2. Safe Harbor Statement
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. ATLS 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, ATLS’ 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, uncertainties
regarding the creation of Atlas Resource Partners, L.P. and the distribution of limited partner interests in
Atlas Resource Partners, L.P.; the expected financial results of Atlas Resource Partners, L.P. after the
planned distribution, which is dependent on future events or developments; assumptions and uncertainties
associated with general economic and business conditions; 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; ATLS’ level of indebtedness; changes in government
environmental policies and other environmental risks; the availability of drilling equipment and the timing of
production; and tax consequences of business transactions. In addition, ATLS and Atlas Resource
Partners, L.P. are subject to additional risks, assumptions and uncertainties detailed from time to time in the
reports filed by ATLS and Atlas Resource Partners, L.P. with the U.S. Securities and Exchange
Commission, including the risks, assumptions and uncertainties described in Atlas Resource Partners,
L.P.’s registration statement on Form 10 and ATLS’s quarterly reports on Form 10-Q, reports on Form 8-K
and annual reports on Form 10-K. Forward-looking statements speak only as of the date hereof, and
neither ATLS nor Atlas Resource Partners, L.P. assumes any obligation to update such statements, except
as may be required by applicable law.
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3. ATLS: Unique Business Model
• General partner of public MLPs – IDRs
• Substantial growth without requirement of capital invested
• Atlas Resource Partners (NYSE: ARP): E&P MLP
• Atlas Pipeline Partners (NYSE: APL): midstream MLP
• Increasing cash flows from expansion at both subsidiaries
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4. Pro Forma Organizational Structure
NYSE: ATLS
2.0% GP & 100% IDRs 2.0% GP & 100% IDRs
11% LP 52% LP
NYSE: APL NYSE: ARP
4
5. Substantial Cash Flow Growth
• Organic Growth
• APL: substantial expansion in the Mid-Continent; increasing
processing capacity by almost 100% to 1Bcf/d
• ARP: new development in top tier basins
• Mississippi Lime
• Utica Shale
• Marcellus Shale
• Barnett Shale
• Acquisition Growth
• ARP: announced two Barnett Shale transactions and Miss.
Lime JV in two months
• APL: accretive acquisitions provide diversified cash flow
5
6. ATLS: Growth in GP Cash Flow Streams
APL LP & IDR Distributions to
ATLS
ARP LP & IDR Distributions to
ATLS
ATLS should benefit from strong cash flow growth in its general and limited partner interests
in both ARP and APL, without any additional investment of its own capital
6
7. ARP: Opportunity Overview
Atlas Resource Partners (NYSE: ARP)
Recently formed E&P MLP with significant base of stable cash flow and identified
growth opportunities
Stability Growth Experience
• Long-lived reserve • Accretive acquisitions • Management team with
base in strong basins with history of creating top
• Low-leveraged balance deep value returns in Atlas
sheet • Organic expansion in enterprises
• Fee-based income high IRR basins • Highly skilled senior
from investment • Ability to grow fees operating team with
partnership business from increased vast knowledge of U.S.
fundraising efforts basins
7
8. ARP Profile
Atlas Resource Partners (NYSE: ARP)
Market Capitalization ~ $1.0 billion (39.8 MM common units outstanding)(1)
Debt Outstanding ~ $144 million ($310 million borrowing base)
Enterprise Value ~ $1.15 billion
Proved Reserves ~ 700 Bcfe net reserves
~ 1.0 Tcfe total reserves under management
Oil & Gas Production ~ 95 Mmcfe/d
Production Areas
Barnett Shale (TX); Appalachia (PA, OH, WV, TN);
Colorado; Indiana
Primary Targeted Plays Mississippi Lime; Utica Shale; Barnett Shale; Marcellus
Shale
(1) Based on ARP unit price as of 8/7/12
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9. “The First Four Months”
ARP has already demonstrated its ability to provide strong value to its
unitholders through accretive transactions
3/14/2012 The first day… ARP units are distributed to ATLS unitholders…
Two weeks later… ARP enters into joint venture with Equal Energy, Ltd.
4/4/2012 in the core of the Mississippi Lime play in northwestern OK…
Yet another two weeks later… ARP acquires 277 Bcfe of proved reserves
4/30/2012
and undeveloped locations in the Barnett Shale from Carrizo…
Four months after becoming public… ARP acquires Titan Operating, LLC
7/26/2012
in the Barnett Shale, including 250 Bcfe of proved reserves and
undeveloped locations
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10. ARP Production Growth
•Production growth
from both organic
development and
accretive acquisitions
•Growth in production
will substantially
increase cash flow
through 2013 and
beyond
10
11. Projected Distribution Growth
Compared to it’s peers, ARP is projecting approximately 50% distribution growth from
the current annualized distribution level of $1.60 per unit
Source : Wells Fargo Securities
Peer companies: BBEP, EVEP, LGCY, LINE, LRE, MCEP, MMEP, PSE, QRE, VNR
11
12. ARP: Illustrative Growth in Distributions from Acquisitions
Atlas Resource Partners’ ability to find and execute transactions of similar size and scope will continue to
drive distribution growth to common unitholders.
Future Acquisitions: Common Unit Distribution Impacts
~49%
Growth
Note: Assumes acquisition assets are similar to Barnett assets acquired from Carrizo; Assumes 50/50 debt/equity financing.
(1) Represents midpoint of ARP 2013E Common Unit Distribution guidance.
(2) Forward year (FY1) distributions.
4
13. Balanced Approach to Risk Management
& Strategic Growth
Pro forma R/P Ratio of ~ 23x
• Long-lived reserves
Maintain Low Risk Profile • Strong hedging program Substantial hedges through 2017
• Fee-based income from
partnerships > Fundraising = > Fee income
> $1.5B raised in last 5 years
• Leader in oil & gas
Enhance Value through fundraising 30% WI for < ~5% net investment
Unique Business Model • Enhanced IRRs through
partnership business $250M ‘12 fundraising target
• Accretive acquisitions > 525 Bcfe acquired in Barnett Shale
• Organic leasehold
Create Multiple Growth Mississippi Lime JV w/ EQU
expansion
Opportunities • Development through
Initial Utica Shale development
partnership business
• Marcellus & Utica Shales Marcellus provides core development
Operate in Attractive • Mississippi Lime
Basins Utica/Miss Lime offer oil/NGLs
• Barnett Shale
Solid reserves/production in Barnett
13
14. Carrizo Acquisition
Atlas Asset Details
Chesapeake Energy
Devon Energy
EOG Resources Majority of the assets located in the
EVEP
Quicksilver Resources
Core portion of the Barnett Shale
Atlas
Position
Most assets located in the Mansfield
region of Southeast Tarrant County
and Southern Denton County
277 Bcfe of proved reserves; 99%
gas, 52% PDP
198 gross producing wells; ~ 60%
operated
97 Gross PUD & PDNP locations
All acreage is held by production
14
15. Titan Acquisition
Asset Details Atlas Position
• 250 Bcfe of proved reserves; 34%
PDP
• 84% natural gas, 16% NGLs
• ~ 90% held by production
• Lease operating expenses and
taxes of approximately $0.65/mcfe
• >300 potential future locations
including liquids rich opportunities
• Titan’s core operating team has
joined ARP and will oversee the
recently acquired Barnett assets
from both transactions
15
16. Mississippi Lime JV Position
• ARP entered into a joint venture
with Equal Energy (NYSE, TSX:
EQU) to acquire a 50% interest in
~ 14,500 acres in the core of the
Mississippi Lime play in
northwestern OK
• Acreage is located in Alfalfa,
Grant and Garfield counties; oil &
ARP/EQU
liquids rich portion of the play
JV Position
• Position is primarily held by
existing production in the Hunton
formation
• ARP/EQU will drill with one rig for
the first 18 months; additional rigs
can be subsequently added
16
17. Ohio Operations in Utica Fairway
Atlas Energy Has Over 2,900 Wells In Ohio
ARP’s legacy Ohio operations:
– Over 2,900 producing shallow wells
– Long lived reserves with low decline (9
MMcf/d of gross production) Deerfield
District
Office
ARP has existing land operations in eastern New
Philadelphia
Ohio to take advantage of development District
opportunities in the region Office
Cambridge
District
ARP will be drilling its first several Utica Shale Office
wells later this year
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18. Strong Gas Hedge Position
Natural Gas
• ARP has significantly hedged its $4.78 –
$5.88
future production, enhancing its
$4.60 –
overall risk management strategy: $5.54
$4.45 – $4.61 –
• Barnett production is 90% $5.71 $5.55
hedged for the initial 12 $3.96 $4.32
$3.44 $4.55
months of production, 80% $4.68
for the following 24 months
and 40% for the outer years
Crude Oil
• ARP continues to employ a
consistent hedge strategy to
ensure stability of its cash flow
streams $84.17 –
$83.85 –
$110.65
$90 – $113.31
$116.40
$90 –
$117.91
$97.69 $89.50
Note: Hedge positions as of August 7, 2012
Hedge position prices shown are per thousand cubic feet (Mcf) for natural gas and per $103.80 $100.67
barrel (bbl) for oil
Costless collar prices represent the floor and ceiling price established in the collar position.
For natural gas hedges, price includes an estimated positive basis differential and Btu
(British thermal unit) adjustment
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19. Pro Forma Reserve Summary
The Barnett acquisitions more than doubles ARP’s proved reserves and enhances the long-lived
nature of its asset base
> 1,000
~ 700
Total Managed Reserves includes net reserves to ARP + reserves managed on behalf of the drilling investment partners
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20. Comparable Peer Credit Profiles
ARP intends to maintain financial flexibility to take advantage of new opportunities that
present themselves in the marketplace
2012E Debt / EBITDA Ratios for E&P MLP Peer Group
Source: Company Filings; FactSet. Comp group includes PSE, LINE, VNR, EVEP, BBEP, LGCY and QRE.
Note: Assumes ARP finances 2012 capital program with borrowings on existing credit facility.
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21. Syndication Business Model
Value to Value to
Drilling Partners Atlas Resource
• Substantial 1st year tax deduction • Upfront fees from fundraising;
(~94% of investment) against 15% over costs paid by partners
ordinary income
• Carried interest of 5-7% in
• Monthly royalties from production production; total working interest
of wells of ~30%
• Tax deductions beyond 1st year • Ongoing monthly fees for life of
for depletion and depreciation the well
• Credit received for cost paid for
leasehold acreage
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22. APL Profile
• Over 9,000 miles of gathering pipeline WestOK Gathering &
Velma Gathering
Processing System
& Processing System
• Diversified across 3 systems with an enviable
exposure to liquids-rich gas areas as well as stable
residue gas areas
• 7 processing facilities including state-of-the-art
cryogenic facilities
Woodford Shale Play
Located in Anadarko Basin
160 MMcfd processing capacity
258 MMcfd processing capacity ~ 1,200 miles of active gathering
• System wide average volumes per day of over: ~ 4,300 miles of gathering pipeline pipeline
Approx 4,300 receipt points serviced Approx. 600 receipt points serviced
- 680 mmcfd of processed natural gas
- 61,000 barrels of NGLs
- 3,500 barrels of condensate
WestTX Gathering West Texas LPG
• Partnership owns 20% equity interest in West Texas & Processing System NGL Pipeline
LPG Pipeline Limited Partnership
• Recently purchased gathering system in Barnett to
foster production from ARP
• Current $600mm capital expansion program
underway including all three processing systems; Located in Spraberry Trend of ~ 2,300 miles of NGL transportation
Permian Basin pipeline
approximately 75% of capital spent with meaningful 255 MMcfd processing capacity Services Permian, Barnett, and Rockies
cash flow benefit expected after new cryogenic ~3,100 miles of gathering pipeline 243K bbl / day capacity is currently full
Approx. 2,800 receipt points serviced APL owns 20% interest (Chevron 80%)
facilities are installed in mid-2012 and additional NGL
Delivers to enviable Mt. Belvieu NGL hub
takeaway pipelines built in 1H 2013
22
23. APL Organic Growth Projects
System Current Expansion New Timing Comment
Capacity Capacity
Velma 100 mmcfd 60 mmcfd 160 mmcfd Online Now Expansion already
75% full
WestOK 258 mmcfd 200 mmcfd 458 mmcfd August 2012 Significant amount
of volume for new
plant is currently
on the system
WestTX 255 mmcfd 200 mmcfd 455 mmcfd First 100 mmcfd in Second half of
1Q 2013, Second expansion could
100 mmcfd in 1Q come in earlier as
2014 volume growth
dictates
$600 Million in Capital Expansion in Progress to Add Significant Value to Stakeholders
23
24. APL: Gross Margin is Substantially Covered
Through Hedging and Fee-Based Contracts
Unhedged
5%
Keep-Whole Hedged
23% 18% 82% of run-rate Gross Margin is
under Fixed Fee arrangement or
Hedged to Limit Commodity
Price Exposure
Fixed Fee
19% • APL intends to maintain a
Pro Forma diversified contract portfolio
across its systems
Run-Rate • Fee-Based component in
Gross processing contracts will be
used to offset costs of
Margin connecting wells
Percentage Hedged
• APL continues to utilize a
of 45% robust risk management
Proceeds strategy utilizing swap and
58% options to prevent margin
deterioration
Unhedged
Note: Hedges are at the corporate level and are not asset specific; Data as of 1Q 2012
13%
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25. APL Processing Capacity Growth
•Positioned in several of
the most prolific basins
in the US
•APL is expanding
capacity to meet the
increasing needs of
operators in the regions
•Given the recent pace
of utilization at all APL
systems further organic
expansion is likely
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26. Summary
• ATLS’ general partner ownership in APL and ARP creates growing
cash flows and significant optionality
• Both E&P business (ARP) and midstream operations (APL) have
strong balance sheets and significant growth opportunities,
providing stable and increasing cash flows
• ATLS has no leverage and no capital requirements
• Management team holds a solid record of creating value through
the Atlas enterprises
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