Atlas Pipeline Partners, L.P. Prices $175 Million Offering Of Senior Notes Due 2020

Atlas Pipeline Partners, L.P. Prices $175 Million Offering Of Senior Notes Due

PR Newswire

PHILADELPHIA, Dec. 6, 2012

PHILADELPHIA, Dec. 6, 2012 /PRNewswire/ --Atlas Pipeline Partners, L.P.
(NYSE: APL) ("APL", "Atlas Pipeline", or the "Partnership") announced today
that Atlas Pipeline Escrow, LLC, its newly formed wholly-owned subsidiary, has
priced an offering of $175 million aggregate principal amount of the
Partnership's 6.625% Senior Notes due 2020. The notes were priced at 103% of
their principal amount, plus accrued interest from September 28, 2012,
representing a yield to worst of 6.003%. The Partnership intends to use the
net proceeds from this offering of approximately $176.9 million to fund a
portion of its acquisition of Cardinal Midstream, LLC, a private midstream
operator, to pay fees and expenses in connection with the pending acquisition,
and for general corporate purposes. The sale of the notes is expected to
settle on December 20, 2012, subject to customary closing conditions.

The notes will not be registered under the Securities Act of 1933 or the
securities laws of any state and may not be offered or sold in the United
States absent registration or an applicable exemption from the registration
requirements under the Securities Act and applicable state securities laws.
The notes may be resold by the initial purchasers pursuant to Rule 144A and
Regulation S under the Securities Act. This press release shall not constitute
an offer to sell or the solicitation of an offer to buy, nor there be any sale
of these securities in any state in which the offer, solicitation or sale
would be unlawful prior to the registration or qualification under the
securities laws of any such state.

Atlas Pipeline Partners, L.P. (NYSE: APL) is active in the gathering and
processing segments of the midstream natural gas industry. In Oklahoma,
southern Kansas, northern and western Texas, and Tennessee, APL owns and
operates nine active gas processing plants as well as approximately 9,700
miles of active intrastate gas gathering pipeline. APL also has a 20%
interest in West Texas LPG Pipeline Limited Partnership, which is operated by
Chevron Corporation. For more information, visit the Partnership's website at or contact

Atlas Energy, L.P. (NYSE: ATLS)is a master limited partnership which owns all
of the general partner Class A units and incentive distribution rights and an
approximate 43% limited partner interest in its upstream oil & gas subsidiary,
Atlas Resource Partners, L.P. Additionally, Atlas Energy owns and operates the
general partner of its midstream oil & gas subsidiary, Atlas Pipeline
Partners, L.P., through all of the general partner interest, all the incentive
distribution rights and an approximate 11% limited partner interest. For more
information, please visit the Partnership's website at, or
contact Investor Relations at

Certain matters discussed within this press release are forward-looking
statements. Although Atlas Pipeline Partners, L.P. believes the expectations
reflected in such forward-looking statements are based on reasonable
assumptions, it can give no assurance that its expectations will be attained.
Atlas Pipeline does not undertake any duty to update any statements contained
herein (including any forward-looking statements), except as required by law.
Factors that could cause actual results to differ materially from expectations
include general industry considerations, regulatory changes, changes in
commodity process and local or national economic conditions and other risks
detailed from time to time in Atlas Pipeline's reports filed with the SEC,
including quarterly reports on Form 10-Q, reports on Form 8-K and annual
reports on Form 10-K.

Contact: Matthew Skelly
         Vice President
         Investor Relations
         1845 Walnut Street
         Philadelphia, PA 19103
         (877) 950-7473
         (215) 561-5692 (facsimile)

SOURCE Atlas Pipeline Partners, L.P.

Press spacebar to pause and continue. Press esc to stop.