Laurel Hill Advisory Group



Laurel Hill Advisory Group

January 13, 2014 08:00 ET

Congratulations to LINN Energy/LinnCo on the Acquisition of Berry Petroleum Company

NEW YORK, NEW YORK--(Marketwired - Jan. 13, 2014) - The Laurel Hill Advisory Group congratulates LINN Energy/LinnCo on their successful acquisition of Berry Petroleum Company.

We would like to express our gratitude to our client for allowing us the opportunity to work with such a committed team in making this transaction a success.

This creates one of the largest independent Oil and Natural Gas companies in North America. This is the first ever acquisition of a public C-Corp by an upstream LLC or MLP.

"We are proud to have been an integral part of this successful transaction," said Sylvia Hermina, Senior Vice President of Laurel Hill. "Our team's commitment and focus to obtain this positive outcome for LINN demonstrates our competence and dedication to our clients."

LINN Energy, LLC and LinnCo, LLC recently announced the successful completion of the merger between LinnCo and Berry Petroleum Company. Under the terms of the agreement, LinnCo has acquired all of Berry's outstanding shares. Pursuant to the terms of the contribution agreement between LINN Energy and LinnCo, LinnCo has contributed Berry to LINN Energy in exchange for the issuance of LINN Energy units. Berry will remain an indirect wholly-owned subsidiary of LINN Energy with the name Berry Petroleum Company, LLC.

In connection with the transaction, LinnCo has issued 1.68 common shares for each of Berry outstanding as of December 16, 2013, the last trading day prior to the completion of the acquisition, totaling approximately 93.6 million shares. The transaction, which is structured as a stock-for-stock merger between LinnCo and Berry is expected to be tax-free to Berry stockholders. Pro forma for the transaction, LINN Energy will have proved reserves of approximately 1.1 billion barrels of oil equivalent (54 percent liquids).

About LINN Energy

LINN Energy's mission is to acquire, develop and maximize cash flow from a growing portfolio of long-life oil and natural gas assets. LINN Energy is a top-15 U.S. independent oil and natural gas development company, with approximately 4.8 Tcfe of proved reserves in producing U.S. basins as of December 31, 2012. More information about LINN Energy is available at www.linnenergy.com.

About LinnCo

LinnCo was created to enhance LINN Energy's ability to raise additional equity capital to execute on its acquisition and growth strategy. LinnCo is a Delaware limited liability company that has elected to be taxed as a corporation for United States federal income tax purposes, and accordingly its shareholders will receive a Form 1099 in respect of any dividends paid by LinnCo. More information about LinnCo is available at www.linnco.com.

About Berry Petroleum Company

Berry Petroleum Company is an oil and natural gas production and exploitation company with operations in California, Texas, Utah, and Colorado.

About The Laurel Hill Advisory Group, LLC

The Laurel Hill Advisory Group, LLC is an independent Corporate Advisory firm offering Shareholder Communication services specializing in Proxy Solicitation, Asset Recovery programs and Risk Mitigation consulting. With offices in New York, Toronto and Vancouver, Laurel Hill has the reach and expertise to help capitalize on cross border transactional activities to a growing portfolio of Fortune 500 companies on both sides of the border including Micro Cap and Small Cap issuers as well.

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