MEMP amended and restated its revolving $1.0 billion multi-year credit facility in March 2013. In connection with the amendment, MEMP received an increase in its borrowing base to $580.0 million from $460.0 million, increased the number of lenders from 11 to 17 and extended the maturity to March 2018. Total debt outstanding as of March 31, 2013 was $408.0 million. As of March 31, 2013, MEMP's liquidity of $180.3 million consisted of $8.3 million of available cash and $172.0 million of available borrowing capacity. On April 17, 2013, MEMP completed a private placement of $300.0 million aggregate principal amount of 7.625% senior unsecured notes due 2021 at an offering price of 98.521%, resulting in aggregate net proceeds of $289.6 million. Proceeds from this offering were used to pay down a portion of MEMP's revolving credit facility. As a result of the senior notes offering, MEMP's borrowing base was automatically reduced to $505.0 million pursuant to the terms of its credit agreement. On May 1, 2013, MEMP had approximately $387.0 million of availability under its revolving credit facility, which management believes will provide the financial flexibility to continue pursuing MEMP's acquisition growth strategy.
First Quarter 2013 Cash Distribution
As announced on April 19, 2013, the board of directors of MEMP's general partner declared a cash distribution of $0.5125 per unit for the first quarter of 2013. This distribution represents an annualized rate of $2.05 per unit. The distribution will be paid on May 13, 2013 to unitholders of record as of the close of business on May 1, 2013.
Quarterly Report on Form 10-Q
MEMP's financial statements and related footnotes will be available in its Quarterly Report on Form 10-Q for the quarter ended March 31, 2013, which will be filed with the SEC on or before May 10, 2013.
MEMP will host an investor conference call today at 10:00 a.m. Central Time to discuss these operating and financial results. Interested parties may join the webcast by visiting MEMP's website
and clicking on the webcast link or by dialing (866) 501-5542 at least 15 minutes before the call begins and providing the passcode 32357528. The webcast and a telephonic replay will be available for seven days following the call and may be accessed by visiting MEMP's website
or by dialing (855) 859-2056 and providing the passcode 32357528.
In accordance with U.S. GAAP, acquisitions from certain affiliates of MEMP, including Memorial Resource Development LLC and certain funds controlled by Natural Gas Partners, are considered transactions between entities under common control; therefore, the comparison of results for the first quarter of 2013 and first quarter of 2012, along with the financial statements below and the financial statements to be filed in MEMP's Quarterly Report on Form 10-Q are presented as if MEMP had owned the assets for all periods presented on a combined basis.
Adjusted EBITDA and Distributable Cash Flow are non-GAAP financial measures. Please see the reconciliation to the most comparable measure calculated in accordance with GAAP in the "Use of Non-GAAP Financial Measures" section of this press release.
About Memorial Production Partners LP
Memorial Production Partners LP is a Delaware limited partnership that was formed to own and acquire oil and natural gas properties in North America. MEMP's properties are located in South Texas, East Texas/North Louisiana and California and consist of mature, legacy oil and natural gas reservoirs. MEMP is headquartered in Houston, Texas. For more information, visit
This press release may include "forward-looking statements." All statements, other than statements of historical facts, included in this press release that address activities, events or developments that MEMP expects, believes or anticipates will or may occur in the future are forward-looking statements. These statements are based on certain assumptions made by MEMP based on its experience and perception of historical trends, current conditions, expected future developments and other factors it believes are appropriate in the circumstances. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of MEMP, which may cause MEMP's actual results to differ materially from those implied or expressed by the forward-looking statements. Please read MEMP's filings with the SEC, which are available on MEMP's Investor Relations website at
or on the SEC's website at
, for a discussion of risks and uncertainties that could cause actual results to differ from those in such forward-looking statements. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement. MEMP undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release.
Use of Non-GAAP Financial Measures
This press release and accompanying schedules include the non-GAAP financial measures of Adjusted EBITDA and Distributable Cash Flow. The accompanying schedules provide a reconciliation of these non-GAAP financial measures to their most directly comparable financial measure calculated and presented in accordance with GAAP. MEMP's non-GAAP financial measures should not be considered as alternatives to GAAP measures such as net income, operating income, net cash flows provided by operating activities or any other measure of financial performance calculated and presented in accordance with GAAP. MEMP's non-GAAP financial measures may not be comparable to similarly-titled measures of other companies because they may not calculate such measures in the same manner as MEMP does.