Legacy Reserves Inc. Announces Third Quarter 2018 Results

MIDLAND, Texas, Oct. 31, 2018 /PRNewswire/ -- Legacy Reserves Inc. ("Legacy") (NASDAQ:LGCY) today announced 2018 third quarter results including the following highlights:

    --  Completed our corporate reorganization to become a C-Corp; commenced
        trading as Legacy Reserves Inc.;
    --  Generated record quarterly oil production of 18,902 Bbls/d, a 5.6%
        increase relative to Q2'18, and 31% relative to Q3'17;
    --  Brought 7 Permian horizontal wells online during the quarter, totaling
        36 of such wells year-to-date;
    --  Commenced Wolfcamp drilling in the Delaware Basin in Lea County, NM;
        preparing to mobilize Midland Basin horizontal rig from Martin to
        Midland County, TX;
    --  Completed $21.7 million of asset sales to date since June 30, 2018,
        bringing our year-to-date statistics (inclusive of transactions post
        quarter-end) to the following:
        --  24 transactions generating $50.9 million of proceeds;
        --  1,454 gross wells producing ~1,600 boe/d;
        --  $18.3 million of P&A liability relieved; and
        --  Implied 5.9x EBITDA transaction multiple;
    --  Completed exchange of $130 million of Senior Notes due 2020 and 2021 for
        $130 million of Convertible Senior Notes due 2023 and 105,020 shares of
        common stock;
    --  Obtained borrowing base reaffirmation at $575 million; and
    --  Generated Adjusted EBITDA of $78.4 million, an 8.7% increase relative to
        Q2'18, from a net loss of $47.9 million.

Paul T. Horne, Legacy's Chairman of the Board and Chief Executive Officer, commented, "The team completed our first quarter as a C-Corp with a bang as we delivered record oil production that represented 31% year-over-year growth. We continue to focus on our Permian development as we have maintained a rig in Lea County, New Mexico and we are about to move our second rig from Martin to Midland County. Our technical teams continue to hone our well and completion designs and, although basin-wide pressures persist, we are leveraging our long-established relationships to secure services and drive efficiencies. I am also pleased to have validated our theory that the C-Corp would enhance our access to capital as we completed a convertible exchange transaction that extends maturities and provides a path to equitize a significant portion of our debt. As mentioned in today's other press release, I am excited to see our upcoming senior management team continue our growth efforts while targeting free cash flow neutrality."

Dan Westcott, Legacy's President and Chief Financial Officer, commented, "Strong production growth drove Adjusted EBITDA higher despite a challenged Midland oil price this quarter. The team continued to execute, completing several critical, leverage-accretive asset sales. We have also moved the ball forward on several new horizontal prospects and look forward to efficiently developing that resource as we head into year-end planning for 2019."


                                                        
            
              LEGACY RESERVES INC.


                                                
           
              SELECTED FINANCIAL AND OPERATING DATA




                                                             Three Months Ended                                    Nine Months Ended
                                                     September 30,                                       September 30,




                                                2018                          2017                              2018                    2017


                                                   
           
              (In thousands, except per unit data)



     Revenues:



     Oil sales                                        $
            98,779                            $
            59,060                            $
          291,989 $
        154,298


      Natural gas liquids (NGL) sales          7,771                         6,720                            20,902                  16,691



     Natural gas sales                       38,657                        41,035                           109,076                 128,220



     Total revenue                                   $
            145,207                           $
            106,815                            $
          421,967 $
        299,209



     Expenses:


      Oil and natural gas production,
       excluding ad valorem taxes                      $
            49,431                            $
            39,515                            $
          141,898 $
        131,005



     Ad valorem taxes                         1,873                         2,564                             6,804                   7,093


      Total oil and natural gas
       production                                      $
            51,304                            $
            42,079                            $
          148,702 $
        138,098


      Production and other taxes                        $
            7,721                             $
            5,475                             $
          22,705  $
        13,779


      General and administrative,
       excluding transaction costs and
       LTIP                                             $
            9,852                             $
            8,418                             $
          27,357  $
        24,087



     Transaction costs                        1,451                            54                             4,840                     138



     LTIP expense                             6,475                         1,551                            32,167                   4,931


      Total general and administrative                 $
            17,778                            $
            10,023                             $
          64,364  $
        29,156


      Depletion, depreciation,
       amortization and accretion                      $
            39,588                            $
            33,715                            $
          114,274  $
        90,200


      Commodity derivative cash settlements:


      Oil derivative cash settlements
       (paid) received                                $
            (1,702)                            $
            3,102                           $
          (12,905)  $
        9,800


      Natural gas derivative cash
       settlements received                             $
            2,919                             $
            3,870                              $
          8,913   $
        7,979



     Production:



     Oil (MBbls)                              1,739                         1,323                             4,915                   3,404


      Natural gas liquids (MGal)              11,427                        11,375                            32,003                  27,542



     Natural gas (MMcf)                      15,026                        15,771                            43,861                  46,967



     Total (MBoe)                             4,515                         4,222                            12,987                  11,888


      Average daily production (Boe/
       d)                                     49,076                        45,891                            47,571                  43,542


      Average sales price per unit (excluding
       derivative cash settlements):



     Oil price (per Bbl)                               $
            56.80                             $
            44.64                              $
          59.41   $
        45.33


      Natural gas liquids price (per
       Gal)                                              $
            0.68                              $
            0.59                               $
          0.65    $
        0.61


      Natural gas price (per Mcf)                        $
            2.57                              $
            2.60                               $
          2.49    $
        2.73



     Combined (per Boe)                                $
            32.16                             $
            25.30                              $
          32.49   $
        25.17


      Average sales price per unit (including
       derivative cash settlements):



     Oil price (per Bbl)                               $
            55.82                             $
            46.99                              $
          56.78   $
        48.21


      Natural gas liquids price (per
       Gal)                                              $
            0.68                              $
            0.59                               $
          0.65    $
        0.61


      Natural gas price (per Mcf)                        $
            2.77                              $
            2.85                               $
          2.69    $
        2.90



     Combined (per Boe)                                $
            32.43                             $
            26.95                              $
          32.18   $
        26.67


      Average WTI oil spot price (per
       Bbl)                                             $
            69.69                             $
            48.18                              $
          66.93   $
        49.30


      Average Henry Hub natural gas
       index price (per MMbtu)                           $
            2.93                              $
            2.95                               $
          2.95    $
        3.01



     Average unit costs per Boe:


      Oil and natural gas production,
       excluding ad valorem taxes                       $
            10.95                              $
            9.36                              $
          10.93   $
        11.02



     Ad valorem taxes                                   $
            0.41                              $
            0.61                               $
          0.52    $
        0.60


      Production and other taxes                         $
            1.71                              $
            1.30                               $
          1.75    $
        1.16


      General and administrative
       excluding transaction costs and
       LTIP                                              $
            2.18                              $
            1.99                               $
          2.11    $
        2.03


      Total general and administrative                   $
            3.94                              $
            2.37                               $
          4.96    $
        2.45


      Depletion, depreciation,
       amortization and accretion                        $
            8.77                              $
            7.98                               $
          8.80    $
        7.59

Financial and Operating Results - Three-Month Period Ended September 30, 2018 Compared to Three-Month Period Ended September 30, 2017

    --  Production increased 7% to 49,076 Boe/d from 45,891 Boe/d primarily due
        to additional oil production from our Permian Basin horizontal drilling
        operations and production attributable to the additional working
        interests under our amended and restated joint development agreement
        with TPG Sixth Street Partners (the "Amended and Restated Development
        Agreement"). This was partially offset by natural production declines
        and individually immaterial divestitures completed in 2018 and 2017.
    --  Average realized price, excluding net cash settlements from commodity
        derivatives, increased 27% to $32.16 per Boe in 2018 from $25.30 per Boe
        in 2017 driven by an increase in oil production as a percentage of total
        production and the significant increase in oil prices, partially offset
        by widening regional differentials. Average realized oil price increased
        27% to $56.80 in 2018 from $44.64 in 2017 driven by an increase in the
        average WTI crude oil price of $21.51 per Bbl, partially offset by the
        widening Mid-Cush differential. Average realized natural gas price
        decreased 1% to $2.57 per Mcf in 2018 from $2.60 per Mcf in 2017. This
        decrease is primarily the result of a decrease in NYMEX pricing,
        widening realized regional differentials and our adoption of ASC 606.
        These decreases were partially offset by an increase in Permian natural
        gas production which is sold inclusive of NGL content and therefore
        increases realized pricing for those volumes. Finally, our average
        realized NGL price increased 15% to $0.68 per gallon in 2018 from $0.59
        per gallon in 2017.
    --  Production expenses, excluding ad valorem taxes, increased to $49.4
        million in 2018 from $39.5 million in 2017, primarily due to increased
        well count due to our Permian horizontal drilling program, increased
        working interests under our Amended and Restated Development Agreement
        and general cost inflation.
    --  Non-cash impairment expense totaled $19.0 million primarily due to the
        write down of assets held-for-sale and the decline in natural gas
        futures prices.
    --  General and administrative expenses, excluding unit-based Long-Term
        Incentive Plan ("LTIP") compensation expense, increased to $11.3 million
        in 2018 from $8.5 million in 2017 due to a $1.4 million increase in
        transaction costs and general cost increases. LTIP compensation expense
        increased due to the recent rise in our share price and accelerated
        vesting in connection with the Corporate Reorganization. Had the
        Corporate Reorganization not occurred, general and administrative
        expenses, excluding LTIP, would have decreased by $2.0 million.
    --  Cash settlements received on our commodity derivatives during 2018 were
        $1.2 million compared to $7.0 million in 2017. The decrease in cash
        settlements is a result of higher commodity prices, reduced nominal
        volumes hedged in 2018 compared to 2017 and lower contracted hedge
        prices. This was partially offset by an increase in cash receipts of our
        Mid-Cush derivatives.
    --  Total development capital expenditures decreased to $31.2 million in
        2018 from $93.2 million in 2017. The 2018 activity was comprised mainly
        of our Permian horizontal drilling program. The 2017 activity was
        comprised mainly of the drilling and completion of joint development
        agreement wells. After the acceleration payment under our joint
        development agreement, we became responsible for 85% of the parties'
        combined interests of all remaining Tranche 1 capital costs to be paid
        regardless of when such costs were incurred, resulting in a larger
        increase in capital expenditures.

Financial and Operating Results - Nine-Month Period Ended September 30, 2018 Compared to Nine-Month Period Ended September 30, 2017

    --  Production increased 9% to 47,571 Boe/d from 43,542 Boe/d primarily due
        to additional oil production from our Permian Basin horizontal drilling
        operations and production attributable to the additional working
        interests under the Amended and Restated Development Agreement. This was
        partially offset by natural production declines and individually
        immaterial divestitures completed in 2018 and 2017.
    --  Average realized price, excluding net cash settlements from commodity
        derivatives, increased 29% to $32.49 per Boe in 2018 from $25.17 per Boe
        in 2017 driven by the significant increase in oil prices and an increase
        in oil production as a percentage of total production, partially offset
        by widening regional differentials. Average realized oil price increased
        31% to $59.41 in 2018 from $45.33 in 2017 driven by an increase in the
        average WTI crude oil price of $17.63 per Bbl, partially offset by the
        widening Mid-Cush differential. Average realized natural gas price
        decreased 9% to $2.49 per Mcf in 2018 from $2.73 per Mcf in 2017. This
        decrease is a result of the decrease in the average Henry Hub natural
        gas index price of approximately $0.06 per Mcf, widening realized
        regional differentials and our adoption of ASC 606. Finally, our average
        realized NGL price increased 7% to $0.65 per gallon in 2018 from $0.61
        per gallon in 2017 due to higher commodity prices partially offset by
        increased volumes with a higher percentage of lower-priced ethane.
    --  Our production expenses, excluding ad valorem taxes, increased to $141.9
        million in 2018 from $131.0 million in 2017. This increase was due to
        increased well count due to our Permian horizontal drilling program,
        increased working interests under our Amended and Restated Development
        Agreement and general cost inflation.
    --  Non-cash impairment expense totaled $54.4 million related to the decline
        in natural gas prices and the write-down of assets held-for-sale to
        their fair market value.
    --  General and administrative expenses, excluding unit-based LTIP
        compensation expense totaled $32.2 million in 2018 compared to $24.2
        million in 2017, reflecting a $4.7 million increase in transaction costs
        and general cost increases. LTIP compensation expense increased $27.2
        million due to the recent rise in our share price and accelerated
        vesting in connection with the Corporate Reorganization. Had the
        Corporate Reorganization not occurred, general and administrative
        expenses, excluding LTIP, would have decreased by $2.0 million.
    --  Cash settlements paid on our commodity derivatives during 2018 were $4.0
        million compared to cash receipts of $17.8 million in 2017. The change
        in cash settlements is a result of higher commodity prices, reduced
        nominal volumes hedged in 2018 compared to 2017 and lower contracted
        hedge prices. This was partially offset by an increase in cash receipts
        of our Mid-Cush derivatives.
    --  Total development capital expenditures increased to $171.6 million in
        2018 from $141.5 million in 2017. The 2018 activity was comprised mainly
        of our Permian horizontal drilling program.

Commodity Derivative Contracts

We enter into oil and natural gas derivative contracts to help mitigate the risk of changing commodity prices. As of October 29, 2018, we had entered into derivative agreements to receive average prices as summarized below.

NYMEX WTI Crude Oil Swaps:


                Time
                Period 
     
     Volumes (Bbls) 
     
         Average Price per  Price Range per Bbl
                                              Bbl


       October-
       December
       2018                       763,600                     $54.76                $51.20 $63.68



     2019                      3,285,000                     $61.33                $57.15 $67.65

NYMEX WTI Crude Oil Costless Collars. At an annual WTI market price of $40.00, $50.00 and $65.00, the summary positions below would result in a net price of $47.06, $50.00 and $60.29, respectively for 2018.


                                           
       
        Average Long       
       
        Average Short


              Time
              Period 
     
     Volumes (Bbls)  
       
       Put Price per Bbl   
       
       Call Price per Bbl


     October-
     December
     2018                        391,000                      $47.06                        $60.29

NYMEX WTI Crude Oil Enhanced Swaps. At an annual average WTI market price of $40.00, $50.00 and $65.00, the summary positions below would result in a net price of $65.50, $65.50 and $73.50, respectively for 2018.


                                                  
      
      Average Long Put    
       
       Average Short Put     
     
     Average Swap


                  Time Period 
     
     Volumes (Bbls)   
      
      Price per Bbl        
       
       Price per Bbl       
     
     Price per Bbl


     October-December
      2018                                 32,200                    $57.00                        $82.00               $90.50

Midland-to-Cushing WTI Crude Oil Differential Swaps:


                Time
                Period 
     
     Volumes (Bbls) 
     
         Average Price per  Price Range per Bbl
                                              Bbl


       October-
       December
       2018                     1,012,000                    $(1.13)              $(1.25) $(0.80)



     2019                      2,193,000                    $(3.62)              $(5.60) $(1.15)

Midland-to-Cushing WTI Crude Oil Differential Enhanced Swaps


           Time Period 
     
     Volumes (Bbls)  
     
              Average Short Price     
     
           Average Swap Price
                                               Call per Bbl                         per Bbl



     2019                       1,460,000                               $70.00                            $(2.91)

NYMEX Natural Gas Swaps (Henry Hub):


                                             
       
         Average      Price Range per


                Time
                Period 
     
     Volumes (MMBtu) 
       
       Price per MMBtu       MMBtu


       October-
       December
       2018                      9,080,000                    $3.23             $3.04 $3.39



     2019                      25,800,000                    $3.36             $3.29 $3.39

Location and quality differentials attributable to our properties are not reflected in the above prices. The agreements provide for monthly settlement based on the difference between the agreement fixed price and the actual reference oil and natural gas index prices.

Quarterly Report on Form 10-Q

Financial results contained herein are preliminary and subject to the final, unaudited financial statements and related footnotes included in Legacy's Form 10-Q which will be filed on or about October 31, 2018.

Conference Call

As announced on October 17, 2018, Legacy will host an investor conference call to discuss Legacy's results on Thursday, November 1, 2018 at 9:00 a.m. (Central Time). Those wishing to participate in the conference call should dial 888-346-9287. A replay of the call will be available through Thursday, November 8, 2018, by dialing 877-344-7529 and entering replay code 10125178. Those wishing to listen to the live or archived webcast via the Internet should go to the Investor Relations tab of our website at www.LegacyReserves.com. Following our prepared remarks, we will be pleased to answer questions from securities analysts and institutional portfolio managers and analysts; the complete call is open to all other interested parties on a listen-only basis.

About Legacy Reserves Inc.

Legacy is an independent energy company engaged in the development, production and acquisition of oil and natural gas properties in the United States. Its current operations are focused on the horizontal development of unconventional plays in the Permian Basin and the cost-efficient management of shallow-decline oil and natural gas wells in the Permian Basin, East Texas, Rocky Mountain and Mid-Continent regions. Additional information is available at www.LegacyReserves.com.

Cautionary Statement Relevant to Forward-Looking Information

This press release includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, without limitation, statements regarding the expected future growth and dividends of the company, and plans and objectives of management for future operations. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that Legacy expects, believes or anticipates will or may occur in the future, are forward-looking statements. Words such as "anticipates," "expects," "intends," "plans," "targets," "projects," "believes," "seeks," "schedules," "estimated," and similar expressions are intended to identify such forward-looking statements. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of uncertainties, factors and risks, many of which are outside the control of Legacy, which could cause results to differ materially from those expected by management of Legacy. Such risks and uncertainties include, but are not limited to, realized oil and natural gas prices; production volumes, lease operating expenses, general and administrative costs and finding and development costs; future operating results; and the factors set forth under the heading "Risk Factors" in Legacy's and Legacy LP's filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. The reader should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Unless legally required, Legacy undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.


                                                           
           
                LEGACY RESERVES INC.


                                                
            
             CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


                                                             
              
                (UNAUDITED)




                                                              Three Months Ended                                        Nine Months Ended


                                                                September 30,                                          September 30,


                                                 2018                          2017                                 2018                    2017


                                                                     (In thousands, except per share /unit data)



     Revenues:



     Oil sales                                         $
           98,779                              $
              59,060                            $
        291,989     $
         154,298


      Natural gas liquids (NGL)
       sales                                    7,771                         6,720                               20,902                  16,691



     Natural gas sales                        38,657                        41,035                              109,076                 128,220



     Total revenues                          145,207                       106,815                              421,967                 299,209





     Expenses:


      Oil and natural gas
       production                              51,304                        42,079                              148,702                 138,098


      Production and other taxes                7,721                         5,475                               22,705                  13,779


      General and administrative               17,778                        10,023                               64,364                  29,156


      Depletion, depreciation,
       amortization and accretion              39,588                        33,715                              114,274                  90,200


      Impairment of long-lived
       assets                                  18,994                        14,665                               54,375                  24,548


      (Gains) losses on disposal of
       assets                                   7,368                       (2,034)                            (14,172)                  3,491



     Total expenses                          142,753                       103,923                              390,248                 299,272




      Operating income (loss)                   2,454                         2,892                               31,719                    (63)





     Other income (expense):



     Interest income                              16                            35                                   31                      44



     Interest expense                       (29,383)                     (23,621)                             (85,340)               (64,368)


      Gain on extinguishment of
       debt                                    12,107                                                            63,800


      Equity in income (loss) of
       equity method investees                   (30)                                                             (10)                     12


      Net gains (losses) on
       commodity derivatives                 (30,867)                     (13,309)                             (41,886)                 35,876



     Other                                       350                           403                                  623                     765


      Loss before income taxes               (45,353)                     (33,600)                             (31,063)               (27,734)



     Income tax expense                      (2,499)                        (266)                             (3,116)                  (837)



     Net loss                                        $
           (47,852)                           $
              (33,866)                          $
        (34,179)   $
         (28,571)




      Loss per share /unit -basic
       & diluted                                        $
           (0.46)                             $
              (0.34)                            $
        (0.33)     $
         (0.29)


      Weighted average number of shares /units
       used in computing net loss per share /
       unit -



     Basic                                   104,637                       100,206                              104,336                  99,985



     Diluted                                 104,637                       100,206                              104,336                  99,985

                                                                                                                                          ===


                                                 
              
                LEGACY RESERVES INC.


                                              
        
                CONDENSED CONSOLIDATED BALANCE SHEETS


                                                     
              
                (UNAUDITED)


                                                        
              
                ASSETS


                                                                        September 30,                               December 31,
                                                                             2018                                         2017


                                                                                                     (In thousands)



     Current assets:



     Cash                                                                                  $
              3,305                        $
         1,246



     Accounts receivable, net:



     Oil and natural gas                                                      61,109                                      62,755



     Joint interest owners                                                    14,516                                      27,420



     Other                                                                         2                                           2



     Fair value of derivatives                                                19,228                                      13,424


      Prepaid expenses and other current
       assets                                                                  10,231                                       7,757



     Total current assets                                                    108,391                                     112,604


      Oil and natural gas properties using the
       successful efforts method, at cost:



     Proved properties                                                     3,497,024                                   3,529,971



     Unproved properties                                                      28,897                                      28,023


      Accumulated depletion, depreciation,
       amortization and impairment                                        (2,192,877)                                (2,204,638)


                                                                            1,333,044                                   1,353,356


      Other property and equipment, net of
       accumulated depreciation and
       amortization of $12,179 and $11,467,
       respectively                                                             2,464                                       2,961


      Operating rights, net of amortization of
       $6,034 and $5,765, respectively                                            983                                       1,251



     Fair value of derivatives                                                 3,183                                      14,099



     Other assets                                                              3,671                                       8,811



     Total assets                                                                      $
              1,451,736                     $
        1,493,082


                                    
              
          LIABILITIES AND STOCKHOLDERS' DEFICIT / PARTNERS' DEFICIT



     Current liabilities:



     Current debt, net                                                       527,391                                
              $



     Accounts payable                                                          7,838                                      13,093


      Accrued oil and natural gas liabilities                                  83,216                                      81,318



     Fair value of derivatives                                                39,072                                      18,013



     Asset retirement obligation                                               3,214                                       3,214



     Other                                                                    43,163                                      29,172



     Total current liabilities                                               703,894                                     144,810



     Long-term debt, net                                                     755,784                                   1,346,769



     Asset retirement obligation                                             261,260                                     271,472



     Fair value of derivatives                                                12,114                                       1,075



     Other long-term liabilities                                                 641                                         643



     Total liabilities                                                     1,733,693                                   1,764,769



     Commitments and contingencies



     Partners' deficit


      Series A Preferred equity -2,300,000
       units issued and outstanding at
       December 31, 2017                                                                                                  55,192


      Series B Preferred equity -7,200,000
       units issued and outstanding at
       December 31, 2017                                                                                                 174,261


      Incentive distribution equity -100,000
       units issued and outstanding at
       December 31, 2017                                                                                                  30,814


      Limited partners' deficit -72,594,620
       units issued and outstanding at
       December 31, 2017                                                                                               (531,794)


      General partner's deficit (approximately
       0.02%)                                                                                                             (160)


      Common stock, $0.01 par value;
       945,000,000 shares authorized,
       106,113,000 shares outstanding at
       September 30, 2018                                                       1,061



     Additional paid-in capital                                               13,471



     Accumulated deficit                                                   (296,489)



     Total stockholders' deficit                                           (281,957)                                  (271,687)


      Total liabilities and stockholders'  /
       partners' deficit                                                                $
              1,451,736                     $
        1,493,082

Non-GAAP Financial Measures

"Adjusted EBITDA" is a non-generally accepted accounting principles ("non-GAAP") measure which may be used periodically by management when discussing our financial results with investors and analysts. The following presents a reconciliation of this non-GAAP financial measure to its nearest comparable generally accepted accounting principles ("GAAP") measure.

Adjusted EBITDA is presented as management believes it provides additional information concerning the performance of our business and is used by investors and financial analysts to analyze and compare our current operating and financial performance relative to past performance and such performances relative to that of other publicly traded partnerships in the industry. Adjusted EBITDA may not be comparable to similarly titled measures of other publicly traded limited partnerships or limited liability companies because all companies may not calculate such measures in the same manner.

Certain factors impacting Adjusted EBITDA may be viewed as temporary, one-time in nature, or being offset by reserves from past performance or near-term future performance. Financial results are also driven by various factors that do not typically occur evenly throughout the year that are difficult to predict, including rig availability, weather, well performance, the timing of drilling and completions and near-term commodity price changes.

"Adjusted EBITDA" should not be considered as an alternative to GAAP measures, such as net income, operating income, cash flow from operating activities, or any other GAAP measure of financial performance.

The following table presents a reconciliation of our consolidated net loss to Adjusted EBITDA:


                                                              Three Months Ended                                  Nine Months Ended


                                                               September 30,                                    September 30,


                                                  2018                        2017                           2018                    2017


                                                            
             
                (In thousands)



     
                Net loss                            $
          (47,852)                          $
        (33,866)                          $
        (34,179)   $
        (28,571)



           Plus:



     Interest expense                          29,383                      23,621                         85,340                  64,368


      Gain on extinguishment of debt          (12,107)                                                 (63,800)



     Income tax expense                         2,499                         266                          3,116                     837


      Depletion, depreciation, amortization
       and accretion                            39,588                      33,715                        114,274                  90,200


      Impairment of long-lived assets           18,994                      14,665                         54,375                  24,548


      (Gain) loss on disposal of assets          7,368                     (2,034)                       (14,172)                  3,491


      Equity in (income) loss of equity
       method investees                             30                                                        10                    (12)


      Share-based compensation expense           6,475                       1,551                         32,167                   4,931


      Minimum payments received in excess of
       overriding royalty interest earned(1)       516                         512                          1,373                   1,427


      Net (gains) losses on commodity
       derivatives                              30,867                      13,309                         41,886                (35,876)


      Net cash settlements (paid) received on
       commodity derivatives                     1,217                       6,972                        (3,992)                 17,779



     Transaction costs                          1,451                          54                          4,840                     138


                   Adjusted EBITDA(2)                    $
          78,429                             $
        58,765                            $
        221,238    $
         143,260




              (1)              Minimum payments received in excess
                                  of overriding royalties earned under
                                  a contractual agreement expiring
                                  December 31, 2019. The remaining
                                  amount of the minimum payments is
                                  recognized in net income.



              (2)              Had the Corporate Reorganization not
                                  occurred on September 20, 2018,
                                  EBITDA would have increased to $80.4
                                  million and $223.2 million for the
                                  three and nine month periods ending
                                  September 30, 2018, respectively.



              CONTACT:                          Legacy Reserves Inc.


                                      
              Dan Westcott


                                                 President and Chief
                                                  Financial Officer


                                      
              (432) 689-5200

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SOURCE Legacy Reserves Inc.