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. Atlas Resource Partners, L.P. (“ARP”) 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, ARP’ 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 expected financial results of ARP, 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; ARP’s 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, ARP is subject to additional risks, assumptions and
uncertainties detailed from time to time in the reports filed by ARP. with the U.S. Securities and Exchange
Commission, including the risks, assumptions and uncertainties described in ARP’s registration statement
on Form 10 and 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 ARP does not assume any obligation to
update such statements, except as may be required by applicable law.
2
<#>
3. Organizational Structure
Atlas Energy L.P. (NYSE: ATLS) Public Unitholders
63% LP & 2% GP Interest 35% LP Interest
NYSE: ARP
3
<#>
4. ARP Investment Highlights
• Low Risk Profile
• Long-lived reserve base
• Strong hedging program
• Low leverage position
• Fee-based income stream from investment partnerships
• Multiple Opportunities to Grow Cash Flow
• Accretive Acquisitions
• Organic Leasehold Expansion
• Development through Investment Partnership Business
• Uniquely Advantaged Business Model
• Leading Sponsor of Tax Advantaged Investment Partnerships
• Enhanced rate of return
• Raised > $1.5 billion over last 6 years
• Production and Drilling Opportunities in Attractive Plays
• Marcellus & Utica Shales
• Mississippi Lime
• Barnett Shale
4
<#>
5. “The First Three Weeks”
ARP has already demonstrated its ability to provide strong value to its
unitholders through accretive transactions
3/14/2012 ARP units are distributed to existing Atlas Energy, LP (ATLS)
unitholders
3/16/2012 Two days later, ARP announces acquisition of 277 Bcfe of
proved reserves and undeveloped locations in the Barnett
Shale from Carrizo
4/4/2012 Two weeks later, ARP announces joint venture with Equal
Energy, Ltd. in the core of the Mississippi Lime play in
northwestern OK
5
<#>
6. ARP Profile
Atlas Resource Partners (NYSE: ARP)
Market Capitalization ~ $900 million (32.2 MM common units outstanding)(1)
Debt Outstanding $70 million(1) ($250 million borrowing base)
Enterprise Value ~ $970 million
Proved Reserves ~ 450 Bcfe(1) (~ 70% proved developed)
~ 825 Bcfe total reserves under management
Oil & Gas Production ~ 70 Mmcfe/d(1)
Focused Development Areas
Appalachia (PA, OH, WV, TN); Colorado; Texas;
Oklahoma
Primary Targeted Plays Marcellus Shale; Utica Shale; Mississippi Lime;
Barnett Shale
As of 4/13/2012 (pro forma for Barnett acquisition):
(1) Pro forma for additional 6 MM common units issued in conjunction with a private placement , as well as borrowings made on ARP’s credit facility, to fund the Barnett
Shale assets acquired in April 2012
6
<#>
7. Barnett Shale Transaction
Atlas Resource Partners (NYSE: “ARP”) announced the acquisition of approximately 277 Bcfe of proved
reserves in Texas’s Barnett Shale for approximately $190 MM from Carrizo Oil and Gas
Provides ARP with entry point into the core of the Barnett Shale
Transaction is expected to be accretive to 2H 2012 and FY 2013
common unit distributions
ARP has hedged 100% of available production in the 1st year and a
substantial amount in years 2-5
Pro forma for the transaction, ARP will remain under-leveraged at 0.9x
Debt / EBITDA, substantially below the peer average; balance sheet
flexibility allows for future expansion opportunities
Transaction is expected to close in late April 2012
7
<#>
8. Asset Overview
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
8
<#>
9. Projected Accretion to Common Unitholders
The acquisition of the Barnett Shale assets will be accretive to ARP common unit distributions
2H 2012 Common Unit Distributions 2013 Common Unit Distributions
$1.00 $2.50
2H 2012 Accretion 2013 % Accretion
6% - 12% 7% - 15%
$2.40
$0.90
$2.25 - $2.40
$0.85 - $0.90
Distribution per Common Unit
Distribution per Common Unit
$2.30
$0.80
$0.80 $2.20
$2.10
$2.10
$0.70
$2.00
$1.90
$0.60
Standalone Pro Forma
Standalone Pro Forma
9
<#>
10. Strong Gas Hedge Position
Natural Gas
Within 2 days of signing the
$2.67
PSA with CRZO, ARP $3.44
$3.90
hedged 100% of its forward $4.15
12 month Barnett production,
and a substantial amount of $4.68 $5.12 $5.08 $5.27
$4.40
the production for the $4.77
subsequent four years
Crude Oil
ARP continues to employ a
consistent hedge strategy to
ensure stability of its cash $90 – $90 – $80 – $80 –
flow streams $117.91 $116.40 $121.25 $120.75
$103.58 $100.57 $97.69 $93.97 $92.08
Prices shown are per thousand cubic feet (Mcf) for natural gas and per 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
10
<#>
11. Pro Forma Reserve Summary
The Barnett acquisition more than doubles ARP’s proved reserves and enhances the long-lived
nature of its asset base
900 825
800
700
600
500 450
PUD/PDNP
Bcfe
400
PDP
300
200
100
0
Net Pro Forma Reserves Total Managed Reserves
(1) Based on 12/31/2011 reserve totals.
11
<#>
12. Comparable Peer Credit Profiles
ARP plans to be one of the least levered companies in the E&P MLP sector with ample capacity to continue
taking advantage of new opportunities that present themselves in the marketplace
2012E Debt / EBITDA (in mi lli ons $)
Pro Forma(1)
5.0x December 31, 2011
4.4x
Cash & Cash Equivalents $77.2
4.0x Credit Facility Borrowings $70.0
Partners' Capital $707.3
Total Capitalization $854.5
2.9x
3.0x
2.7x
2.6x 2.5x
2.0x
1.6x
0.9x
1.0x
0.3x
0.0x
A B C D E F ARP G
(1) Pro forma for additional 6 MM common units issued in conjunction with a private placement , as well as borrowings made
on ARP’s credit facility, to fund the Barnett Shale assets acquired in April 2012
<#>
Source: Company Filings; FactSet. Comp group includes PSE, LINE, VNR, EVEP, BBEP, LGCY and QRE. 12
Note: Assumes ARP finances 2012 capital program with borrowings on existing credit facility.
13. 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
• Joint venture transaction is
expected to close in late April
2012
13
<#>
14. Multiple Growth Drivers
Development through
Accretive Acquisitions Organic Leasehold Expansion Investment Partnership
Programs
Balanced and focused approach to growth provides
multiple avenues for accretive cash flow expansion
<#>
15. Partnership Management:
Strong History of Growth
Over $1.5B in
40 year history funds raised in
of fundraising the past 5 years
Partnership
Management
Business
Over 50,000 120+ broker
individual dealers selling
investors programs in all 50
states
15
<#>
16. Syndication Business Model
Value to Value to
Drilling Partners Atlas Resource
• Substantial 1st year tax deduction • Upfront fees from fundraising;
(~90% of investment) against 15-18% over costs paid by partners
ordinary income
• Carried interest of 5-7% in
• Monthly cash flows from production; total working interest
production 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
16
<#>
17. GP Sponsor of E&P Investment Programs:
Growth in Fees and Production Cash Flow
$100.00
$90.00
Partnership Margin (mm$) (1)
$80.00
$70.00
$60.00
$50.00
$40.00
$30.00
$20.00
$10.00
$-
$- $50 $100 $150 $200 $250 $300 $350 $400
Funds Raised (mm$)
• Sponsorship of Investment Programs provide ATLS with up-front fees and
on-going fees, as well as a promoted interest in the production of oil and
gas wells
(1) Partnership margin is comprised of Well Construction & Completion margin, Well Services margin and Administration & Oversight Fees
17
<#>
18. Foundational Core Producing Assets
NY Appalachia:
• > 8,500 producing wells
OH PA • 31.5 Mmcfe/d of net production as of Q4 2011
• Atlas is connecting 16 Marcellus wells in Q1 2012 (11 newly drilled
wells + 5 re-connected); 8 turned online in March 2012
• Atlas also plans to drill several new Marcellus wells in northeastern
TN
PA in upcoming fundraising programs
Niobrara: WY
NE
• 180,000 acres through farm-in arrangement in NE Colorado
CO
KS
IL IN
New Albany:
• ~130,000 net acres (~ 83% undeveloped)
• 3.1 Mmcf/d in net production as of Q4 2011
18
<#>
19. Appalachia Assets
Reserves > 80% PDP; >90% natural gas
Over 8,500 producing wells located in PA,
OH and NY
Low-declining production, long lived wells
Provides a solid base of cash flow
Over 70% of the existing wells have been
drilled through the syndicated programs
over the years
Includes over 200 vertical wells and 30
horizontal wells in the Marcellus Shale
(additional horizontal wells to be
completed and TIL this year)
ARP plans to drill several new Marcellus
horizontal wells in the northeastern PA
region in 2012 through the investment
partnership business
Represents ARP’ first development
in this region of the Marcellus
Shale
19
<#>
20. Ohio Operations
Atlas Energy Has Over 2,900 Wells In Ohio
ARP’s Ohio operations:
– Over 2,900 producing wells
– 75,000+ developed net acres Deerfield
District
– Long lived reserves with low decline (9 Office
MMcf/d of gross production) New
Philadelphia
District
Office
ARP has existing land operations in eastern
Ohio to take advantage of development Cambridge
District
opportunities in the region Office
20
<#>
