Denbury Reports Third Quarter 2013 Results

Denbury Reports Third Quarter 2013 Results

PLANO, Texas, Nov. 5, 2013 (GLOBE NEWSWIRE) -- Denbury Resources Inc.
(NYSE:DNR) ("Denbury" or the "Company") today announced adjusted net income (a
non-GAAP measure)^(1) of $165 million for the third quarter of 2013, or $0.45
per diluted share. Third quarter of 2013 net income (the GAAP measure) was
$102 million, or $0.28 per diluted share, on record high quarterly revenues of
$674 million. Adjusted net income for the third quarter of 2013 differs from
GAAP net income for the quarter primarily due to the adjusted amount showing
net income without a pre-tax expense of $80 million for the noncash fair value
changes in Denbury's commodity derivative contracts and without $28 million of
pre-tax lease operating expenses related to the remediation of an area within
the Denbury-operated Delhi Field following a release of well fluids in the
second quarter of 2013.

Sequential and year-over-year comparisons of selected financial items are
shown in the following table:

                                Quarter Ended
(in millions, except per share   Sep. 30, 2013 June 30, 2013^(3) Sep. 30, 2012
amounts)
Revenues                         $674          $645              $595
Net income (GAAP measure)        $102          $130              $85
Adjusted net income^(1)          $165          $151              $127
Net income per diluted share     $0.28         $0.35             $0.22
Adjusted net income per diluted  $0.45         $0.41             $0.33
share^(1)
Cash flow from operations (GAAP  $305          $438              $294
measure)
Adjusted cash flow from          $352          $309              $350
operations^(1)(2)

Adjusting for the impact of noncash derivative fair value changes and other
certain items including Delhi Field remediation expenses, the improvement in
adjusted net income from the prior-year quarter was primarily the result of an
increase in realized oil prices, partially offset by a slight decrease in
production volumes, with the latter primarily due to the net impact of the
Bakken asset sale and exchange in the fourth quarter of 2012 preceding the
Cedar Creek Anticline acquisition in the first quarter of 2013.

^(1) See accompanying Schedules that reconcile GAAP to non-GAAP measures along
with a statement indicating why the Company believes the non-GAAP measures
provide useful information for investors.

^(2) Adjusted cash flow from operations reflects cash flow from operations
before working capital changes but is not adjusted for nonrecurring items,
such as the Delhi Field remediation expenses.

^(3) The GAAP to non-GAAP reconciliations for the quarter ended June 30, 2013
are part of the Company's second quarter 2013 earnings release which is an
exhibit to its August 6, 2013 Form 8-K.

Management Comment

Phil Rykhoek, Denbury's President and CEO, commented: "We reported sequential
improvement in our quarterly financial results as the benefit of higher
realized oil prices more than offset the impact of the modest expected
sequential production decline that was partly related to a shutdown of carbon
dioxide injections into a portion of Delhi Field due to remediation work.Our
remediation efforts at Delhi Field are progressing well and we have resumed
carbon dioxide injections into areas surrounding the impacted area of the
field and thus anticipate the field's oil production to gradually increase
during the fourth quarter of 2013.We continue to expect Company-wide
production to resume its sequential growth in the fourth quarter of 2013,
driven by anticipated tertiary production growth at Hastings, Heidelberg, Bell
Creek, and Oyster Bayou fields, and currently expect our full-year 2013
tertiary and total production to be slightly above the mid-point of our
estimated production ranges.

"Our Rocky Mountain operations reached a significant milestone in the third
quarter with our first Rocky Mountain tertiary oil production sales.We
anticipate the planned expansion of our carbon dioxide flood at Bell Creek
Field to drive tertiary oil production growth from that field for many years
to come. Also, we continued to execute our opportunistic share repurchase
program in the third quarter and have now acquired about 11% of our common
shares outstanding at the time we initiated the program about two years ago,
at an average cost of just under $15.50 per share, which has improved our
per-share metrics.

"At our upcoming annual analyst day, we look forward to announcing our initial
2014 production and capital expenditure estimates, along with the outcome of
our review and analysis of various options for distributing the significant
amount of free cash flow we currently anticipate generating in the future to
our shareholders, and whether we can accelerate any such cash distributions."

Production

Production for the third quarter of 2013 averaged 71,531 barrels of oil
equivalent per day ("BOE/d"), which included 37,513 barrels per day ("Bbls/d")
of oil from tertiary properties and 34,018 BOE/d from non-tertiary properties.
Tertiary oil production was up approximately 8%, or 2,727 Bbls/d, from the
prior-year quarter, but 1,239 Bbls/d less than levels in the second quarter of
2013.The year-over-year quarterly tertiary production increase was primarily
due to production growth in response to continued field development and
expansion of facilities in the Gulf Coast region carbon dioxide ("CO[2]")
floods of Oyster Bayou, Hastings, Delhi, and Heidelberg fields combined with
initial production from Denbury's first Rocky Mountain region CO[2] flood of
Bell Creek Field, partially offset by normal declines in mature tertiary
fields.The sequential quarterly decline in tertiary oil production was
primarily due to decreased production at Delhi and Hastings fields and normal
declines in mature tertiary fields, which was partly offset by increased
production at Oyster Bayou and Heidelberg fields and initial production from
Bell Creek Field. Hastings Field's tertiary production was negatively
impacted in the third quarter of 2013 by facility repair and maintenance
related downtime and is expected to increase in the fourth quarter.

Non-tertiary oil equivalent production was down 10%, or 3,972 BOE/d, from the
year-ago quarter and down 4%, or 1,282 BOE/d, from levels in the second
quarter of 2013.The year-over-year quarterly decrease was primarily related
to the net impact of the asset sales and acquisitions that were part of the
Company's Bakken asset sale and exchange and Cedar Creek Anticline
acquisition, and the normal decline in non-tertiary field production.The
sequential quarterly decrease in non-tertiary oil equivalent production was
primarily driven by a decline in production from the Company's Cedar Creek
Anticline assets due to a combination of normal production declines, above
normal levels of weather issues and repair related downtime, and a higher net
profits interest of a third party due to higher realized oil prices.

Review of Financial Results

Oil and natural gas revenues, excluding the impact of derivative contracts,
increased 13% when comparing the third quarters of 2013 and 2012, due to an
increase in realized commodity prices.Denbury's average realized oil price,
excluding derivative contracts, was $105.91 in the third quarter of 2013,
compared to $93.09 in the prior year third quarter.Denbury's oil price
differential (the difference between the average price at which the Company
sold its production and the average NYMEX price) decreased modestly from the
prior year third quarter level as improvements in the Rocky Mountain region
differentials were more than offset by a decrease in the Company's realized
Gulf Coast region premium.Company-wide oil price differentials in the third
quarter of 2013 were $0.03 per barrel ("Bbl") below NYMEX prices, compared to
$0.80 per Bbl above NYMEX in the prior year third quarter.During the third
quarter of 2013, the Company sold approximately 44% of its crude oil at prices
based on the LLS index price, approximately 22% at prices partially tied to
the LLS index price, and the balance at prices based on various other indexes
tied to NYMEX prices, primarily in the Rocky Mountain region.

Lease operating expenses, excluding the Delhi Field remediation charge
discussed below, increased 19% on a per-BOE basis to $23.24 per BOE in the
third quarter of 2013 from $19.49 per BOE in the third quarter of 2012,
primarily due to the exchange and acquisition of properties with proceeds from
the Company's Bakken area asset divestiture, which acquired properties have
higher operating costs per BOE.Tertiary operating expenses, excluding the
Delhi Field remediation charge, averaged $25.08 per Bbl in the third quarter
of 2013, up from $23.50 per Bbl in the prior year third quarter.The increase
primarily resulted from the expansion of the Company's tertiary floods and
higher CO[2] expenses.Denbury's average cost of CO[2] increased from the
prior-year quarter as a result of higher oil prices and the addition of
anthropogenic CO[2] supplies.

In the third quarter of 2013, Denbury increased by $28 million its current
estimate of the known costs to remediate an area of Delhi Field impacted by a
mid-June 2013 release of well fluids, bringing its total current estimate of
known costs since discovery of the release to $98 million.These additional
costs were included in third quarter lease operating expenses.Denbury
maintains insurance coverage which the Company believes covers certain of the
costs and damages related to the release.The Company currently estimates that
one-third to two-thirds of its current cost estimate may be recoverable under
its insurance policies.

General and administrative expenses totaled $36 million in the third quarter
of 2013, down slightly from $38 million in the prior year third quarter.
Interest expense, net of capitalized interest, in the third quarter of 2013
was $35 million, down from $38 million in the prior year third quarter.The
impact of a $206 million increase in average debt outstanding from the third
quarter of 2012 to the third quarter of 2013 was more than offset by a
reduction in the Company's average interest rate to 6.2% from 7.0%. The
decrease in the average interest rate was the result of the Company
refinancing its 9 1/2% and 9 3/4% senior subordinated notes with the issuance
of 4 5/8% senior subordinated notes due 2023 during the first quarter of
2013.The amount of interest capitalized during the third quarter of 2013 was
$20 million, little changed from the year-ago-quarter level but down from the
second quarter of 2013 level of $23 million.

Denbury recorded a noncash pre-tax expense of $80 million in the third quarter
of 2013 due to changes in the fair values of the Company's derivative
contracts, compared to a noncash pre-tax expense of $68 million on fair value
changes in the prior year third quarter.Cash payments on the settlement of
derivative contracts were less than $1 million in the third quarter of 2013
compared to cash receipts of $6 million in the prior year third quarter.

The Company's overall depletion, depreciation and amortization rate was $19.08
per BOE in the third quarter of 2013, compared to $20.45 per BOE in the prior
year third quarter.This decrease per BOE was primarily driven by the
divestiture of the Company's Bakken area assets during the fourth quarter of
2012, partially offset by the impact of the Cedar Creek Anticline acquisition
in March of 2013.

Denbury's effective tax rate for the third quarter of 2013 was 36%, below the
Company's estimated statutory rate of 38.5%, and current income taxes
represented 28% of the total income tax provision in the third quarter of
2013, up from the prior-year quarter level of 8%.These changes were primarily
due to differences between the Company's 2012 tax provision and 2012 filed tax
returns and a change in the expected completion date of the Riley Ridge gas
processing facility, from the fourth quarter of 2013 to the first quarter of
2014.

2013 Production and Capital Expenditure Estimates and Share Repurchase Update

Denbury's estimated 2013 production is unchanged from previously disclosed
estimates shown in the following table.Based on actual year-to-date 2013
production and updated internal estimates, Denbury currently estimates that
tertiary and total production will average slightly above the mid-point of the
estimated production ranges shown in the table below:

                           2013 Estimated
Operating Area             Production
                           (BOE/d)
Tertiary                   36,500 – 39,500
Cedar Creek Anticline      16,200
Other Rockies Non-Tertiary 5,400
Gulf Coast Non-Tertiary    10,600
Total Production           68,700 – 71,700

Denbury's full-year 2013 capital expenditure budget is unchanged from the
previously disclosed amounts of $1.06 billion plus approximately $160 million
of estimated capitalized costs (including capitalized internal acquisition,
exploration and development costs; capitalized interest; and pre-production
startup costs associated with new tertiary floods).Of this combined capital
expenditure amount of $1.22 billion, $843 million or approximately 70%, has
been spent through the third quarter of 2013.Denbury generated over $1
billion of cash flow from operations during the nine months ended September
30, 2013, and currently expects cash flow from operations to exceed capital
expenditures in 2013.

Denbury continues to repurchase shares from time to time under its share
repurchase program, acquiring a total of 11.7 million shares in 2013 through
the end of the third quarter for $200 million, which was primarily funded with
cash flow from operations. Total purchases under such program since its
commencement in October 2011 through the end of the third quarter of 2013 have
been 42.8 million shares, or about 11% of shares outstanding at September 30,
2011, at an average cost of just under $15.50 per share.As of the end of the
third quarter, another $109 million of share repurchases remained authorized
and there is no set expiration date for the program and no requirement that
the entire authorized amount be used.

Conference Call and Annual Analyst Day Presentation

Denbury will host a conference call to review and discuss third quarter 2013
financial and operating results and guidance for the remainder of 2013 today,
Tuesday, November 5, at 10:00 A.M. (Central).Individuals who would like to
participate should dial 800.230.1096 or 612.332.0725 ten minutes before the
scheduled start time and provide the confirmation number 260592 to the
operator.To access a live audio webcast of the conference call, please visit
the investor relations section of the Company's website at www.denbury.com.
The audio webcast will be archived on the website for at least 30 days, and a
telephonic replay will be accessible for one month after the call by dialing
800.475.6701 or 320.365.3844 and entering confirmation number 260592.

Denbury will host its annual analyst day in Houston on Monday, November 11,
2013. Management's presentation at the annual analyst day, including operating
and financial guidance for 2014, is scheduled to begin at 1:00 P.M. (Central).
A live audio webcast of management's presentation will be available on the
Company's website. The slides for management's presentation and a news release
summarizing the key strategic themes of that presentation, including the
outcome of the Company's review and analysis of various options for
distributing expected significant amounts of future free cash flow to
shareholders, will be published to the Company's website on Sunday, November
10, 2013. The audio webcast and slide presentation will be archived on the
Company's website for at least 30 days.

Denbury is a growing domestic independent oil and natural gas company. The
Company's primary focus is on enhanced oil recovery utilizing carbon dioxide
and its operations are focused in two key operating areas:the Gulf Coast and
Rocky Mountain regions. Denbury is the largest combined oil and natural gas
producer in both Mississippi and Montana, and owns the largest reserves of
carbon dioxide used for tertiary oil recovery east of the Mississippi River.
The Company's goal is to increase the value of acquired properties through a
combination of exploitation, drilling and proven engineering extraction
practices, with the most significant emphasis relating to tertiary recovery
operations. For more information about Denbury, please visit www.denbury.com.


This press release, other than historical financial information, contains
forward-looking statements that involve risks and uncertainties, including
estimated 2013 production and capital expenditures, estimated expenses related
to remediation of the Denbury-operated Delhi Field and estimated ranges of
potential insurance recoveries of these expenses, estimated cash generated
from operations in 2013 and other risks and uncertainties detailed in the
Company's filings with the Securities and Exchange Commission, including
Denbury's most recent reports on Form 10-K and Form 10-Q.These risks and
uncertainties are incorporated by this reference as though fully set forth
herein.These statements are based on engineering, geological, financial and
operating assumptions that management believes are reasonable based on
currently available information; however, management's assumptions and the
Company's future performance are both subject to a wide range of business
risks, and there is no assurance that these goals and projections can or will
be met.Actual results may vary materially.

Financial and Statistical Data Tables and Reconciliation Schedules

Following are unaudited financial highlights for the comparative three and
nine months ended September 30, 2013 and 2012.All production volumes and
dollars are expressed on a net revenue interest basis with gas volumes
converted to equivalent barrels at 6:1.

DENBURY RESOURCES INC.
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
                                                              
The following information is based on GAAP reported earnings, with additional
required disclosures included in the Company's Form 10-Q:
                                                              
                              Three Months Ended    Nine Months Ended
                               September 30,         September 30,
In thousands, except per share 2013       2012       2013         2012
data
Revenues and other income                                      
Oil sales                      $659,674 $579,429 $1,855,006 $1,790,326
Natural gas sales              7,129     8,727     23,638      23,472
CO[2] sales and transportation 6,739     7,160     19,859      19,256
fees
Interest income and other      11,293    5,055     19,502      14,214
income
Total revenues and other       684,835   600,371   1,918,005   1,847,268
income
Expenses                                                       
Lease operating expenses       180,967   130,485   542,067     392,960
Marketing expenses             13,131    14,728    36,259      37,776
CO[2] discovery and operating  4,120     1,176     11,261      8,443
expenses
Taxes other than income        49,267    40,012    132,218     122,518
General and administrative     35,969    38,198    111,240     109,631
expenses
Interest, net of amounts
capitalized of $19,768,        34,501    37,827    101,137     115,745
$19,437, $64,752, and $57,357,
respectively
Depletion, depreciation, and   125,595   136,935   365,400     390,119
amortization
Derivatives expense (income)   80,446    61,631    46,874      (32,203)
Loss on early extinguishment   —         —         44,651      —
of debt
Impairment of assets           —         —         —           17,515
Other expenses                 1,474     —         14,292      23,272
Total expenses                 525,470   460,992   1,405,399   1,185,776
Income before income taxes     159,365   139,379   512,606     661,492
Income tax provision                                           
Current income taxes           16,019    4,342     23,367      33,834
Deferred income taxes          41,292    49,670    169,634     216,959
Net income                     $102,054 $85,367  $319,605   $410,699
                                                              
Net income per common share                                    
Basic                          $0.28    $0.22    $0.87      $1.06
Diluted                        $0.28    $0.22    $0.86      $1.05
Weighted average common shares                                 
outstanding
Basic                          366,088   387,512   368,101     387,015
Diluted                        369,142   390,909   371,316     390,854


DENBURY RESOURCES INC.
SUPPLEMENTAL NON-GAAP FINANCIAL MEASURES (UNAUDITED)
                                                              
Reconciliation of net income (GAAP measure) to adjusted net income (non-GAAP
measure)^(1):
                                                              
                              Three Months Ended    Nine Months Ended
                               September 30,         September 30,
In thousands                   2013       2012       2013         2012
Net income (GAAP measure)      $102,054 $85,367  $319,605   $410,699
Noncash fair value adjustments 79,784    67,900    46,212      (19,842)
on commodity derivatives
Interest income and other
income – noncash fair value    (7,500)   —         (7,500)     —
adjustment – contingent
liability
Lease operating expenses –     28,000    —         98,000      —
Delhi Field remediation
Loss on early extinguishment   —         —         44,651      —
of debt
Impairment of assets           —         —         —           17,515
CO[2] discovery and operating
expenses – CO[2] exploration   303       —         835         4,925
costs
Other expenses – helium        1,207     —         9,207       8,000
contract-related charges
Other expenses – cumulative
effect of equipment lease      —         —         —           8,452
correction
Other expenses – acquisition   —         —         2,414       —
transaction costs
Other expenses – allowance for
collectability on outstanding  —         —         —           3,683
loans
Other expenses – loss on sale  —         —         —           3,137
of Vanguard common units
Estimated income taxes on
above adjustments to net       (39,190)  (25,802)  (74,620)    (9,832)
income
Adjusted net income (non-GAAP  $164,658 $127,465 $438,804   $426,737
measure)
                                                              
^(1)See "Non-GAAP Measures"                                   
at the end of this report.
                                                              
                                                              
Reconciliation of cash flow from operations (GAAP measure) to adjusted cash
flow from operations (non-GAAP measure)^(1):
                                                              
                              Three Months Ended    Nine Months Ended
                               September 30,         September 30,
In thousands                   2013       2012       2013         2012
Net income (GAAP measure)      $102,054 $85,367  $319,605   $410,699
Adjustments to reconcile to
adjusted cash flow from                                        
operations:
Depletion, depreciation, and   125,595   136,935   365,400     390,119
amortization
Deferred income taxes          41,292    49,670    169,634     216,959
Stock-based compensation       8,103     7,413     23,774      22,662
Noncash fair value adjustments 79,784    67,900    46,212      (19,842)
on commodity derivatives
Loss on early extinguishment   —         —         44,651      —
of debt
Impairment of assets           —         —         —           17,515
Other                          (5,141)   2,955     7,095       26,193
Adjusted cash flow from        351,687   350,240   976,371     1,064,305
operations (non-GAAP measure)
Net change in assets and
liabilities relating to        (46,222)  (56,734)  35,838      (38,179)
operations
Cash flow from operations      $305,465 $293,506 $1,012,209 $1,026,126
(GAAP measure)
                                                              
^(1)See "Non-GAAP Measures"                                   
at the end of this report.


DENBURY RESOURCES INC.
OPERATING HIGHLIGHTS (UNAUDITED)
                                                                 
                                 Three Months Ended      Nine Months Ended
                                  September 30,           September 30,
Average Daily Volumes (BOE/d)     2013        2012        2013       2012
(6:1)
Tertiary oil production                                           
Gulf Coast region                                                 
Mature properties:                                                
Brookhaven                        2,224      2,460      2,289     2,750
Eucutta                           2,504      2,782      2,593     2,914
Mallalieu                         2,042      2,181      2,105     2,408
Other mature properties ^(1)      6,761      7,347      7,262     7,740
Delhi                             4,517      3,813      5,269     4,005
Hastings                          3,699      2,794      3,888     1,779
Heidelberg                        4,553      3,716      4,217     3,707
Oyster Bayou                      3,213      1,540      2,664     1,241
Tinsley                           7,951      8,153      8,132     7,874
Total Gulf Coast region           37,464     34,786     38,419    34,418
Rocky Mountain region                                             
Bell Creek                        49         —          16        —
Total Rocky Mountain region       49         —          16        —
Total tertiary oil production     37,513     34,786     38,435    34,418
Non-tertiary oil and gas                                          
production
Gulf Coast region                                                 
Mississippi                       2,692      3,401      2,689     4,018
Texas                             6,548      5,173      6,723     4,476
Other                             1,087      1,137      1,116     1,242
Total Gulf Coast region           10,327     9,711      10,528    9,736
Rocky Mountain region                                             
Cedar Creek Anticline             18,872     8,490      15,888    8,507
Other                             4,819      3,037      4,979     3,115
Total Rocky Mountain region       23,691     11,527     20,867    11,622
Total non-tertiary production     34,018     21,238     31,395    21,358
Total continuing production       71,531     56,024     69,830    55,776
Properties disposed:                                              
Bakken area assets                —          16,752     —         15,835
2012 Non-core asset divestitures  —          —          —         606
Total production                  71,531     72,776     69,830    72,217
                                                                 
^(1) Other mature properties include Cranfield, Little Creek, Lockhart
Crossing, Martinville, McComb and Soso fields.


DENBURY RESOURCES INC.
OPERATING HIGHLIGHTS (UNAUDITED)

                                        Three Months Ended Nine Months Ended
                                         September 30,      September 30,
                                        2013      2012     2013      2012
Production (daily – net of royalties):                             
Oil (barrels)                            67,705   67,655  65,755   67,331
Gas (mcf)                                22,957   30,724  24,451   29,318
BOE (6:1)                                71,531   72,776  69,830   72,217
Unit sales price (excluding derivative                             
settlements):
Oil (per barrel)                         $105.91 $93.09 $103.34 $97.04
Gas (per mcf)                            3.38     3.09    3.54     2.92
BOE (6:1)                                101.32   87.84   98.55    91.66
Unit sales price (including derivative                             
settlements):
Oil (per barrel)                         $105.80 $92.99 $103.30 $96.52
Gas (per mcf)                            3.38     5.53    3.54     5.65
BOE (6:1)                                101.22   88.77   98.52    92.29

                                                                  
DENBURY RESOURCES INC.                                             
PER-BOE DATA (UNAUDITED)                                           
                                                                  
                                         Three Months Ended Nine Months Ended
                                          September 30,      September 30,
                                         2013      2012     2013     2012
Oil and natural gas revenues              $101.32 $87.84 $98.55 $91.66
Gain (loss) on settlements of derivative  (0.10)   0.93    (0.03)  0.63
contracts
Lease operating expenses – excluding      (23.24)  (19.49) (23.29) (19.86)
Delhi Field remediation
Lease operating expenses – Delhi Field    (4.26)   —       (5.14)  —
remediation
Production and ad valorem taxes           (7.00)   (5.59)  (6.43)  (5.80)
Marketing expenses, net of third party    (1.39)   (1.52)  (1.45)  (1.48)
purchases
Production netback                        65.33    62.17   62.21   65.15
CO[2] sales, net of operating and         0.39     0.89    0.45    0.54
exploration expenses
General and administrative expenses       (5.47)   (5.71)  (5.84)  (5.54)
Interest expense, net                     (5.24)   (5.65)  (5.31)  (5.85)
Other                                     (1.57)   0.61    (0.29)  (0.51)
Changes in assets and liabilities         (7.02)   (8.47)  1.88    (1.93)
relating to operations
Cash flow from operations                 46.42    43.84   53.10   51.86
DD&A                                      (19.08)  (20.45) (19.17) (19.72)
Deferred income taxes                     (6.28)   (7.42)  (8.89)  (10.96)
Loss on early extinguishment of debt      —        —       (2.34)  —
Noncash commodity derivative adjustments  (12.12)  (10.13) (2.42)  1.00
Impairment of assets                      —        —       —       (0.89)
Other noncash items                       6.57     6.91    (3.51)  (0.53)
Net income                                $15.51  $12.75 $16.77 $20.76

                                                            
DENBURY RESOURCES INC.                                       
CAPITAL EXPENDITURE SUMMARY (UNAUDITED)
                                                            
                      Three Months Ended        Nine Months Ended
                       September 30,             September 30,
In thousands           2013         2012         2013           2012
Capital expenditures                                         
by project:
Tertiary oil fields    $129,432   $94,065    $449,130     $340,698
CO[2] pipelines        18,596      31,623      39,363        114,738
CO[2] sources ^(1)     38,743      54,740      114,240       186,836
Other areas            50,756      147,185     175,687       452,720
Capitalized interest   19,768      19,437      64,752        57,357
Capital expenditures   257,295     347,050     843,172       1,152,349
before acquisitions
Less: recoveries from
sale/leaseback         —           (1,971)     —             (35,102)
transactions
Net capital
expenditures excluding 257,295     345,079     843,172       1,117,247
acquisitions
Property acquisitions  (4,952)     1,651       1,062,607     369,580
^(2)
Capital expenditures,
net of sale/leaseback  $252,343   $346,730   $1,905,779   $1,486,827
transactions
                                                            
^(1)Includes capital expenditures related to the Riley Ridge gas plant.

^(2) Property acquisitions during the nine months ended September 30, 2013
and 2012 include capital expenditures of approximately $1.1 billion and $0.2
billion, respectively, related to acquisitions during the period that are not
reflected as an Investing Activity on our Unaudited Condensed Consolidated
Statements of Cash Flows due to the movement of proceeds through a qualified
intermediary.

                                                              
DENBURY RESOURCES INC.                                         
CASH PROCEEDS FROM PROPERTY SALES                               
(UNAUDITED)
                                                              
                           Three Months Ended        Nine Months Ended
                            September 30,             September 30,
In thousands                2013          2012        2013        2012
Net proceeds from sales of
properties and equipment    $816        $1,671    $6,312    $246,518
^(1)
                                                              
^(1)For the nine months ended September 30, 2012, includes $212.5 million of
cash from the sale of non-core assets which was held by a qualified
intermediary in support of a like-kind-exchange transaction to fund a portion
of the acquisition cost of Thompson Field.

                                                                 
DENBURY RESOURCES INC.                                            
SUMMARY OF INCOME (EXPENSE) FROM DERIVATIVE CONTRACTS (UNAUDITED)
                                                                 
                                Three Months Ended      Nine Months Ended
                                 September 30,           September 30,
In thousands                     2013        2012        2013        2012
Cash receipt (payment) on
settlements of derivative        $(662)    $6,269    $(662)    $12,361
contracts
Noncash fair value adjustments
on derivatives – income          (79,784)   (67,900)   (46,212)   19,842
(expense)
Total income (expense) from      $(80,446) $(61,631) $(46,874) $32,203
commodity derivative contracts

                                                                
DENBURY RESOURCES INC.                                           
SELECTED BALANCE SHEET AND CASH FLOW DATA (UNAUDITED)
                                                                
In thousands                                        September 30, December 31,
                                                    2013          2012
Cash and cash equivalents                           $26,548     $98,511
Restricted cash                                     —            1,050,015
Total assets                                        11,609,645   11,139,342
                                                                
Borrowings under bank credit facility               $310,000    $700,000
Borrowings under senior subordinated notes          2,600,080    2,051,350
(principal only)
Financing and capital leases                        364,451      394,504
Total debt (principal only)                         $3,274,531  $3,145,854
                                                                
Total stockholders' equity                          $5,272,828  $5,114,889
                                                                
                                                                
                                                   Nine Months Ended
                                                    September 30,
In thousands                                        2013          2012
Cash provided by (used in):                                      
Operating activities                                $1,012,209  $1,026,126
Investing activities                                (951,703)    (1,237,972)
Financing activities                                (132,469)    217,187

Non-GAAP Measures

Adjusted net income is a non-GAAP measure provided as a supplement to present
an alternative net income measure which excludes expense and income items (and
their related tax effects) not directly related to the Company's ongoing
operations.The excluded items for the periods presented are those which
reflect the fair value adjustments on the Company's derivative contracts,
adjustments to the Company's current estimate of known Delhi Field remediation
expenses, helium contract-related charges, impairment of assets, the portion
of CO[2] discovery and operating expenses attributable to exploration costs,
transaction-related expenses, and the cost of early debt
extinguishment.Management believes that adjusted net income may be helpful to
investors, and is widely used by the investment community, while also being
used by management, in evaluating the comparability of the Company's ongoing
operational results and trends. Adjusted net income should not be considered
in isolation or as a substitute for net income reported in accordance with
GAAP, but rather to provide additional information useful in evaluating the
Company's operational trends and performance.

Adjusted cash flow from operations is a non-GAAP measure that represents cash
flow provided by operations before changes in assets and liabilities, as
summarized from the Company's Consolidated Statements of Cash Flows.Adjusted
cash flow from operations measures the cash flow earned or incurred from
operating activities without regard to the collection or payment of associated
receivables or payables.Management believes that it is important to consider
this additional measure, along with cash flow from operations, as it believes
the non-GAAP measure can often be a better way to discuss changes in operating
trends in its business caused by changes in production, prices, operating
costs and so forth, without regard to whether the earned or incurred item was
collected or paid during that period.

CONTACT: DENBURY CONTACTS:
         Phil Rykhoek, President and CEO, 972.673.2000
         Mark Allen, Senior Vice President and CFO, 972.673.2000
         Jack Collins, Executive Director, Finance and Investor Relations,
         972.673.2028

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