Company Quick10K Filing
Quick10K
Atlas Growth Partners
10-Q 2019-06-30 Quarter: 2019-06-30
10-Q 2019-03-31 Quarter: 2019-03-31
10-K 2018-12-31 Annual: 2018-12-31
10-Q 2018-09-30 Quarter: 2018-09-30
10-Q 2018-06-30 Quarter: 2018-06-30
10-Q 2018-03-31 Quarter: 2018-03-31
10-K 2017-12-31 Annual: 2017-12-31
10-Q 2017-09-30 Quarter: 2017-09-30
10-Q 2017-06-30 Quarter: 2017-06-30
10-Q 2017-03-31 Quarter: 2017-03-31
10-K 2016-12-31 Annual: 2016-12-31
10-Q 2016-09-30 Quarter: 2016-09-30
10-Q 2016-06-30 Quarter: 2016-06-30
10-Q 2016-03-31 Quarter: 2016-03-31
8-K 2019-06-05 Earnings, Regulation FD, Exhibits
8-K 2019-05-01 Accountant, Officers, Exhibits
8-K 2018-10-31 Officers
8-K 2018-07-26 Officers, Regulation FD, Exhibits
8-K 2018-03-27 Earnings, Regulation FD, Exhibits
8-K 2018-03-05 Officers
SEGN Success Entertainment Group 375
JTPY Jetpay 29
PKPH Peak Pharmaceuticals 12
TAKD Transakt 7
BABB BAB 6
WLB Westmoreland Coal 3
EWD FSP 303 East Wacker Drive 0
INSUU Insurance Acquisition 0
WRAP Wrap Technologies 0
JCG J Crew Group 0
AGP 2019-06-30
Note 1 - Basis of Presentation
Note 2 - Summary of Significant Accounting Policies
Note 3 - Property, Plant and Equipment
Note 4 - Certain Relationships and Related Party Transactions
Note 5 - Commitments and Contingencies
Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 3: Quantitative and Qualitative Disclosures About Market Risk
Item 4: Controls and Procedures
Part II
Item 6: Exhibits
EX-31.1 agp-ex311_8.htm
EX-31.2 agp-ex312_9.htm
EX-32.1 agp-ex321_6.htm
EX-32.2 agp-ex322_7.htm

Atlas Growth Partners Earnings 2019-06-30

AGP 10Q Quarterly Report

Balance SheetIncome StatementCash Flow

10-Q 1 agp-10q_20190630.htm 10-Q agp-10q_20190630.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2019

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from               to              

Commission file number: 000-55603

 

Atlas Growth Partners, L.P.

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

80-0906030

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

425 Houston Street, Suite 300

Fort Worth, TX

 

76102

(Address of principal executive offices)

 

(Zip code)

Registrant’s telephone number, including area code: 412-489-0006

 

Securities registered pursuant to Section 12(b) of the Act:  None.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes        No  

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes       No  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer  

 

Accelerated filer  

 

Non-accelerated filer  

 

Smaller reporting company  

 

 

 

 

 

 

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes       No  

The number of outstanding common limited partner units of the registrant on August 13, 2019 was 23,300,410.

DOCUMENTS INCORPORATED BY REFERENCE: None

 

 

 


 

ATLAS GROWTH PARTNERS, L.P.

INDEX TO QUARTERLY REPORT

ON FORM 10-Q

TABLE OF CONTENTS

 

 

 

 

 

PAGE

PART I. FINANCIAL INFORMATION

 

 

 

 

 

 

 

Item 1.

 

Financial Statements (Unaudited)

 

 

 

 

 

 

 

 

 

Condensed Consolidated Balance Sheets as of June 30, 2019 and December 31, 2018

 

4

 

 

 

 

 

 

 

Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2019 and 2018

 

5

 

 

 

 

 

 

 

Condensed Consolidated Statements of Changes in Partners’ Capital for the Three and Six Months Ended June 30, 2019 and 2018

 

6

 

 

 

 

 

 

 

Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2019 and 2018

 

7

 

 

 

 

 

 

 

Notes to Condensed Consolidated Financial Statements

 

8

 

 

 

 

 

Item 2.

 

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

13

 

 

 

 

 

Item 3.

 

Quantitative and Qualitative Disclosures About Market Risk

 

17

 

 

 

 

 

Item 4.

 

Controls and Procedures

 

18

 

 

 

 

 

PART II. OTHER INFORMATION

 

 

 

 

 

 

 

Item 6.

 

Exhibits

 

19

 

 

 

 

 

SIGNATURES

 

20

 

 

 

 

 

 

 

2


 

FORWARD-LOOKING STATEMENTS

The matters discussed within this report include forward-looking statements.  These statements may be identified by the use of forward-looking terminology such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “should,” or “will,” or the negative thereof or other variations thereon or comparable terminology.  In particular, statements about our expectations, beliefs, plans, objectives, assumptions or future events or performance contained in this report are forward-looking statements.  We have based these forward-looking statements on our current expectations, assumptions, estimates and projections.  While we believe these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond our control.  These and other important factors may cause our actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements.  Some of the key factors that could cause actual results to differ from our expectations include:

 

our ability to obtain long-term financing for our property acquisitions and drilling activities in a timely manner;

 

the suspension of our quarterly distribution;

 

our lack of ability to raise capital, in the capital markets or otherwise;

 

our ability to continue as a going concern;

 

our business and investment strategy;

 

the effect of general market, oil and gas market (including volatility of realized price for oil, natural gas and natural gas liquids), and economic and political conditions;

 

uncertainties with respect to identified drilling locations and estimates of reserves;

 

our ability to generate sufficient cash flows to re-start distributions to our unitholders;

 

the degree and nature of our competition; and

 

the availability of qualified personnel at our general partner and Atlas Energy Group, LLC.

Other factors that could cause actual results to differ from those implied by the forward-looking statements in this report are more fully described under “Item 1A: Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2018.  Given these risks and uncertainties, you are cautioned not to place undue reliance on these forward-looking statements.  The forward-looking statements included in this report are made only as of the date hereof.  We do not undertake and specifically decline any obligation to update any such statements or to publicly announce the results of any revisions to any of these statements to reflect future events or developments.

Should one or more of the risks or uncertainties described in this report occur, or should underlying assumptions prove incorrect, our actual results and plans could differ materially from those expressed in any forward-looking statements.

All forward-looking statements, expressed or implied, included in this report are expressly qualified in their entirety by this cautionary statement.  This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue.

 

3


 

ATLAS GROWTH PARTNERS, L.P.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

(Unaudited)

 

 

 

 

June 30,

 

 

December 31,

 

 

 

2019

 

 

2018

 

ASSETS

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

3,717

 

 

$

3,543

 

Accounts receivable

 

 

324

 

 

 

624

 

Advances to affiliates…

 

 

93

 

 

 

 

Total current assets

 

 

4,134

 

 

 

4,167

 

Property, plant and equipment, net

 

 

22,268

 

 

 

24,686

 

Other assets, net

 

 

 

 

 

67

 

Total assets

 

$

26,402

 

 

$

28,920

 

LIABILITIES AND PARTNERS’ CAPITAL

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

579

 

 

$

791

 

Advances from affiliates

 

 

 

 

 

150

 

Accrued liabilities

 

 

474

 

 

 

849

 

Total current liabilities

 

 

1,053

 

 

 

1,790

 

Asset retirement obligations and other

 

 

152

 

 

 

226

 

Commitments and contingencies (Note 5)

 

 

 

 

 

 

 

 

Partners’ Capital:

 

 

 

 

 

 

 

 

General partner’s interest

 

 

(3,544

)

 

 

(3,511

)

Common limited partners’ interests

 

 

25,605

 

 

 

27,279

 

Common limited partners’ warrants

 

 

3,136

 

 

 

3,136

 

Total partners’ capital

 

 

25,197

 

 

 

26,904

 

Total liabilities and partners’ capital

 

$

26,402

 

 

$

28,920

 

 

See accompanying notes to condensed consolidated financial statements.

 

 

4


 

ATLAS GROWTH PARTNERS, L.P.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per unit data)

(Unaudited)

 

 

 

Three Months Ended

June 30,

 

 

Six Months Ended

June 30,

 

 

2019

 

2018

 

 

2019

 

 

 

2018

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas revenue

 

$

21

 

$

65

 

$

29

 

 

$

101

 

Oil revenue

 

 

1,831

 

 

2,787

 

 

3,676

 

 

 

4,417

 

NGLs revenue

 

 

51

 

 

119

 

 

97

 

 

 

223

 

Gain (loss) on mark-to-market derivatives

 

 

 

(292

)

 

 

 

 

(578

)

Total revenues

 

1,903

 

 

2,679

 

 

3,802

 

 

 

4,163

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Oil and gas production

 

677

 

 

986

 

 

1,279

 

 

 

1,442

 

General and administrative

 

387

 

 

164

 

 

580

 

 

 

288

 

General and administrative – affiliate

 

819

 

 

820

 

 

1,651

 

 

 

1,677

 

Depreciation, depletion and amortization

 

859

 

 

1,724

 

 

2,019

 

 

 

2,699

 

Total costs and expenses

 

2,742

 

 

3,694

 

 

5,529

 

 

 

6,106

 

Operating loss

 

(839

)

 

(1,015

)

 

(1,727

)

 

 

(1,943

)

Gain on asset sales

 

 

 

 

 

 

20

 

 

 

 

Net loss

 

$

(839

)

$

(1,015

)

$

(1,707

)

 

$

(1,943

)

Allocation of net loss attributable to common limited

   partners and the general partner:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common limited partners’ interest

 

 

(823

)

 

(995

)

 

(1,674

)

 

 

(1,904

)

General partner’s interest

 

(16

)

 

(20

)

 

(33

)

 

 

(39

)

Net loss attributable to common limited partners per unit:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and Diluted

 

$

(0.04

)

$

(0.04

)

$

(0.07

)

 

$

(0.08

)

Weighted average common limited partner units outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and Diluted

 

23,300

 

 

23,300

 

 

23,300

 

 

 

23,300

 

 

 

 

See accompanying notes to condensed consolidated financial statements.

 

5


 

ATLAS GROWTH PARTNERS, L.P.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS’ CAPITAL

(in thousands, except units and warrants data)

(Unaudited)

 

 

 

General

Partner’s Interest

 

 

Common Limited

Partners’ Interests

 

 

Common Limited

Partners’ Warrants

 

 

Total

 

 

 

Class A

Units

 

 

Amount

 

 

Units

 

 

Amount

 

 

Warrants

 

 

Amount

 

 

 

Partners’

Capital

 

Balance at January 1, 2019

 

 

100

 

 

$

(3,511

)

 

 

23,300,410

 

 

$

27,279

 

 

 

2,330,041

 

 

$

3,136

 

 

$

26,904

 

Net loss

 

 

 

 

 

(17

)

 

 

 

 

 

(851

)

 

 

 

 

 

 

 

 

(868

)

Balance at March 31, 2019

 

 

100

 

 

$

(3,528

)

 

 

23,300,410

 

 

$

26,428

 

 

 

2,330,041

 

 

$

3,136

 

 

$

26,036

 

Net loss

 

 

 

 

 

(16

)

 

 

 

 

 

(823

)

 

 

 

 

 

 

 

 

(839

)

Balance at June 30, 2019

 

 

100

 

 

$

(3,544

)

 

 

23,300,410

 

 

$

25,605

 

 

 

2,330,041

 

 

$

3,136

 

 

$

25,197

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2018

 

 

100

 

 

$

(2,611

)

 

 

23,300,410

 

 

$

71,387

 

 

 

2,330,041

 

 

$

3,136

 

 

$

71,912

 

Net loss

 

 

 

 

 

(19

)

 

 

 

 

 

(909

)

 

 

 

 

 

 

 

 

(928

)

Balance at March 31, 2018

 

 

100

 

 

$

(2,630

)

 

 

23,300,410

 

 

$

70,478

 

 

 

2,330,041

 

 

$

3,136

 

 

$

70,984

 

Net loss

 

 

 

 

 

(20

)

 

 

 

 

 

(995

)

 

 

 

 

 

 

 

 

(1,015

)

Balance at June 30, 2018

 

 

100

 

 

$

(2,650

)

 

 

23,300,410

 

 

$

69,483

 

 

 

2,330,041

 

 

$

3,136

 

 

$

69,969

 

 

See accompanying notes to condensed consolidated financial statements.

 

 

6


 

ATLAS GROWTH PARTNERS, L.P.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(Unaudited)

 

 

 

 

Six Months Ended

June 30,

 

 

 

2019

 

 

2018

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

 

 

Net loss

$

(1,707

)

 

$

(1,943

)

Adjustments to reconcile net loss to net cash provided by

   operating activities:

 

 

 

 

 

 

 

Depreciation, depletion and amortization

 

2,019

 

 

 

2,699

 

Losses from changes on derivatives

 

 

 

 

442

 

Gain on asset sales

 

(20

)

 

 

 

Amortization of deferred financing costs

 

67

 

 

 

25

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

Accounts receivable

 

301

 

 

 

(874

)

Advances to/from affiliates

 

(243

)

 

 

844

 

Accounts payable and accrued liabilities

 

(243

)

 

 

(51

)

Net cash provided by operating activities

 

174

 

 

 

1,142

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

 

 

Capital expenditures

 

 

 

 

(6,027

)

Net cash used in investing activities

 

 

 

 

(6,027

)

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

 

 

Distributions paid to unitholders

 

 

 

 

 

Net cash used in financing activities

 

 

 

 

 

Net change in cash and cash equivalents

 

174

 

 

 

(4,885

)

Cash and cash equivalents, beginning of period

 

3,543

 

 

 

8,236

 

Cash and cash equivalents, end of period

$

3,717

 

 

$

3,351

 

 

See accompanying notes to condensed consolidated financial statements.

 

 

7


 

ATLAS GROWTH PARTNERS, L.P.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE 1 – BASIS OF PRESENTATION

We are a Delaware limited partnership and an independent developer and producer of natural gas, crude oil and NGLs with operations primarily focused in the Eagle Ford Shale in south Texas. Our general partner, Atlas Growth Partners GP, LLC owns 100% of our general partner units (which are entitled to receive 2% of the cash distributed by us without any obligation to make further capital contributions) and all of the incentive distribution rights through which it manages and controls us.

Atlas Energy Group, LLC (“ATLS”), a Delaware limited liability company, manages and controls us through its 2.1% limited partner interest in us and its 80% member interest in our general partner. Current and former members of ATLS management own the remaining 20% member interest in our general partner.

At June 30, 2019, we had 23,300,410 common limited partner units issued and outstanding.

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and the applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting and include all adjustments that are necessary for a fair presentation of our consolidated results of operations, financial condition and cash flows for the periods shown, including normal, recurring accruals and other items. The condensed consolidated results of operations for the interim periods presented are not necessarily indicative of results for the full year. The year-end condensed consolidated balance sheet was derived from audited financial statements but does not include all disclosures required by U.S. GAAP. For a more complete discussion of our accounting policies and certain other information, refer to our consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2018.

Principles of Consolidation

Our condensed consolidated financial statements include our accounts and the accounts of our wholly-owned subsidiaries. Transactions between us and other ATLS managed operations have been identified in the condensed consolidated financial statements as transactions between affiliates, where applicable. All intercompany transactions have been eliminated.

Use of Estimates

The preparation of our condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities that exist at the date of our condensed consolidated financial statements, as well as the reported amounts of revenue and costs and expenses during the reporting periods. Our condensed consolidated financial statements are based on a number of significant estimates, including revenue and expense accruals and depletion of gas and oil properties. The oil and gas industry principally conducts its business by processing actual transactions as many as 60 days after the month of delivery. Consequently, the most recent two months’ financial results may be recorded using estimated volumes and contract market prices. Actual results may differ from those estimates.

Derivative Instruments

We entered into certain financial contracts to manage our exposure to movement in commodity prices. The derivative instruments recorded in the condensed consolidated balance sheets are measured as either an asset or liability at fair value. Changes in the fair value of derivative instruments were recognized currently within gain (loss) on mark-to-market derivatives in our condensed consolidated statements of operations.

8


 

We used a market approach fair value methodology to value the assets and liabilities for our outstanding derivative instruments. We managed and reported derivative assets and liabilities on the basis of our exposure to market risks and credit risks by counterparty. Commodity derivative instruments were valued based on observable market data related to the change in price of the underlying commodity and are therefore defined as Level 2 assets and liabilities within the same class of nature and risk. These derivative values were calculated by utilizing commodity indices, quoted prices for futures and options contracts traded on open markets that coincide with the underlying commodity, expiration period, strike price (if applicable) and pricing formula utilized in the derivative instrument.

The following table summarizes the commodity derivative activity for the period indicated (in thousands):

 

 

 

 

Three Months Ended 
June 30,

 

 

Six Months Ended 
June 30,

 

 

 

 

 

2018

 

 

2018

 

 

Gains (losses) recognized on cash settlement

 

$

4

 

$

(136

)

 

Changes in fair value on open derivative contracts

 

 

(296

)

 

(442

)

 

Gain (loss) on mark-to-market derivatives

 

$

(292

)

$

(578

)

 

 

For the three and six months ended June 30, 2019, we did not have any commodity derivatives outstanding.

Segment Reporting

We derive revenue from our gas and oil production. The production facilities associated with our oil and gas production have been aggregated into one reportable segment because the facilities have similar long-term economic characteristics, products and types of customers.

Revenue Recognition

 

On January 1, 2018, we adopted ASU No. 2014–09, Revenue from Contracts with Customers (the “new revenue standard”), using the modified retrospective method applied to contracts that were not completed as of January 1, 2018. The adoption of the new revenue standard did not have a material impact on our condensed consolidated financial statements and no cumulative effect adjustment was recorded to beginning partners’ capital. As a result of adopting the new revenue standard, we disaggregated our revenues by product type on our condensed consolidated statements of operations for all periods presented.

Oil, Natural Gas, and NGL Revenues

 

Our revenues are derived from the sale of oil, natural gas, and NGLs, which is recognized in the period that the performance obligations are satisfied. We generally consider the delivery of each unit (Bbl or MMBtu) to be separately identifiable and the delivery of each unit represents a distinct performance obligation that is satisfied at a point-in-time once control of the product has been transferred to the customer upon delivery to an agreed upon delivery point. Transfer of control typically occurs when the products are delivered to the purchaser and title has transferred. Revenue is recognized net of royalties due to third parties in an amount that reflects the consideration we expect to receive in exchange for those products. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, and that are collected by us from a customer, are excluded from revenue. Payment is generally received one month after the sale has occurred.

 

Our oil production is primarily sold under market-sensitive contracts that are typically priced at a differential to the New York Mercantile Exchange (“NYMEX”) price or at purchaser posted prices for the producing area. For oil contracts, we generally record sales based on the net amount received.

 

Our natural gas production is primarily sold under market-sensitive contracts that are typically priced at a differential to the published natural gas index price for the producing area due to the natural gas quality and the proximity to major consuming markets. For natural gas contracts, we generally record wet gas sales (which consists of natural gas and NGLs based on end products after processing) at the wellhead or inlet of the plant as revenues net of transportation, gathering and processing expenses if the processor is the customer and there is no redelivery of commodities to us at the tailgate of the plant. Conversely, we generally record residual natural gas and NGL sales at the tailgate of the plant on a gross basis along with the associated transportation, gathering and processing expenses if the processor is a service provider and there is redelivery of commodities to us at the tailgate of the plant. All facts and circumstances of an arrangement are considered and judgment is often required in making this determination.

 

Transaction Price Allocated to Remaining Performance Obligations

 

9


 

A significant number of our product sales are short-term in nature with contract terms of one year or less, though generally subject to customary evergreen clauses pursuant to which these contracts typically automatically renew under the same terms and conditions. For those contracts, we have utilized the practical expedient allowed in the new revenue standard that exempts us from disclosure of the transaction price allocated to remaining performance obligations if the performance obligation is part of a contract that has an original expected duration of one year or less.

 

For product sales that have a contract term greater than one year, we have utilized the practical expedient that exempts us from disclosure of the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation. Under these sales contracts, each unit of product generally represents a separate performance obligation; therefore, future volumes are wholly unsatisfied and disclosure of the transaction price allocated to remaining performance obligations is not required. Currently, our product sales that have a contractual term greater than one year have no long-term fixed consideration.

Contract Balances

Under our sales contracts, customers are invoiced once performance obligations have been satisfied, at which point our right to payment is unconditional. Accordingly, our product sales contracts do not give rise to contract assets or liabilities. Accounts receivable attributable to our revenue contracts with customers was $0.3 million and $0.6 million at June 30, 2019 and December 31, 2018, respectively.

Net Income (Loss) Per Common Unit

Basic net income (loss) attributable to common limited partners per unit is computed by dividing net income (loss) attributable to common limited partners (which is determined after the deduction of the general partner’s interest) by the weighted average number of common limited partner units outstanding during the period.

The following is a reconciliation of net income (loss) allocated to the common limited partners for purposes of calculating net income (loss) attributable to common limited partners per unit (in thousands):

 

 

 

Three Months Ended

 

 

 

Six Months Ended

 

 

 

June 30,

 

 

 

June 30,

 

 

 

2019

 

 

2018

 

 

 

2019

 

 

2018

 

Net loss

 

$

(839

)

 

$

(1,015

)

 

$

(1,707

)

$

(1,943

)

Less: General partner’s interest

 

 

(16

)

 

 

(20

)

 

 

(33

)

 

(39

)

Net loss attributable to common limited partners

 

$

(823

)

 

$

(995

)

 

$

(1,674

)

$

(1,904

)

 

Diluted net income (loss) attributable to common limited partners per unit is calculated by dividing net income (loss) attributable to common limited partners by the sum of the weighted average number of common limited partner units outstanding and the dilutive effect of common limited partner warrants, as calculated by the treasury stock method.

The following table sets forth the reconciliation of our weighted average number of common units used to compute basic net income (loss) attributable to common limited partners per unit with those used to compute diluted net income (loss) attributable to common limited partners per unit (in thousands):

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

Weighted average number of common units – basic

 

 

23,300

 

 

 

23,300

 

 

23,300

 

 

23,300

 

 

Add effect of dilutive awards(1)

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common units – diluted

 

 

23,300

 

 

 

23,300

 

 

23,300

 

 

23,300

 

 

 

(1)

For each of the three and six months ended June 30, 2019 and 2018, 2,330,041 common limited partner warrants were excluded from the computation of diluted earnings attributable to common limited partners per unit, because the inclusion of units issuable upon the exercise of the warrants would have been anti-dilutive.

Recently Issued Accounting Standards

In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, “Leases (Topic 842).” The updated accounting guidance requires lessees to recognize a lease asset and liability at the commencement date of all leases (with the exception of short-term leases), initially measured at the present value of the lease payments. We have evaluated our existing arrangements and service contracts and determined that none of the agreements meet the definition of a lease as defined in ASC 842. As such, there was

10


 

no impact to our consolidated results of operations, financial position and financial disclosures upon adoption of the new accounting standard on January 1, 2019.

 

NOTE 3 – PROPERTY, PLANT AND EQUIPMENT

The following is a summary of property, plant and equipment at the dates indicated (in thousands):

 

 

 

June 30, 2019

 

December 31,

2018

 

Natural gas and oil properties:

 

 

 

 

 

 

 

Proved properties

 

$

138,323

 

$

154,954

 

Support equipment and other

 

 

3,188

 

 

3,188

 

 

 

 

141,511

 

 

158,142

 

Less – accumulated depreciation, depletion and amortization

 

 

(119,243

)

 

(133,456

)

 

 

$

22,268

 

$

24,686

 

 

During the six months ended June 30, 2018, we recognized $0.1 million of non-cash investing activity capital expenditures, which were included within the changes in accounts payable and accrued liabilities on our condensed consolidated statements of cash flows. During the six months ended June 30, 2019, we did not have any non-cash investing activity capital expenditures.

 

NOTE 4 – CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS

Relationship with ATLS. We do not directly employ any persons to manage or operate our business. These functions are provided by employees of ATLS and/or its affiliates, including Titan Energy, LLC (“Titan”). Our general partner receives an annual management fee in connection with its management of us equivalent to 1% of capital contributions per annum. During both of the three months ended June 30, 2019 and 2018, we paid a management fee of $0.6 million to our general partner and during both of the six months ended June 30, 2019 and 2018 we paid a management fee of $1.1 million to our general partner. Other indirect costs, such as rent for offices, are allocated by Titan at the direction of ATLS based on the number of its employees who devoted their time to activities on our behalf. We reimburse ATLS at cost for direct costs incurred on our behalf. We reimburse all necessary and reasonable costs allocated to us by ATLS. All of the costs paid or payable to ATLS and our general partner discussed above were included in general and administrative expenses – affiliate in the condensed consolidated statements of operations. As of June 30, 2019 and December 31, 2018, we had payables to ATLS of $0.1 million and zero, respectively, related to the management fee, direct costs and allocated indirect costs, which were recorded in advances from affiliates in the condensed consolidated balance sheets.

Relationship with Titan. At the direction of ATLS, we reimburse Titan for direct costs, such as salaries and wages, charged to us based on ATLS employees who incurred time to activities on our behalf and indirect costs, such as rent and other general and administrative costs, allocated to us based on the number of ATLS employees who devoted their time to activities on our behalf. As of June 30, 2019 and December 31, 2018, we had receivables from Titan of $0.2 million and payables to Titan of $0.1 million, respectively, related to the direct costs, indirect cost allocation, and timing of funding of cash accounts for reimbursement of operating activities and capital expenditures, which were recorded in advances to/from affiliates in the condensed consolidated balance sheets.

 

NOTE 5 – COMMITMENTS AND CONTINGENCIES

General Commitments

As of June 30, 2019, certain of our executives are parties to employment agreements with ATLS or Titan that provide compensation and certain other benefits to such executives. The agreements provide for severance payments under certain circumstances.

As of June 30, 2019, we did not have any commitments related to our drilling and completion and capital expenditures.

11


 

Legal Proceedings

We and our subsidiaries are parties to various routine legal proceedings arising in the ordinary course of business. Our management and our subsidiaries believe that none of these actions, individually or in the aggregate, will have a material adverse effect on our financial condition or results of operations.

Environmental Matters

We and our subsidiaries are subject to various federal, state and local laws and regulations relating to the protection of the environment. We have established procedures for the ongoing evaluation of our and our subsidiaries’ operations, to identify potential environmental exposures and to comply with regulatory policies and procedures. Environmental expenditures that relate to current operations are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations and do not contribute to current or future revenue generation are expensed. Liabilities are recorded when environmental assessments and/or clean-ups are probable, and the costs can be reasonably estimated. We and our subsidiaries maintain insurance which may cover in whole or in part certain environmental expenditures. We and our subsidiaries had no environmental matters requiring specific disclosure or requiring the recognition of a liability as of June 30, 2019 and December 31, 2018.

12


 

ITEM 2:

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

BUSINESS OVERVIEW

We are a Delaware limited partnership and an independent developer and producer of natural gas, crude oil and NGLs with operations primarily focused in the Eagle Ford Shale in south Texas. Our general partner, Atlas Growth Partners GP, LLC owns 100% of our general partner units (which are entitled to receive 2% of the cash distributed by us without any obligation to make further capital contributions) and all of the incentive distribution rights through which it manages and controls us.

Atlas Energy Group, LLC (“ATLS”), a Delaware limited liability company, manages and controls us through its 2.1% limited partner interest in us and 80% member interest in our general partner. Current and former members of ATLS management own the remaining 20% member interest in our general partner.

MANAGEMENT OVERVIEW AND OUTLOOK

Since our inception in 2013, we have developed into a company with a core position in the Eagle Ford Shale in south Texas.  While the energy markets continue to be marked by volatility, we are focused on refining our operations to reduce expenses.  At June 30, 2019, we had $3.7 million of cash on our balance sheet and no debt.

During the six months ended June 30, 2018, we deployed $6.0 million of cash on hand to drill and complete one Eagle Ford Shale well that turned in-line during May 2018. The well has increased our production and provided additional cash flow to our business. With this additional well, we have enhanced ability to generate positive cash flow from our operations and take advantage of opportunities to drill new Eagle Ford Shale wells or take on other strategic initiatives and transactions should favorable conditions arise.

While we manage the company on a daily basis to optimize operating results, we also continue to explore ways to strategically grow and transform the company. Quarterly, we consider our ability to make distributions to unitholders; however, based on the company’s financial position and cash flows, we have not yet elected to resume making distributions following the suspension in November 2016. We continue to explore opportunities to drill additional wells across our Eagle Ford Shale locations.  Our ability to convert our locations into cash-flowing wells may be improved by raising additional capital, but we have limited avenues to do so at this time.  We continue to evaluate the most attractive way to accelerate growth of our portfolio and drive value to all of our equity holders.  We will continue to vigorously pursue all options to maximize returns to our investors.

GENERAL TRENDS AND OUTLOOK

We expect our business to be affected by key trends in natural gas and oil production markets. Our expectations are based on assumptions made by us and information currently available to us. To the extent our underlying assumptions or interpretations of available information prove to be incorrect, our actual results may vary materially from our expected results.

Since 2017, the natural gas, oil and natural gas liquids commodity price markets have been marked by volatility. While we anticipate high levels of exploration and production activities over the long-term in the areas in which we operate, fluctuations in energy prices can greatly affect production rates and investments in the development of new natural gas, oil and NGL reserves. The economics of drilling new oil wells across our acreage position in the Eagle Ford Shale in south Texas have improved substantially over the past two years, driven by both a rise in oil prices, as well as significant advancements in drilling and completion technology.

Our future gas and oil reserves, production, cash flow, our ability to make payments on our obligations and our ability to make distributions to our unitholders, depend on our success in producing our current reserves efficiently, developing our existing acreage and acquiring additional proved reserves economically. We face the challenge of natural production declines and volatile natural gas, oil and NGL prices. As initial reservoir pressures are depleted, natural gas and oil production from particular wells decrease. We attempt to overcome this natural decline by drilling to find additional reserves and acquiring more reserves than we produce. To the extent we would not have access to sufficient capital, our ability to drill and acquire more reserves would be negatively impacted.

13


 

RESULTS OF OPERATIONS

Gas and Oil Production

Production Profile. We have established production positions in the following areas:

 

the Eagle Ford Shale in south Texas, an oil-rich area, in which we acquired acreage in November 2014, where we derive over 95% of our production volumes and revenues; and

 

the Mississippi Lime play in northwestern Oklahoma, an oil and NGL-rich area.

In January 2019, we sold our Marble Falls position, which resulted in a gain of $20 thousand after customary purchase price adjustments.  

The following table presents the number of wells we drilled and the number of wells we turned in line, both gross and net during the periods indicated:

 

 

Three Months Ended

June 30,

 

 

Six Months Ended

June 30,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

Gross wells drilled(1)

 

 

 

 

 

 

 

 

 

 

 

1

 

Net wells drilled(1)

 

 

 

 

 

 

 

 

 

 

 

1

 

Gross wells turned in line(2)

 

 

 

 

 

1

 

 

 

 

 

 

1

 

Net wells turned in line(2)

 

 

 

 

 

1

 

 

 

 

 

 

1

 

 

(1)

There were no exploratory wells drilled during each of the periods presented.

(2)

Wells turned in line refers to wells that have been drilled, completed and connected to a gathering system.

14


 

Production Volumes. The following table presents total net natural gas, crude oil and NGL production volumes and production volumes per day for the periods indicated:

 

 

Three Months Ended

June 30,

 

 

Six Months Ended

June 30,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

Total production volumes per day:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

          Natural gas (Boed)

 

 

31

 

 

 

52

 

 

 

30

 

 

 

48

 

          Oil (Bpd)

 

 

318

 

 

 

450

 

 

 

342

 

 

 

365

 

          NGLs (Bpd)

 

 

38

 

 

 

57

 

 

 

37

 

 

 

53

 

                Total (Boed)

 

 

387

 

 

 

559

 

 

 

409

 

 

 

466

 

Total production volumes:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

          Natural gas (MBoe)

 

 

3

 

 

 

5

 

 

 

5

 

 

 

9

 

          Oil (MBbls)

 

 

29

 

 

 

41

 

 

 

62

 

 

 

66

 

          NGLs (MBbls)

 

 

3

 

 

 

5

 

 

 

7

 

 

 

10

 

                Total (MBoe)

 

 

35

 

 

 

51

 

 

 

74

 

 

 

85

 

Production Revenues, Prices and Costs. Production revenues and estimated gas and oil reserves are substantially dependent on prevailing market prices for oil. The following table presents our production revenues and average sales prices for our natural gas, oil, and NGL production, along with our average production costs, which include lease operating expenses, taxes, and transportation and compression costs, for the periods indicated:

 

 

Three Months Ended

June 30,

 

 

Six Months Ended

June 30,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

Production revenues (in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas revenue

 

$

21

 

 

$

65

 

$

29

 

$

101

 

Oil revenue

 

1,831

 

 

 

2,787

 

 

3,676

 

 

4,417

 

NGLs revenue

 

51

 

 

 

119

 

 

97

 

 

223

 

Total production revenues

 

$

1,903

 

 

$

2,971

 

$

3,802

 

$

4,741

 

Average sales price, unhedged:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas (per Mcf)

 

$

1.24

 

 

$

2.27

 

$

0.89

 

$

1.93

 

Oil (per Bbl)

 

$

63.21

 

 

$

68.08

 

$

59.47

 

$

66.87

 

NGLs (per Bbl)

 

$

14.89

 

 

$

22.83

 

$

14.31

 

$

23.17

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Oil and Gas Costs (in thousands)

 

$

677

 

 

$

986

 

$

1,279

 

$

1,442

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Production costs (per Boe):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease operating expenses

 

$

15.24

 

 

$

15.26

 

$

13.21

 

$

13.19

 

Production taxes

 

3.58

 

 

 

3.53

 

 

3.66

 

 

3.47

 

Transportation and compression

 

0.40

 

 

 

0.16

 

 

0.41

 

 

0.18

 

Total production costs per Boe

 

$

19.22

 

 

$

18.95

 

$

17.28

 

$

 

16.84

 

 

Our oil and gas production revenues were lower in the current quarter as compared to the prior year period due to a $1.7 million decrease in oil production volumes from existing wells and a $0.1 million decrease due to lower realized average oil sales prices, partially offset by a $0.7 million increase related to production from an additional well turned in line during May 2018. Our oil and gas production revenues were lower in the six months ended June 30, 2019 as compared to the prior year period due to a $2.1 million decrease in oil production volumes from existing wells and a $0.3 million decrease due to lower realized average oil sales prices, partially offset by a $1.5 million increase related to production from an additional well turned in line during May 2018.

Our oil and gas production costs were lower in the current quarter as compared to the prior year period due to a $0.2 million decrease in production costs resulting from lower volumes and a $0.1 million decrease in property tax expense. Our oil and gas production costs were lower in the six months ended June 30, 2019 as compared to the prior year period due to a $0.2 million decrease in production costs resulting from lower volumes, partially offset by a $0.1 million increase in production costs in the Eagle Ford Shale due to our well that turned in line during May 2018.

15


 

OTHER REVENUES AND EXPENSES

 

 

Three Months Ended

June 30,

 

 

Six Months Ended

June 30,

 

(in thousands)

 

2019

 

 

2018

 

 

2019

 

 

2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gain (loss) on mark-to-market derivatives

 

$

 

 

$

(292

)

$

 

$

(578

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

$

1,206

 

 

$

984

 

$

2,231

 

$

1,965

 

Depreciation, depletion and amortization

 

 

859

 

 

 

1,724

 

 

2,019

 

 

2,699

 

Gain on asset sales

 

 

 

 

 

 

 

20

 

 

 

 

Loss on Mark-to-Market Derivatives. We recognize changes in fair value of derivatives immediately within gain (loss) on mark-to-market derivatives on our condensed consolidated statements of operations. The recognized losses during the three and six months ended June 30, 2018 were due to changes in commodity futures prices relative to our derivative positions as of the respective prior period end. For the three and six months ended June 30, 2019, we did not have any commodity derivatives outstanding.

General and Administrative Expenses. The increase in general and administrative expenses for the current quarter and the six months ended June 30, 2019 as compared to the prior year periods were due to increases of $0.2 million and $0.3 million, respectively, in salaries, wages and other corporate activity costs allocated to us as a result of increased corporate activities.

Depreciation, Depletion and Amortization. The decrease in depreciation, depletion and amortization in the current quarter and the six months ended June 30, 2019 as compared to the prior year periods was primarily due to decreases of $0.9 million and $0.7 million, respectively, in our depletion expense resulting from asset impairments recorded in the 4th quarter of 2018, which lowered our depletable base, and lower production volumes.

Gain on asset sales. In January 2019, we sold our Marble Falls position, which resulted in a gain of $20 thousand after customary purchase price adjustments.

LIQUIDITY AND CAPITAL RESOURCES

General

We currently fund our operations through cash generated from operations. Our future cash flows are subject to a number of variables, including oil and natural gas prices.

As of June 30, 2019, we had $3.7 million of cash on our balance sheet and no debt.

Cash Flows

 

 

Six Months Ended

June 31,

 

 

 

2019

 

 

2018

 

 

 

 

(in thousands)

 

Net cash provided by operating activities

 

$

174

 

 

$

1,142

 

Net cash used in investing activities

 

 

 

 

 

(6,027

)

Net cash used in financing activities

 

 

 

 

 

 

Six Months Ended June 30, 2019 Compared with the Six Months Ended June 30, 2018

Cash Flows from Operating Activities:

The change in cash flows provided by operating activities compared with the prior period was due to:

 

an increase of $0.4 million in net cash provided by operating activities from cash receipts and disbursements attributable to our normal monthly operating cycle for gas and oil production revenues, and collections net of payments for royalties, lease operating expenses, severance taxes and general and administrative expenses; and

16


 

 

an increase of $1.1 million in net cash used in operating activities from advances from affiliates related to the direct costs, indirect cost allocation,  and timing of funding of cash accounts for reimbursement of operating activities and capital expenditures; partially offset by

 

a decrease of $0.5 million in net cash used in operating activities related to cash settlement payments on our commodity derivative contracts.

Cash Flows used in Investing Activities:

The change in cash flows used in investing activities compared with the prior year period was due to a decrease of $6.0 million in capital expenditures related to our development activities in the Eagle Ford Shale in 2018.  We did not have any development activity in 2019.

Capital Requirements

As of June 30, 2019, we did not have any material accrued well drilling and completion and capital expenditures.

OFF BALANCE SHEET ARRANGEMENTS

There have been no material changes to our off balance sheet arrangements from those disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2018.

CONTRACTUAL OBLIGATIONS AND COMMERCIAL COMMITMENTS

There have been no material changes to our contractual obligations and commercial commitments outside the ordinary course of our business from those disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2018.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

For a more complete discussion of the accounting policies and estimates that we have identified as critical in the preparation of our condensed consolidated financial statements, please refer to our Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the fiscal year ended December 31, 2018.

Recently Issued Accounting Standards

See “Item 1: Financials Statements – Note 2” for additional information related to recently issued accounting standards.

ITEM 3:

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The primary objective of the following information is to provide forward-looking quantitative and qualitative information about our potential exposure to market risks. The term “market risk” refers to the risk of loss arising from adverse changes in interest rates and commodity prices. The disclosures are not meant to be precise indicators of expected future losses, but rather indicators of reasonable possible losses. This forward-looking information provides indicators of how we view and manage our ongoing market risk exposures. All of the market risk-sensitive instruments were entered into for purposes other than trading.

General

All of our assets and liabilities are denominated in U.S. dollars, and as a result, we do not have exposure to currency exchange risks.

We are exposed to various market risks, principally changes in commodity prices. These risks can impact our results of operations, cash flows and financial position. We may manage these risks through regular operating and financing activities and periodic use of derivative financial instruments such as forward contracts and swap agreements. As of June 30, 2019, we did not have any commodity derivatives outstanding. The following analysis presents the effect on our results of operations, cash flows and financial position as if the hypothetical changes in market risk factors occurred on June 30, 2020. Only the potential impact of hypothetical assumptions was analyzed. The analysis does not consider other possible effects that could impact our business.

Commodity Price Risk. Our market risk exposures to commodities are due to the fluctuations in the commodity prices and the impact those price movements have on our financial results. For the three months ended June 30, 2019, we did not have any commodity derivatives outstanding.

17


 

Holding all other variables constant, a 10% change in average commodity prices would result in a change to our net loss for the twelve-month period ended June 30, 2020 of $0.8 million.

Realized pricing of natural gas, oil, and NGL production is primarily driven by the prevailing worldwide prices for crude oil and spot market prices applicable to United States natural gas, oil and NGL production. Pricing for natural gas, oil and NGL production has been volatile and unpredictable for many years.

ITEM 4:

CONTROLS AND PROCEDURES

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

 

Our management, with the participation of our Chief Executive Officer (principal executive officer) and our Chief Financial Officer (principal financial officer) has evaluated the effectiveness of our disclosure controls and procedures in ensuring that the information required to be disclosed in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, including ensuring that such information is accumulated and communicated to management (including the principal executive and financial officers) as appropriate to allow timely decisions regarding required disclosure. Based on such evaluation, our principal executive and financial officers have concluded that such disclosure controls and procedures were effective as of June 30, 2019.

 

Changes in Internal Control over Financial Reporting

 

There have been no changes in our internal control over financial reporting during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

18


 

PART II

ITEM 6:

EXHIBITS

 

Exhibit No.

 

Description

 

 

 

 

 

 

  3.1

 

Certificate of Limited Partnership of Atlas Growth Partners, L.P. (incorporated by reference to the registration statement on Form S-1 (File No. 333-207537) filed on October 21, 2015).

 

 

 

  3.2

 

First Amended and Restated Limited Partnership Agreement of Atlas Growth Partners, L.P. (incorporated by reference to our Current Report on Form 8-K filed on April 6, 2016).

 

 

 

31.1*

 

Rule 13(a)-14(a)/15(d)-14(a) Certification

 

 

 

31.2*

 

Rule 13(a)-14(a)/15(d)-14(a) Certification

 

 

 

32.1*

 

Section 1350 Certification

 

 

 

32.2*

 

Section 1350 Certification

 

 

 

101.INS*

 

XBRL Instance Document(1)

 

 

 

101.SCH*

 

XBRL Schema Document(1)

 

 

 

101.CAL*

 

XBRL Calculation Linkbase Document(1)

 

 

 

101.LAB*

 

XBRL Label Linkbase Document(1)

 

 

 

101.PRE*

 

XBRL Presentation Linkbase Document(1)

 

 

 

101.DEF*

 

XBRL Definition Linkbase Document(1)

 

 

 

 

*

Filed herewith

(1)

Attached as Exhibit 101 to this report are documents formatted in XBRL (Extensible Business Reporting Language). The financial information contained in the XBRL-related documents is “unaudited” or “unreviewed.”

19


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

ATLAS GROWTH PARTNERS, L.P.

 

By: Atlas Growth Partners GP, LLC, its General Partner

 

 

 

 

 

 

 

 

Date: August 14, 2019

 

By:

 

/s/ EDWARD E. COHEN

 

 

 

 

Edward E. Cohen

Chairman of the Board and Chief Executive Officer

 

 

 

 

 

Date: August 14, 2019

 

By:

 

/s/ JEFFREY M. SLOTTERBACK

 

 

 

 

Jeffrey M. Slotterback

Chief Financial Officer

 

20