Vanguard Natural Resources Announces Pricing of Its Public Offering of Series B Preferred Units

HOUSTON--(BUSINESS WIRE)--Vanguard Natural Resources, LLC (NASDAQ: VNR) (the “Company”) today announced the pricing of its public offering of 7,000,000 7.625% Series B Cumulative Redeemable Perpetual Preferred Units (“Series B 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 1,050,000 Series B Preferred Units from the Company at the public offering price less the underwriting discount. Distributions will be payable on the Series B Preferred Units at an initial rate of 7.625% per annum of the stated liquidation preference of $25.00. The offering is expected to close on March 11, 2014, subject to customary closing conditions.

The Company expects to receive net proceeds of approximately $169.2 million (or approximately $194.7 million if the underwriters exercise their option to purchase an additional 1,050,000 Series B Preferred Units), after deducting underwriting discounts and estimated offering expenses, from the offering and intends to use the net proceeds from the offering to repay a portion of its indebtedness outstanding under its senior secured revolving credit facility.

Morgan Stanley, UBS Investment Bank, Barclays, Stifel, Credit Suisse and MLV & Co. are acting as joint book-running managers 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 website of the Securities and Exchange Commission (the “SEC”) at www.sec.gov. When available, a copy of the prospectus supplement and accompanying base prospectus relating to the offering also may be obtained from:

Morgan Stanley
Attn: Prospectus Department
180 Varick Street, 2nd Floor
New York, NY 10014
Email: [e-mail]

UBS Investment Bank
Attn: Prospectus Dept.
299 Park Avenue
New York, New York 10171
Phone: [phone]
Attn: Prospectus Specialist

Barclays
c/o Broadridge Financial Solutions
1155 Long Island Ave.
Edgewood, NY 11717
Email: [e-mail]
Phone: [phone]

Stifel
Attn: Syndicate Department
One South Street, 15th Floor
Baltimore, MD 21202
Phone: [phone]

Credit Suisse
Attn: Prospectus Department
One Madison Avenue
New York, NY 10010
Email: [e-mail]
Phone: [phone]

MLV & Co.
Attn: Randy Billhardt
1251 Avenue of the Americas, 41st Floor
New York, NY 10020
Phone: [phone]

The shelf registration statement, as amended, 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 Series B 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 prospectus.

About Vanguard Natural Resources, LLC

Vanguard Natural Resources, LLC is a publicly traded limited liability company focused on the acquisition, production and development of oil and natural gas properties. Vanguard’s assets consist primarily of producing and non-producing oil and natural gas reserves located in the Green River Basin in Wyoming, the Arkoma Basin in Arkansas and Oklahoma, the Permian Basin in West Texas and New Mexico, the Big Horn Basin in Wyoming and Montana, the Piceance Basin in Colorado, the Gulf Coast Basin in Texas and Mississippi, the Williston Basin in North Dakota and Montana, the Wind River Basin in Wyoming, and the Powder River Basin in Wyoming.

Forward-Looking Statements

We make statements in this news release that are considered forward-looking statements within the meaning of the Securities Exchange Act of 1934. These forward-looking statements are largely based on our expectations, which reflect estimates and assumptions made by our management. These estimates and assumptions reflect our best judgment based on currently known market conditions and other factors. Although we believe such estimates and assumptions to be reasonable, they are inherently uncertain and involve a number of risks and uncertainties that are beyond our control. In addition, management's assumptions about future events may prove to be inaccurate. Management cautions all readers that the forward-looking statements contained in this news release are not guarantees of future performance, and we cannot assure you that such statements will be realized or the forward-looking events and circumstances will occur. Actual results may differ materially from those anticipated or implied in the forward-looking statements due to factors listed in the “Risk Factors” section in our SEC filings and elsewhere in those filings. All forward-looking statements speak only as of the date of this news release. We do not intend to publicly update or revise any forward-looking statements as a result of new information, future events or otherwise.