarterly Report on Form 10-Q with the Securities and Exchange Commission no later than May 12, 2014.  The 10-Q will be available on the Investor Relations page of LRR Energy’s website www.lrrenergy.com or from the Securities and Exchange Commission website www.sec.gov.

 

Webcast and Conference Call

 

LRR Energy will host a webcast and conference call on Friday, May 2, 2014, at 11:30 a.m. eastern time (10:30 a.m. central time) to discuss these results.  Interested parties are invited to participate in the call by dialing 1-877-493-8071 (conference ID: 24933493).  It is recommended that participants dial in approximately 10 minutes prior to the start of the conference call.  Participants may access the webcast from LRR Energy’s website, www.lrrenergy.com, under the tab for “Investor Relations.”

 

A telephonic replay will be available after the call through May 15, 2014. Participants may access this replay by dialing 1-800-585-8367 (conference ID: 24933493).

 

About LRR Energy, L.P.

 

LRR Energy is a Delaware limited partnership formed in April 2011 by affiliates of Lime Rock Resources to operate, acquire, exploit and develop producing oil and natural gas properties in North America.  LRR Energy’s properties are located in the Permian Basin region in West Texas and southeast New Mexico, the Mid-Continent region in Oklahoma and East Texas and the Gulf Coast region in Texas.

 

3



 

Forward-Looking Statements

 

This press release includes “forward-looking statements” — that is, statements related to future events.  Forward-looking statements are based on the current expectations of LRR Energy and include any statement that does not directly relate to a current or historical fact.  In this context, forward-looking statements often address expected future business, operational and financial performance, and often contain words such as “may,” “predict,” “pursue,” “expect,” “estimate,” “project,” “plan,” “believe,” “intend,” “achievable,” “anticipate,” “target,” “continue,” “potential,” “should,” “could” and other similar words.  Forward-looking statements involve certain risks and uncertainties, and ultimately may not prove to be accurate.  These risks and uncertainties include, among other things, a decline in oil, natural gas or NGL prices, the risk and uncertainties involved in producing oil and natural gas, competition in the oil and natural gas industry, governmental regulations and other factors.  Actual results and future events could differ materially from those anticipated or implied in the forward-looking statements due to the factors described under the captions “Risk Factors” in LRR Energy’s Annual Report on Form 10-K for the year ended December 31, 2013 and LRR Energy’s subsequent filings with the SEC.  All forward-looking statements speak only as of the date of this press release.  LRR Energy does not intend to update or revise any forward-looking statements as a result of new information, future events or otherwise.  All forward-looking statements are qualified in their entirety by this cautionary statement.

 

Investor Contacts:

 

Angelique Brou

Financial Reporting Manager

(713) 345-2145

abrou@lrrenergy.com

 

Jaime Casas

Chief Financial Officer

(713) 345-2126

jcasas@lrrenergy.com

 

4


 


 

LRR Energy, L.P.

Selected Operating Data

(unaudited)

 

 

 

Three Months Ended March 31,

 

 

 

2014

 

2013

 

Production:

 

 

 

 

 

Oil (MBbls)

 

218

 

188

 

Natural gas (MMcf)

 

1,622

 

1,808

 

NGLs (MBbls)

 

85

 

72

 

Total (MBoe)

 

573

 

561

 

Average net production (Boe/d)

 

6,367

 

6,233

 

 

 

 

 

 

 

Average sales price:

 

 

 

 

 

Oil (per Bbl):

 

 

 

 

 

Sales price

 

$

92.46

 

$

82.25

 

Effect of settled commodity derivative instruments

 

(0.79

)

1.26

 

Realized sales price

 

$

91.67

 

$

83.51

 

 

 

 

 

 

 

Natural gas (per Mcf):

 

 

 

 

 

Sales price

 

$

4.99

 

$

3.36

 

Effect of settled commodity derivative instruments

 

0.53

 

1.95

 

Realized sales price

 

$

5.52

 

$

5.31

 

 

 

 

 

 

 

NGLs (per Bbl):

 

 

 

 

 

Sales price

 

$

39.58

 

$

31.04

 

Effect of settled commodity derivative instruments

 

(3.78

)

4.71

 

Realized sales price

 

$

35.80

 

$

35.75

 

 

 

 

 

 

 

Average unit costs per Boe:

 

 

 

 

 

Lease operating expenses

 

$

10.18

 

$

12.11

 

Production and ad valorem taxes

 

$

4.19

 

$

3.29

 

General and administrative expenses

 

$

5.55

 

$

6.11

 

Depletion and depreciation

 

$

14.76

 

$

18.01

 

 

 

 

 

 

 

Derivative instrument settlements and amortization (in thousands):

 

 

 

 

 

Commodity

 

$

366

 

$

4,105

 

Interest rate

 

$

(200

)

$

(174

)

 

5



 

LRR Energy, L.P.

Consolidated Condensed Statement of Operations

(in thousands, except per unit amounts)

(unaudited)

 

 

 

Three Months Ended March 31,

 

 

 

2014

 

2013

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

Oil sales

 

$

20,156

 

$

15,463

 

Natural gas sales

 

8,099

 

6,080

 

Natural gas liquids sales

 

3,364

 

2,235

 

Loss on commodity derivative instruments, net

 

(5,622

)

(6,067

)

Other income

 

31

 

69

 

Total revenues

 

26,028

 

17,780

 

 

 

 

 

 

 

Operating Expenses:

 

 

 

 

 

Lease operating expense

 

5,835

 

6,797

 

Production and ad valorem taxes

 

2,400

 

1,846

 

Depletion and depreciation

 

8,465

 

10,110

 

Accretion expense

 

503

 

470

 

Loss (gain) on settlement of asset retirement obligations

 

40

 

(25

)

General and administrative expense

 

3,182

 

3,429

 

Total operating expenses

 

20,425

 

22,627

 

 

 

 

 

 

 

Operating income (loss)

 

5,603

 

(4,847

)

 

 

 

 

 

 

Other income (expense), net

 

 

 

 

 

Interest expense

 

(2,541

)

(2,265

)

(Loss) gain on interest rate derivative instruments, net

 

(294

)

115

 

Other income (expense), net

 

(2,835

)

(2,150

)

 

 

 

 

 

 

Income (loss) before taxes

 

2,768

 

(6,997

)

Income tax expense

 

(74

)

(5

)

Net income (loss)

 

2,694

 

(7,002

)

Net income attributable to predecessor operations

 

 

(448

)

Net income (loss) available to unitholders

 

$

2,694

 

$

(7,450

)

 

 

 

 

 

 

Computation of net income (loss) per limited partner unit:

 

 

 

 

 

 

 

 

 

 

 

General partner’s interest in net income (loss)

 

$

3

 

$

(7

)

 

 

 

 

 

 

Limited partners’ interest in net income (loss)

 

$

2,691

 

$

(7,443

)

 

 

 

 

 

 

Net income (loss) per limited partner unit (basic and diluted)

 

$

0.10

 

$

(0.32

)

 

 

 

 

 

 

Weighted average number of limited partner units outstanding

 

26,342

 

22,923

 

 

6



 

LRR Energy, L.P.

Consolidated Condensed Statement of Cash Flows

(in thousands)

(unaudited)

 

 

 

Three Months Ended March 31,

 

 

 

2014

 

2013

 

 

 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

Net income (loss)

 

$

2,694

 

$

(7,002

)

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

 

 

 

 

 

Depletion and depreciation

 

8,465

 

10,110

 

Accretion expense

 

503

 

470

 

Amortization of equity awards

 

285

 

115

 

Amortization of derivative contracts

 

157

 

247

 

Amortization of deferred financing costs and other

 

102

 

81

 

Loss (gain) on settlement of asset retirement obligations

 

40

 

(25

)

Changes in operating assets and liabilities:

 

 

 

 

 

Change in receivables

 

(996

)

(437

)

Change in prepaid expenses

 

377

 

29

 

Change in derivative assets and liabilities

 

6,082

 

9,883

 

Change in amounts due to/from affiliates

 

(4,412

)

(4,777

)

Change in accrued liabilities and deferred tax liabilities

 

2,829

 

2,457

 

Net cash provided by operating activities

 

16,126

 

11,151

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

Development of oil and natural gas properties

 

(6,803

)

(4,387

)

Disposition of oil and natural gas properties

 

65

 

 

Net cash used in investing activities

 

(6,738

)

(4,387

)

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

Borrowings under revolving credit facility

 

10,000

 

29,000

 

Principal payments on revolving credit facility

 

(10,000

)

(22,000

)

Equity offering, net of expenses

 

4,237

 

59,583

 

Distributions

 

(12,884

)

(10,785

)

Distribution to Lime Rock Resources

 

 

(22,086

)

Contribution to Lime Rock Resources

 

 

(734

)

Net cash (used in) provided by financing activities

 

(8,647

)

32,978

 

 

 

 

 

 

 

NET INCREASE IN CASH AND CASH EQUIVALENTS

 

741

 

39,742

 

 

 

 

 

 

 

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD

 

4,417

 

3,467

 

 

 

 

 

 

 

CASH AND CASH EQUIVALENTS, END OF PERIOD

 

$

5,158

 

$

43,209

 

 

 

 

 

 

 

Supplemental disclosure of non-cash items to reconcile investing and financing activities

 

 

 

 

 

Property and equipment:

 

 

 

 

 

Accrued capital costs

 

$

3,797

 

$

3,885

 

Asset retirement obligations

 

(128

)

(167

)

 

7


 


 

LRR Energy, L.P.

Consolidated Condensed Balance Sheet

(in thousands, except unit amounts)

(unaudited)

 

 

 

March 31, 2014

 

December 31, 2013

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

5,158

 

$

4,417

 

Accounts receivable

 

10,863

 

9,867

 

Commodity derivative instruments

 

8,171

 

9,726

 

Due from affiliates

 

4,157

 

 

Prepaid expenses

 

1,208

 

1,603

 

Total current assets

 

29,557

 

25,613

 

Property and equipment (successful efforts method)

 

887,605

 

876,674

 

Accumulated depletion, depreciation and impairment

 

(440,373

)

(431,837

)

Total property and equipment, net

 

447,232

 

444,837

 

Commodity derivative instruments

 

12,563

 

16,746

 

Deferred financing costs, net of accumulated amortization and other

 

1,066

 

1,154

 

TOTAL ASSETS

 

$

490,418

 

$

488,350

 

LIABILITIES AND UNITHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accrued liabilities

 

$

5,098

 

$

2,300

 

Accrued capital cost

 

6,691

 

2,574

 

Due to affiliates

 

 

255

 

Commodity derivative instruments

 

2,786

 

2,217

 

Interest rate derivative instruments

 

933

 

648

 

Asset retirement obligations

 

495

 

488

 

Total current liabilities

 

16,003

 

8,482

 

Long-term liabilities:

 

 

 

 

 

Commodity derivative instruments

 

11

 

174

 

Interest rate derivative instruments

 

1,362

 

1,554

 

Term loan

 

50,000

 

50,000

 

Revolving credit facility

 

200,000

 

200,000

 

Asset retirement obligations

 

36,377

 

35,838

 

Deferred tax liabilities

 

75

 

44

 

Total long-term liabilities

 

287,825

 

287,610

 

Total liabilities

 

303,828

 

296,092

 

Unitholders’ Equity:

 

 

 

 

 

General partner (22,400 units issued and outstanding as of March 31, 2014 and December 31, 2013)

 

295

 

303

 

Public common unitholders (17,962,646 units issued and outstanding as of March 31, 2014 and 17,710,334 units issued and outstanding as of December 31, 2013)

 

178,968

 

181,290

 

Affiliated common unitholders (1,849,600 units issued and outstanding as of March 31, 2014 and December 31, 2013)

 

1,366

 

2,093

 

Subordinated unitholders (6,720,000 units issued and outstanding as of March 31, 2014 and December 31, 2013)

 

5,961

 

8,572

 

Total Unitholders’ Equity

 

186,590

 

192,258

 

TOTAL LIABILITIES AND UNITHOLDERS’ EQUITY

 

$

490,418

 

$

488,350

 

 

8



 

LRR Energy, L.P.

Non-GAAP Reconciliation

(in thousands)

(unaudited)

 

LRR Energy defines Adjusted EBITDA as net income (loss) plus or minus income tax expense; interest expense-net, including (loss) gain on interest rate derivative contracts, net; depletion and depreciation; accretion of asset retirement obligations; amortization of equity awards; loss (gain) on settlement of asset retirement obligations; loss on commodity derivative contracts, net; commodity derivative instrument settlements and amortization; amortization of derivative contracts; impairment of oil and natural gas properties; and other non-recurring items that LRR Energy deems appropriate. Distributable Cash Flow is defined as Adjusted EBITDA less cash income tax expense; cash interest expense; and estimated maintenance capital expenditures. Distribution Coverage Ratio-common unitholders is defined as the ratio of Distributable Cash Flow to the total quarterly distribution payable on all of LRR Energy’s outstanding common units. Distribution Coverage Ratio-all unitholders is defined as the ratio of Distributable Cash Flow to the total quarterly distribution payable on all of LRR Energy’s outstanding common, subordinated and general partner units.

 

Adjusted EBITDA is used as a supplemental financial measure by LRR Energy’s management and by external users of its financial statements, such as investors, commercial banks, research analysts and others, to assess LRR Energy’s financial performance as compared to that of other companies and partnerships in the industry, without regard to financing methods, capital structure or historical cost basis and the ability of its assets to generate sufficient cash flow to make distributions to LRR Energy’s unitholders.

 

Distributable Cash Flow and the Distribution Coverage Ratio-common and all unitholders are used as supplemental financial measures by LRR Energy’s management and by external users of its financial statements, such as investors, commercial banks, research analysts and others to compare basic cash flows generated by us (prior to the establishment of any retained cash reserve by our general partner) to the cash distributions we expect to pay our unitholders.  Distributable Cash Flow and the Distribution Coverage Ratio-common and all unitholders are also important financial measures for our unitholders as they serve as indicators of our success in providing a cash return on investment.  Specifically, these metrics indicate to investors whether or not we are generating cash flow at a level that can sustain or support an increase in our quarterly distribution rates.  Distributable Cash Flow and the Distribution Coverage Ratio-common and all unitholders are quantitative standards used throughout the investment community with respect to publicly traded partnerships and limited liability companies because the yield is based on the amount of cash distributions the entity pays to a unitholder compared to the unit price.

 

LRR Energy’s management believes that Adjusted EBITDA, Distributable Cash Flow and the Distribution Coverage Ratio-common and all unitholders are useful to investors because these measures are used by many partnerships in the industry as measures of operating and financial performance and are commonly employed by financial analysts and others to evaluate our operating and financial performance from period to period and to compare it with the performance of other publicly traded partnerships within the industry. Adjusted EBITDA, Distributable Cash Flow and the Distribution Coverage Ratio-common and all unitholders should not be considered alternatives to net income, operating income, cash flow from operating activities or any other measures of financial performance presented in accordance with GAAP. LRR Energy’s Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio-common and all unitholders may not be comparable to similarly titled measures of another company because all companies may not calculate Adjusted EBITDA, Distributable Cash Flow or the Distribution Coverage Ratio-common and all unitholders in the same manner. The following table presents a reconciliation of Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio-common and all unitholders to net income (loss), LRR Energy’s most directly comparable GAAP financial performance measure, for the three months ended March 31, 2014 and 2013.

 

9



 

LRR Energy, L.P.

Non-GAAP Reconciliation

(continued)

(in thousands)

(unaudited)

 

 

 

Three Months Ended March 31,

 

 

 

2014

 

2013

 

 

 

 

 

 

 

Net income (loss)

 

$

2,694

 

$

(7,002

)

Income tax expense

 

74

 

5

 

Interest expense-net, including (loss) gain on interest rate derivative instruments, net

 

2,835

 

2,150

 

Depletion and depreciation

 

8,465

 

10,110

 

Accretion of asset retirement obligations

 

503

 

470

 

Amortization of equity awards

 

285

 

115

 

Loss (gain) on settlement of asset retirement obligations

 

40

 

(25

)

Loss on commodity derivative instruments, net

 

5,622

 

6,067

 

Commodity derivative instrument settlements and amortization

 

366

 

4,105

 

Amortization of derivative contracts

 

157

 

247

 

Impairment of oil and natural gas properties

 

 

 

Adjusted EBITDA

 

$

21,041

 

$

16,242

 

 

 

 

 

 

 

Adjusted EBITDA

 

21,041

 

16,242

 

Cash income tax expense

 

(44

)

(5

)

Cash interest expense

 

(2,644

)

(2,302

)

Estimated maintenance capital (1)

 

(5,000

)

(5,075

)

Distributable Cash Flow

 

$

13,353

 

$

8,860

 

 

 

 

 

 

 

Cash distribution - common unitholders

 

$

9,786

 

$

9,384

 

Cash distribution - all unitholders

 

$

13,106

 

$

12,637

 

Distribution Coverage Ratio - common unitholders

 

1.36

x

0.94

x

Distribution Coverage Ratio - all unitholders

 

1.02

x

0.70

x

 


(1)         Amount represents pro-rated capital for the period. Estimated maintenance capital expenditures as defined by our partnership agreement represent our estimate of the amount of capital required on average per year to maintain our production over the long term.

 

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