SOURCE: EV Energy Partners, L.P.

EV Energy Partners, L.P.

November 21, 2011 17:02 ET

EV Energy Partners Announces Notification by General Partner of IDR Reset Election

HOUSTON, TX--(Marketwire - Nov 21, 2011) - EV Energy Partners, L.P. (NASDAQ: EVEP) today announced that its general partner, EV Energy Partners GP, L.P. (the "General Partner") which owns the Incentive Distribution Rights ("IDRs"), as defined in the First Amended and Restated Agreement of Limited Partnership of EVEP ("the Partnership Agreement"), has notified EVEP that it has made an IDR Reset Election as defined in the Partnership Agreement.

Under the IDR Reset Election, the General Partner will relinquish the right to receive incentive distribution payments based on the minimum quarterly and target cash distribution levels set at the time of EVEP's initial public offering. The Minimum Quarterly Distribution will be increased from $0.40 to $0.7615 and the levels at which the IDRs participate in distributions will be reset at higher amounts based on current common unit distribution rates and a formula in the Partnership Agreement. The current and post IDR Reset Election target levels are set forth in the table below.

IDR's Marginal Percentage Interest in Quarterly Distribution Quarterly Cash Distribution Per Common Unit Prior To IDR Reset Election Quarterly Cash Distribution Per Common Unit Following IDR Reset Election
0% up to $0.46 up to $0.875725
13% above $0.46 up to $0.50 above $0.875725 up to $0.951875
23% above $0.50 above $0.951875

In connection with resetting the minimum quarterly and target cash distribution levels, the General Partner is entitled to receive 3,873,357 Class B units. The number of Class B units is based on a formula set forth in the Partnership Agreement that takes into account the "cash parity" value of cash distributions related to the IDRs received by the General Partner as compared with the cash distributions per common unit. Specifically, the number of Class B units equals the average amount of cash distributions received by the General Partner in respect of the IDRs during the two consecutive fiscal quarters ended immediately prior to the date of the IDR Reset Election ($2,949,561) divided by the average of the amount of cash distributed per common unit during each of these two quarters ($0.7615).

Under the terms of the Partnership Agreement, the IDR Reset Election will become effective, and the Class B units will be issued, on December 12, 2011. The General Partner will also make its 2 percent cash contribution to the Partnership, based on the value of the Class B units on the issuance date, to maintain its 2 percent general partnership interest. In addition, each Class B unit will become convertible into one common unit at the election of the holder of the Class B unit at any time following the first anniversary of the issuance of the Class B units. Prior to converting into common units, each Class B unit will be entitled to the same distributions and voting rights as a common unit. EVEP currently has outstanding 34,173,650 common units.

EV Energy Partners, L.P., is a master limited partnership engaged in acquiring, producing and developing oil and gas properties. More information about EVEP is available on the Internet at

(code #: EVEP/G)

This press release may include "forward-looking statements" as defined by the Securities and Exchange Commission. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that the partnership expects, believes or anticipates will or may occur in the future are forward-looking statements. These statements are based on certain assumptions made by EVEP 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 EVEP, which may cause our actual results to differ materially from those implied or expressed by the forward-looking statements. These include risks relating to financial performance and results, availability of sufficient cash flow to pay distributions and execute our business plan, prices and demand for natural gas and oil, our ability to replace reserves and efficiently develop our current reserves and other important factors that could cause actual results to differ materially from those projected as described in EVEP's reports filed with the Securities and Exchange Commission.

Any forward-looking statement speaks only as of the date on which such statement is made and EVEP undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise.

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