Atlas Pipeline Partners, L.P. Announces Pricing of Class E Cumulative Redeemable Perpetual Preferred Units

    Atlas Pipeline Partners, L.P. Announces Pricing of Class E Cumulative
                     Redeemable Perpetual Preferred Units

PR Newswire

PHILADELPHIA, March 12, 2014

PHILADELPHIA, March 12, 2014 /PRNewswire/ --Atlas Pipeline Partners, L.P.
(NYSE: APL) ("APL," "Atlas Pipeline," or the "Partnership")  today announced
the pricing of its public offering of 4,400,000 8.25% Class E Cumulative
Redeemable Perpetual Preferred Units ("Class E Preferred Units") at a price of
$25.00 per unit. The underwriters have been granted a 30-day option to
purchase up to an additional 660,000 Class E Preferred Units from the
Partnership at the public offering price less the underwriting discount.
Distributions will be payable on the Class E Preferred Units at an initial
rate of 8.25% per annum of the stated liquidation preference of $25.00. The
offering is expected to close on March 17, 2014, subject to customary closing

The Company expects to receive net proceeds of approximately $106.5 million
from the offering (or approximately $122.5 million if the underwriters
exercise their option to purchase an additional 660,000 Class E Preferred
Units), after deducting underwriting discounts and estimated offering
expenses, and intends to use the net proceeds to repay a portion of its
indebtedness outstanding under its senior secured revolving credit facility
and for general corporate purposes.

Morgan Stanley & Co. LLC and UBS Securities LLC are acting as joint
book-running managers, Stifel, Nicolaus & Company, Incorporated is acting as
joint lead manager and MLV & Co. LLC is acting as co-manager for the offering.
An investor may obtain a free copy of the prospectus supplement and
accompanying base prospectus relating to the offering by visiting EDGAR on the
SEC website at A copy of the prospectus supplement and
accompanying base prospectus relating to the offering also may be obtained

Morgan Stanley & Co. LLC
Attn: Prospectus Department
180 Varick Street, 2nd Floor
New York, NY 10014

UBS Securities LLC
Attn: Prospectus Specialist
299 Park Avenue
New York, New York 10171
Phone: (877) 827-6444, extension 561 3884

Stifel, Nicolaus & Company, Incorporated
Attn: Syndicate Department
One South Street, 15th Floor
Baltimore, MD 21202
Phone: (855) 300-7136

Attn: Randy Billhardt
1251 Avenue of the Americas, 41st Floor
New York, NY 10020
Phone: (212) 542-5882

A shelf registration statement relating to these securities has previously
been filed with the SEC and automatically deemed effective. This press release
does not constitute an offer to sell or a solicitation of an offer to buy
Class E Preferred Units or any other securities, nor shall there be any sale
of these securities in any jurisdiction in which such an offer, solicitation
or sale would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. The offering of these securities may
be made only by means of the prospectus supplement and the related base

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, Texas, and Tennessee, APL owns and operates 14 active gas
processing plants, 18 gas treating facilities, as well as approximately 11,200
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, 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 37% 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 6% limited partner interest. For more
information, 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 prices 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, current 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.

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