Vanguard Natural Resources, Inc. Emergence Presentation | November - - PowerPoint PPT Presentation

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Vanguard Natural Resources, Inc. Emergence Presentation | November - - PowerPoint PPT Presentation

Vanguard Natural Resources, Inc. Emergence Presentation | November 9, 2017 Forward Looking Statements Forward Looking Statements Statements made by representatives of Vanguard Natural Resources, Inc. (Vanguard, VNRR, or the


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SLIDE 1

Vanguard Natural Resources, Inc.

Emergence Presentation | November 9, 2017

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SLIDE 2

Forward Looking Statements

2

Forward Looking Statements Statements made by representatives of Vanguard Natural Resources, Inc. (“Vanguard,” “VNRR,” or the “Company”) during the course of this presentation that are not historical facts are forward looking

  • statements. Terminology such as “will,” “would,” “should,” “could,” “expect,” “anticipate,” “plan,” “project,” “intend,” “estimate,” “believe,” “target,” “continue,” “on track,” “potential,” the negative of such

terms or other comparable terminology are intended to identify forward looking statements. These statements are based on certain assumptions and expectations made by the Company which reflect management’s experience, estimates and perception of historical trends, current conditions, anticipated future developments and other factors believed to be appropriate. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company, which may cause actual results to differ materially from those implied or anticipated in the forward looking statements. These include risks relating to financial performance and results, the ability to improve Vanguard’s results and profitability following its emergence from bankruptcy; our indebtedness under

  • ur revolving credit facility, term loan and second lien notes; availability of sufficient cash flow to make payments on our debt obligations and to execute our business plan; our prices and demand for oil, natural

gas and natural gas liquids; our ability to replace reserves and efficiently develop our reserves; and our ability to make acquisitions on economically acceptable terms. These and other important factors could cause actual results to differ materially from those anticipated or implied in the forward looking statements. Please read “Risk Factors” in our most recent annual report on Form 10-K and Item 1A. of Part II “Risk Factors” in our subsequent quarterly reports on Form 10-Q and any other public filings and press releases. Vanguard undertakes no obligation to publicly update any forward looking statements, whether as a result of new information or future events. This presentation has been prepared as of November 9, 2017. This presentation shall not constitute an offer to sell or the solicitation of any offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification of such securities under the securities law of any such jurisdiction. Securities may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or an exemption from such registration. Reserve Estimates The Securities and Exchange Commission (the “SEC”) permits oil and natural gas companies, in their filings with the SEC, to disclose only proved, probable and possible reserves that meet the SEC’s definitions for such terms. Vanguard may use terms in this presentation that the SEC’s guidelines strictly prohibit in SEC filings, such as “estimated ultimate recovery” or “EUR,” “original oil in place” or “OOIP,” “resource potential,” “stacked pay potential” and similar terms to estimate oil and natural gas that may ultimately be recovered. These broader classifications do not constitute reserves as defined by the SEC. Estimates of such broader classification of volumes are by their nature more speculative than estimates of proved, probable and possible reserves as used in SEC filings and, accordingly, are subject to substantially greater uncertainty of being actually realized. You should not assume that such terms are comparable to proved, probable and possible reserves or represent estimates of future production from properties or are indicative of expected future resource recovery. Original oil in place, for example, is merely an indication of the size of a hydrocarbon reservoir and is not an indication of reserves or the quantity of oil that is likely to be produced. Actual locations drilled and quantities that may be ultimately recovered will likely differ substantially from these estimates. Factors affecting ultimate recovery include the scope of Vanguard’s actual drilling program, availability of capital, drilling and production costs, commodity prices, availability of drilling services and equipment, actual encountered geological conditions, lease expirations, transportation constraints, regulatory approvals, field spacing rules, actual drilling results and recoveries of oil and natural gas in place, and other factors. These estimates may change significantly as the development of properties provides additional data. Reserve engineering is a complex and subjective process of estimating underground accumulations of oil and natural gas that cannot be measured in an exact way and the accuracy of any reserve estimate is a function of the quality of available data and of engineering and geological interpretation and judgment. Please read Vanguard’s filings with the SEC, including “Risk Factors” in Vanguard’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and other Current Reports on Form 8-K, which are available on Vanguard’s Investor Relations website at www.vnrenergy.com or on the SEC’s website at www.sec.gov, for a discussion of the risks and uncertainties involved in the process of estimating reserves. The estimates of reserves in this presentation were audited by Ryder Scott Company, LP, an independent third party reserve engineering firm, and are based on various assumptions related to oil and natural gas prices, drilling and operating expenses, capital expenditures, taxes and availability of funds. Unless otherwise noted, the estimates of reserves in this presentation assume an effective date of September 30, 2017. PV-10 PV-10 represents the present value, discounted at 10% per year, of estimated future net cash flows. Vanguard’s calculation of PV-10 herein differs from the standardized measure of discounted future net cash flows determined in accordance with the rules and regulations of the SEC in that it is calculated before income taxes, using $50.00 / Bbl and $3.00 / MMBtu as of September 30, 2017, rather than after income taxes, using the average price during the 12-month period, determined as an unweighted average of the first-day-of-the-month price for each month. Vanguard’s calculation of PV-10 should not be considered as an alternative to the standardized measure of discounted future net cash flows determined in accordance with the rules and regulations of the SEC.

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SLIDE 3

3

Executive Summary

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SLIDE 4

Vanguard Natural Resources, Inc.

4 Asset Map & Highlights

Assets Net Acres Proved Reserves (Bcfe) (2) Gas (%) (3) Proved PV-10 ($MM) (2)(4) Core Growth 139,905 2,596 83% $807 Stable Production 558,337 522 53% $513 Planned Divestitures 75,847 92 36% $77 Vanguard 774,089 3,210 76% $1,397

Key Highlights

 VNRR successfully completed its financial restructuring on August 1,

2017

 Emerged with substantially improved balance sheet

─ Reduced debt obligations by $825 MM; current net debt of ~$935 MM ─ Lowered leverage: 3.9x Net Debt / LTM Adj. EBITDA (1) ─ Hedges in place to mitigate commodity price exposure through 2020

 Shallow decline PD reserves generate substantial free cash flow and

support development across the portfolio

─ ~9% anticipated PD decline on average over the next ten years ─ LTM Adj. EBITDA of $242 MM (1)

 Strategically positioned to capitalize on undeveloped asset base

─ Multi-year inventory of high-return, low-cost, and repeatable

  • pportunities in the Pinedale, Arkoma, Piceance, Wamsutter, and other

assets

 Engaged Jefferies LLC to assist in strategic alternatives

─ Reduce financial leverage, expand access to capital, and maximize

flexibility to execute on high rate of return growth opportunities

─ Simplify and refocus existing asset base through strategic divestitures ─ Assess and pursue attractive organic development opportunities

(1) Excludes income from the monetization of hedges totaling $37.1 MM in the fourth quarter 2016. (2) Throughout the presentation proved reserves and proved PV-10 will include technical PUDs with an effective date of September 30, 2017. Refer to Slide 2 for additional information regarding reserves estimates and PV-10 disclosure. (3) Percent gas based on proved reserves. (4) Assumes flat NYMEX oil price of $50.00 / Bbl and Henry Hub gas price of $3.00 / MMBtu.

Pinedale Piceance Arkoma Core Growth Stable Production Planned Divestitures

Williston Basin Mississippi & Alabama Wind River San Juan Permian South Texas Gulf Coast East Haynesville Anadarko Basin Powder River Big Horn

Wamsutter

Post-Emergence Vanguard has the Capability to Capture Substantial Upside in Core Growth Assets

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SLIDE 5

Vanguard Asset Detail

5

(1)

Region Net Acres Gas (1) (%) Q3’17 Net Production (MMcfe/d) PD Reserves (Bcfe) Proved Reserves (Bcfe) PD PV-10 ($MM) (2) Proved PV-10 ($MM) (2) Operator

Core Growth

Arkoma Basin 68,196 95% 29 111 808 $61 $90 Mixed Piceance 14,940 66% 70 272 837 $226 $272 VNRR Pinedale 14,098 87% 108 305 911 $250 $419 OBO Wamsutter 42,671 86% 12 41 41 $26 $26 Mixed Core Growth Total 139,905 83% 219 728 2,596 $563 $807

Stable Production

Anadarko Basin 26,752 67% 7 32 32 $29 $29 OBO Other Arkoma Basin (3) 111,185 100% 19 59 59 $42 $42 Mixed Big Horn 15,632 4% 15 82 84 $110 $112 VNRR East Haynesville 10,540 61% 4 24 77 $37 $69 VNRR Gulf Coast 56,289 71% 11 63 63 $47 $47 Mixed Permian Basin 235,482 (4) 38% 45 149 149 $173 $174 VNRR Powder River 66,866 100% 17 15 15 $8 $8 VNRR San Juan Basin 977 100% 5 9 9 $5 $5 OBO South Texas 2,414 49% 3 16 16 $12 $12 VNRR Other 32,200 60% 1 14 17 $14 $16 NA Stable Production Total 558,337 60% 127 463 522 $476 $513 Planned Divestitures Total (5) 75,847 36% 26 92 92 $77 $77 Vanguard Total 774,089 76% 372 1,283 3,210 $1,116 $1,397

Note: Refer to Slide 2 for additional information regarding reserves estimates and PV-10 disclosure. (1) Percent gas based on proved reserves. (2) Assumes flat NYMEX oil price of $50.00 / Bbl and Henry Hub gas price of $3.00 / MMBtu. (3) Excludes counties included in Arkoma Basin, which are Atoka, Coal, Hughes, and Pittsburg. (4) Total net acreage in Andrews, Crane, Dawson, Ector, Eddy, Gaines, Lea, Martin, Pecos, Reagan, Reeves, Terry, Upton, Ward, and Winkler counties totals 64,643, including deep and shallow depth rights. (5) Includes assets in Alabama and Mississippi, Williston Basin, and Wind River.

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SLIDE 6

Strong Base of Proved Reserves

6 Proved Reserves Summary Proved Reserves Mix: 3,210 Bcfe PV-10 by Reserve Category: $1,397 MM(2) Key Highlights

 Proved PV-10 of $1,397 MM

assuming $50.00 / Bbl and $3.00 / MMBtu

 In addition to Vanguard’s current

base of proved reserves, the Company holds significant incremental resource potential and value via unproven drilling locations

Proved PV-10 by Area: $1,397 MM(2)

76% 9% 15% Natural Gas Oil NGLs $1,098 $18 $220 $62 PDP PDNP PUD Tech. PUD $807 $513 $77 Core Growth Stable Producing Divestitures

With Substantial Incremental Resource Potential from Core Growth Assets

Note: Refer to Slide 2 for additional information regarding reserves estimates and PV-10 disclosure. (1) Identified PUD locations that do not fall within the SEC’s defined five-year development window. (2) Assumes flat NYMEX oil price of $50.00 / Bbl and Henry Hub gas price of $3.00 / MMBtu.

Proved Reserves Proved PV-10 ($MM) As of Oil Gas NGLs Total 30-Sep-17 (MMBbl) (Bcf) (MMBbl) (Bcfe) $50 / $3.00 $55 / $3.50 $60 / $4.00 PDP 37 839 33 1,262 1,098 $ 1,399 $ 1,708 $ PDNP 1 11 1 21 18 23 29 PUD 6 591 14 712 220 360 501

  • Tech. PUD (1)

4 1,008 30 1,215 62 166 270 Total Proved 49 2,450 78 3,210 1,397 $ 1,949 $ 2,508 $

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SLIDE 7

Overview of Core Growth Assets

7 Pinedale I

 Highly delineated position with

substantial inventory of low cost and high return well locations

Arkoma II

 Position in the core of the

Arkoma Basin, offset to strong well results from BP, Newfield and others

Piceance III

 Highly contiguous and operated

acreage position enable efficient large-scale development

Wamsutter IV

Net Acres 42,671 PD Reserves 41 Bcfe Natural Gas 86% Q3’17 Net Production 12 MMcfe/d Gross Undev. Locations ~160 Net Undev. Locations ~100

 Assets located in core Almond

and Lewis development windows

Wyoming

Sweet Water Sublette

Oklahoma

Coal Pittsburg Atoka Pushmataha Hughes

Wyoming

Sweetwater Carbon Net Acres 14,098 PD Reserves 305 Bcfe Natural Gas 87% Q3’17 Net Production 108 MMcfe/d Gross Undev. Locations ~1,500 (1) Net Undev. Locations ~200 (1) Net Acres 68,196 PD Reserves 111 Bcfe Natural Gas 95% Q3’17 Net Production 29 MMcfe/d Gross Undev. Locations ~1,600 Net Undev. Locations ~450 Net Acres 14,940 PD Reserves 272 Bcfe Natural Gas 66% Q3’17 Net Production 70 MMcfe/d Gross Undev. Locations ~550 Net Undev. Locations ~500 Garfield

Colorado

Mesa

Note: Refer to Slide 2 for additional information regarding reserves estimates and PV-10 disclosure. (1) Assumes 10-acre spacing and no material horizontal development on flank acreage.

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SLIDE 8

Substantial Opportunity for Upside in Core Growth Assets

8 Pinedale I Arkoma II Piceance III Wamsutter IV Significant Upside from Multiple Horizons

 Multiple productive zones including the Almond, Middle Almond, Lewis

and Fort Union

Industry Activity Accelerating

 Attractive recent horizontal results from BP and other operators  Recent LINN Energy divestiture demonstrates strategic appetite and

awareness of the play’s upside potential

 Permitting activity continues to increase; up 403% vs. one-year ago

Significant Upside from Emerging Horizontal Development

 Ultra Petroleum’s 3-well test program is underway; initial results have

been highly encouraging (1)

 Horizontal wells have the potential to redefine the play by

substantially increasing resource recovery and economics

Extensive Remaining Undeveloped Inventory

 VNRR vertical inventory consists of ~1,500 wells assuming 10-acre

spacing; downspacing to 5-acres increases total potential undeveloped inventory by >2x

 Ultra has identified ~1,600 incremental horizontal locations located on

the flank of the play (1)

Step-Change in Performance Due to Larger Completions

 Wells utilizing modern fracs have demonstrated robust EURs and rates

  • f return at current commodity prices

 Wells that have utilized high-fluid completions and generated strong

results include BP’s Schmitt 1-1H and Trinity Operating’s Joey 1-1H, which had 30-day IP’s of 11.6 and 8.4 MMcfe/d, respectively (2)

Further Delineation Expected from Multiple Operators

 Vanguard is participating in drilling programs led by BP and Newfield  Actively evaluating operated development plans in Atoka and

Pittsburg Counties

Material Upside through Utilization of Optimal Completion Techniques

 Completion maximizes total fluid per well and has resulted in

significant increases to EUR and single well economics

Asset Poised for Development

 14-well pilot program with new completion design beginning Q4 2017  Contiguous and operated acreage position enables efficient

development supported by cost savings achieved through infrastructure investment

(1) Ultra Petroleum’s public filings and other publicly available information. (2) Perforated lateral length of 4,901’ and 4,010’ for the Schmitt 1-1H and Joey 1-1H, respectively.

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SLIDE 9

~ 1,600 ~ 1,500 3,100 ~ 550 3,650 ~ 160 >3,800

  • 500

1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500 Arkoma Pinedale Piceance Wamsutter Total Inventory

Significant Upside for Core Growth Assets

9 Substantial Inventory of High Return Undeveloped Locations

 Vanguard has identified >3,800 gross (>1,200 net) undeveloped locations across its four core growth areas  Additional upside through downspacing, horizontal development, and ongoing evaluation of other assets  Vanguard can support these growth areas with its stable foundation of cash flow from producing assets

Continuously Evaluating Portfolio for Additional Upside Arkoma Pinedale Piceance Wamsutter

Gross Locations ~1,600 ~1,500 ~550 ~160 Net Locations ~450 ~200 ~500 ~100

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SLIDE 10

PD Production Decline (%) (1)

12% 11% 10% 9% 8% 8% 8% 8% 8% YE 2018 YE 2019 YE 2020 YE 2021 YE 2022 YE 2023 YE 2024 YE 2025 YE 2026

Long-Life, Shallow Decline PD Reserves

10 Key Highlights

 Vanguard’s annual production

decline rate is among the lowest of its peers

─ On average, Vanguard’s existing

PD production will decline at less than ~9% per year

─ R/P ratio of 9.3x is significantly

above the peer average

 PD reserves generate significant free

cash flow, enabling Vanguard to reinvest proceeds in core growth assets and limits the need for 3rd party financing

(1) Please refer to Slide 2 for additional information regarding reserves estimates and PV-10 disclosures. (2) Peer group includes: AMPY, BBG, CHK, ECR, JONE, NFX, SD, SN, UPL, WRD, and XCO.

Average PD Decline Per Year of ~9% Peer Average of 6.5x

Comparable Companies PD R/P (Years) (2)

2.4x 2.8x 4.9x 5.7x 5.7x 5.9x 6.2x 7.0x 7.9x 9.3x 9.3x 10.7x Peer 1 Peer 2 Peer 3 Peer 4 Peer 5 Peer 6 Peer 7 Peer 8 Peer 9 Peer 10 Peer 11

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SLIDE 11

$3.37 $2.58 $2.42 $2.25 $2.17 $2.04 $2.01 $1.90 $1.77 $1.62 $1.61 $1.42

Peer 1 Peer 2 Peer 3 Peer 4 Peer 5 Peer 6 Peer 7 Peer 8 Peer 9 Peer 10 Peer 11

 Vanguard’s focus on efficiency has resulted in a very low cost structure compared to that of its peers  Low cost structure underpins cash flow and supports the future development of core growth assets

Best in Class Operating Costs

11 Operating Expenses per Unit of Production (Mcfe) (1)(2)

(1) Includes lease operating expense, gathering and transportation, production taxes, and SG&A. Based on Q2 2017 results. (2) Peer group includes: AMPY, CHK, BBG, ECR, JONE, NFX, SD, SN, UPL, WRD, and XCO.

Average of $2.10 VNRR is 25% Below Average ($/Mcfe)

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SLIDE 12

Pro Forma Capital Structure Enhances Flexibility

12 Key Highlights

 Reduced total debt by ~$825

MM and annual cash interest by more than $30 MM

 As of September 30, 2017,

Vanguard had ~$137 MM in liquidity

 First lien debt comprised of a

Reserve Based Loan (“RBL”), which has a borrowing base of $850 MM, and term loan facility

  • f $125 MM
  • Currently $730 MM drawn
  • n RBL facility
  • Borrowing base

redetermination holiday until August 2018

  • Maturity date of RBL is

February 2021

Vanguard Pro Forma Capitalization ($MM)

Note: Petition date as of February 1, 2017. Refer to Slide 2 for additional information regarding reserves estimates and PV-10 disclosure. (1) Flat price deck of $50.00 / Bbl and $3.00 / MMBtu for oil and gas, respectively. (2) Excludes income from the monetization of hedges totaling $37.1 MM in the fourth quarter 2016.

Petition Date Adjustments 9/30/17 Cash & Cash Equivalents 30 $ (13) $ 17 $ Revolving Credit Facility 1,249 (519) 730 Term Loan

  • 125

125 7.0% Secured Second Lien due 2023 76 (76)

  • 9.0% Secured Second Lien due 2024
  • 81

81 7.875% Senior Notes due 2020 382 (382)

  • 8.375% Senior Notes due 2019

51 (51)

  • Lease Financing Obligations

19 (3) 16 Total Debt 1,777 $ (825) $ 952 $ Net Debt 1,747 $ 935 $ Liquidity Borrowing Base 850 $ Less: LIBOR Tranche (730) RBL Availability 120 $ Plus: Cash 17 Total Liquidity (9/30/17) 137 $ Petition Date 9/30/17 Credit Statistic Metric Metric Net Debt / Q3 Net Production ($ / Mcfe/d) 372 MMcfe/d 4,696 $ 2,513 $ Net Debt / PD Reserves ($ / Mcfe) 1,283 Bcfe 1.36 $ 0.73 $ Net Debt / Proved Reserves ($ / Mcfe) 3,210 Bcfe 0.54 $ 0.29 $ Proved PV-10 / First Lien Debt (1) 1,397 $ MM 1.1x 1.6x Proved PV-10 / Net Debt (1) 1,397 $ MM 0.8x 1.5x Net Debt / LTM Adj. EBITDA (2) 242 $ MM 7.2x 3.9x

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SLIDE 13

Initial Asset Sales

13 Key Highlights

 The Company has engaged Jefferies as lead

advisor and has initiated a process to explore and evaluate potential strategic alternatives, which includes the marketing of non-core assets

 VNRR has retained additional advisors to work

alongside Jefferies in the sale of selected initial non-core assets

 Proceeds received will further de-lever the

balance sheet and provide additional liquidity that can be deployed in higher growth assets

Divestiture Candidates

Asset Advisor Net Acres Q3 Net Production (MMcfe/d) Proved Reserves (Bcfe) Gas (%) Operator Williston Basin Eagle River 36,970 7 20 6% Mixed Wind River Meagher 26,778 8 27 88% VNRR Mississippi & Alabama Detering 12,099 11 46 18% VNRR Total Planned Asset Sales 75,847 26 92 36% NA

Williston Basin Wind River Mississippi & Alabama

First Steps to De-Levering & Focusing Vanguard’s Portfolio

Note: Refer to Slide 2 for additional information regarding reserves estimates and PV-10 disclosure.

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SLIDE 14

Commodity Hedge Portfolio

14 Natural Gas Positions Oil Positions Well Hedged to Limit Commodity Volatility through 2020

Note: NGL hedges as a percentage of PDP are 49% for 2017E and 47% for 2018E.

$3.11 $3.00 $2.78 $2.73 200,000 192,444

25,000 50,000 75,000 100,000 125,000 150,000 175,000 200,000 225,000 Q4 2017 2018 2019 2020 MBtu/d Swaps Collars

144,037 155,244

$2.60-$3.00 $2.60-$3.00

Gas Summary Q4 2017E 2018E 2019E 2020E PDP % Hedged 85% 89% 81% 83%

$45.20 $46.47 $47.39 $47.81 8,901 8,381

1,000 2,000 3,000 4,000 5,000 6,000 7,000 8,000 9,000 10,000 Q4 2017 2018 2019 2020 Bbls/d Swaps Collars

5,610 6,668

$43.81- $54.04 $44.17- $55.00

Oil Summary Q4 2017E 2018E 2019E 2020E PDP % Hedged 94% 94% 82% 75%

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SLIDE 15

Highly Experienced Management Team

15 Name Position Prior Experience Years in Industry Scott W. Smith President & CEO 34+ Scott Sloan EVP & CFO 27+ Britt Pence EVP & COO 30+ Mark Carnes VP, Acquisitions & Divestitures 37+ Ryan Midgett VP, Finance & Treasury 10+

San Juan Partners Greenhill Petroleum Petromark

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SLIDE 16

Vanguard Highlights

16

1 Core growth assets provide material economic development inventory 2 Utilization of next-generation completion designs provides significant upside 3 Long-life and shallow decline production base delivers free cash flow and funds growth 6 Vanguard management team has an extensive track record averaging >25 years of experience 4 One of the lowest cost operating platforms in the industry 5 Significantly improved balance sheet provides flexibility 7 Strategic evaluation process aimed toward de-levering and focusing the portfolio is underway

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SLIDE 17

17

Pinedale Overview

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SLIDE 18

Pinedale Asset Overview

18 Key Highlights

 14,098 net acres in the Pinedale and Jonah fields with ~15% WI

  • ~70% operated by Ultra Petroleum and ~30% operated by Pinedale Energy Partners; 5 rigs

currently operating on Vanguard’s acreage

 Highly delineated and 100% HBP  Q3’17 net production of 108 MMcfe/d from ~2,800 producing wells  Ultra Petroleum actively testing horizontal development through pilot program  Strong well returns at NYMEX with substantial upside from latest completion designs  Large undeveloped resource from ~1,500 identified undeveloped wells at 10-acre spacing;

undeveloped inventory increases by >2x utilizing 5-acre spacing

Pinedale Asset Map ✓ Repeatable results; tremendous well control demonstrated by 10+ years of continuous drilling ✓ Drilling locations are low cost and highly economic; D&C has declined and returns at NYMEX

currently exceed >20%, with potential improvement through continued optimization

✓ Incremental upside potential through horizontal development – testing underway ✓ Partnered with high-quality operators in Ultra Petroleum and Pinedale Energy Partners ✓ Significant optionality through non-operator status; can select individual well participation ✓ Renewed interest from industry and financial investors; drilling activity continues to increase

Wyoming

Sweet Water Sublette

Predictable Growth from Vertical Well Development with Downspacing & Horizontal Upside Potential

Jonah Field

Vanguard Advantages

Pinedale Field

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SLIDE 19

Highly Delineated Asset with Significant Remaining Upside

19 Key Highlights

 Currently ~2,800 producing wells

across Vanguard’s position in the Pinedale and Jonah fields

 Substantial inventory of undeveloped

inventory exists, consisting of ~1,500 gross locations at 10-acre spacing

  • Inventory increases more than 2x

assuming 5-acre spacing

  • Additional uplift from horizontal

development

Ultra Petroleum has identified ~1,600 potential horizontal flank locations on its acreage (1)

VNRR evaluation in process

 Drilling activity continues to increase,

with Ultra Petroleum adding 3 rigs in Q2 2017

 Additional operator activity focused

  • n the Jonah Field

Producing Vertical Wells Identified 10-Acre Vertical Well Drilling Inventory

PDP Wells Pinedale Energy Operated Ultra Petroleum Operated

Currently Evaluating Horizontal Potential

(1) Ultra Petroleum’s public filings and other publicly available information. Ultra has Identified 50 potential pads, with 8 targets per pad (2 in the Upper Lance, 4 in the Lower Lance, and 2 in the Mesaverde), and four locations per target.

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SLIDE 20

High Quality Operators Focused on the Assets

20 Key Highlights

 Vanguard’s position is largely operated

by Ultra Petroleum and Pinedale Energy Partners

 Ultra Petroleum’s position is large and

contiguous, allowing for optimization of the development drilling program

  • Currently engaged in simultaneous

drilling, completion, and production

  • perations on the same pad
  • Established infrastructure across

the field and basin

 Pinedale Energy Partners position is also

contiguous and encompasses a large portion of Vanguard’s northern acreage position

  • Pinedale Energy Partners acquired

the asset in July 2017 from QEP Resources for $740 MM

Ultra Petroleum Well Costs – Savings Captured Through Efficiencies

$7.0 $6.2 $5.5 $5.0 $4.7 $4.8 $4.7 $3.8 $3.8 $3.0 $2.6 $0.0 $1.0 $2.0 $3.0 $4.0 $5.0 $6.0 $7.0 $8.0 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016

$MM

>60% Decline in Well Costs Since 2006

Accelerating Rig Activity

3 3 3 5 5 8 2 2 2 4 4 7

Q1 2016 Q2 2016 Q3 2016 Q4 2016 Q1 2017 Q2 2017

~165% Increase Since Q1 2016

Pinedale Energy / QEP Ultra

1 1 1 1 1 1

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SLIDE 21

Attractive, Low-Risk Rates of Return Across the Play

21 Pinedale Wells are Low-Risk and Repeatable

 Vanguard has interests in over ~2,800 producing wells across the basin that have delineated the type curve and produced consistent results for over 10

years of continuous drilling

Single Vertical Well Economics (IRR % vs Gas Price) (1)

(1) Assumes flat NYMEX oil price of $50.00 / Bbl and Henry Hub gas price of $3.00 / MMBtu.

0% 10% 20% 30% 40% 50% 60% $2.75 $3.00 $3.25 $3.50 $3.75 IRR Henry Hub Gas Price ($ / MMBtu) $2.6 MM D&C $2.8 MM D&C

Based on a 4.0 Bcf Type Curve

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SLIDE 22

(1) Source: Ultra Petroleum’s investor presentation dated November 7, 2017, and other publicly available information. (2) Based on Antelope 341-19H. (3) Based on Warbonnet 9-23-A-1H.

Significant Upside Through Emerging Horizontal Development

22 Vanguard Pinedale Type Log (Ultra 3C1 – 11D) Key Highlights

 Ultra Petroleum has initiated a 3-well horizontal program in

the Pinedale, following Jonah Energy’s successful initial results in the Jonah Field

  • Initial wells targeted the Lance and Mesaverde horizons
  • Latest well flowing at 21 MMcfe/d (1)
  • Recent wells suggest up to 3.0 Bcfe/1,000’ (1)

 Ultra has identified ~1,600 potential horizontal wells that are

additive to existing vertical inventory (1)

Primary Upside Lance Target Window

Warbonnet 9-23-A-1H; Lower Lance A (flowing back)

Warbonnet 9-12-A-2H; Lower Lance A (drilled surface) Mesaverde Target Window

Warbonnet 9-12-M-1H; Lower Mesaverde (drilling)

Wyoming

Sublette

EUR 20 Bcfe IP 11 MMcf/d(2) EUR / 1,000’ 1.2 – 3.0 Bcf Condensate Yield 20 Bbl/MMcf D&C $9.0 MM(3) IRR 70% PV-10 $12.8 MM

Ultra Petroleum – Horizontal Program Update (1)

Horizontal Type Well Parameters

Flank is beyond boundary of current vertical development Ultra wells on eastern flank

~1,600 Potential Locations (1)

▪ 50 Pads ▪ 8 Targets per Pad ▪ 4 Locations per Target

Ultra Petroleum (1) Type Well Parameters Upside Potential

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SLIDE 23

23

Arkoma Overview

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SLIDE 24

Arkoma Asset Overview

24 Vanguard Advantages ✓ Significant upside from next-generation completion designs; trends in fluid and proppant are

resulting in materially improved performance

✓ Rig count and permitting continues to increase as more operators migrate to the latest

completion designs within the basin

✓ High returning single well rates of return exceeding 40% at current prices in certain areas ✓ Vanguard’s large, mostly contiguous acreage position enables large-scale development;

significant portion operated by Vanguard and development plans are being evaluated

✓ Recent M&A activity indicative of renewed interest in the play; Corterra Energy’s acquisition

reinforces the potential for upside in the Arkoma Basin

Key Highlights

 68,196 net acres in Hughes, Pittsburg, Coal, and Atoka Counties

  • ~37,400 net acres operated by VNRR (~77% WI on VNRR operated acreage)
  • ~30,700 net acres operated by other operators

 Q3’17 net production of 29 MMcfe/d from ~675 producing wells  Large identified undeveloped inventory consisting of ~1,600 gross / ~450 net locations  Participating in BP and Newfield Exploration drilling programs  Evaluating operated development plans

Oklahoma

Coal Pittsburg Atoka Pushmataha Hughes

Arkoma Asset Map

Large Acreage Position Benefitting from Renewed Industry Activity & Modern Completion Techniques

slide-25
SLIDE 25

Recent Well Results Highlight Arkoma Basin Strength

25 Arkoma Basin Well Results

LINN ANNIE 2A-4H 30D IP: 6.5 MMcf/d

  • Perf. LL: 4,822'

9

Bravo COLTON 1-27 30D IP: 7.6 MMcf/d

  • Perf. LL: 4,405'

1

BP SCHMITT 1-1H 30D IP: 11.6 MMcf/d

  • Perf. LL: 4,901'

Bravo ELLA MAE 1-23 30D IP: 8.0 MMcf/d

  • Perf. LL: 4,135'

7

Newfield STUART 3H-13 30D IP: 18.6 MMcf/d

  • Perf. LL: 4,894'

6

Newfield PATTERSON 4H-31 30D IP: 9.4 MMcf/d

  • Perf. LL: 4,880'

11

Continental BLEVINS 1-1H 30D IP: 9.6 MMcf/d

  • Perf. LL: 3,747'

2

Trinity MCAFEE 1-13H 30D IP: 6.8 MMcf/d

  • Perf. LL: 4,927'

17

BP LOFTIS TRUST 2-19H 30D IP: 7.0 MMcf/d

  • Perf. LL: 4,937'

19

Newfield SCHMITT 1H-28W 30D IP: 9.8 MMcf/d

  • Perf. LL: 7,323'

20

Kaiser-Francis GRIFFIN 1-6H 30D IP: 8.0 MMcf/d

  • Perf. LL: 4,848'

14

BP PHILLIPS 2-28H 30D IP: 7.9 MMcf/d

  • Perf. LL: 4,623'

22

Newfield PAYDEN 1H-12XX 30D IP: 14.6 MMcf/d

  • Perf. LL: 10,365'

27

Trinity SADIE 3-13H 30D IP: 7.0 MMcf/d

  • Perf. LL: 4,853'

25

Newfield ELLIS 2H-34XX 30D IP: 13.3 MMcf/d

  • Perf. LL: 11,681'

29

BP SMALLEY 4-12H 30D IP: 8.5 MMcf/d

  • Perf. LL: 4,826'

28

BP HUNT-GARRETT 5-343H 30D IP: 9.7 MMcf/d

  • Perf. LL: 6,304'

30

3 1 5 6 7 9 10 11 12 13 14 15 16 18 19 20 2 17 21 22 23 24 25

Recent wells utilizing next-generation completion techniques have demonstrated a step-change in Arkoma Basin productivity and economics

Foundation POWELL 1H-26 30D IP: 5.6 MMcf/d

  • Perf. LL: 3,750'

3

Trinity JOEY 1-1H 30D IP: 8.4 MMcf/d

  • Perf. LL: 4,010'

Newfield ZACK 1H-28 30D IP: 9.0 MMcf/d

  • Perf. LL: 4,165'

5

Petroquest LOFTIN 1-32H 30D IP: 6.8 MMcf/d

  • Perf. LL: 4,733'

10

Trinity CAROLYN 1-19H 30D IP: 8.3 MMcf/d

  • Perf. LL: 3,963'

12

Newfield CASTELLION 4H-27 30D IP: 8.7 MMcf/d

  • Perf. LL: 4,877'

13

XTO CARMAN 3-20H 30D IP: 6.8 MMcf/d

  • Perf. LL: 4,942'

15

Trinity DASH RANCH 1-34H 30D IP: 7.8 MMcf/d

  • Perf. LL: 5,013'

16

XTO HOOE 1-3H 30D IP: 6.9 MMcf/d

  • Perf. LL: 4,913'

18

Trinity SHANNON 1-27H 30D IP: 6.3 MMcf/d

  • Perf. LL: 4,867'

21

Trinity CABLE 2-13H 30D IP: 7.4 MMcf/d

  • Perf. LL: 4,499'

23

Trinity PAMELA 2-23H 30D IP: 7.5 MMcf/d

  • Perf. LL: 4,920'

24

Trinity THELMA 3-19H 30D IP: 7.9 MMcf/d

  • Perf. LL: 4,868'

26

26 27 28 29 30

4 8

8 4

slide-26
SLIDE 26

High vs. Low Fluid Locator Map

Key Highlights

 Recently completed wells in the Arkoma have demonstrated a similar trend to the SCOOP / STACK, where fluid loading has had a materially positive

impact on well performance

 Vanguard analyzed a subset of its acreage that included 168 recently completed low and high fluid well results with variations in proppant

  • Results strongly support a positive correlation between higher fluid and greater well productivity, demonstrated by ~30% uplift in 60 month

cumulative gas for wells completed with ~1,700 gal/ft vs. those completed with ~1,000 gal/ft on average

  • Proppant loading yielded moderate uplift of ~7% in 60 month cumulative gas for wells completed with ~540 lb/ft vs. ~290 lb/ft on average

VNRR Study: Modern Completions Leading to Increased EUR

26 Analysis of Fluid Performance Impact

Average Parameter Summary

Parameter Low Fluid High Fluid Proppant (lb/ft) 291 542 Fluid (gal/ft) 1,019 1,733 Gas EUR (Bcf) 5.6 7.0

Average Cumulative Production for High vs. Low Fluid Wells

STUDY AREA

Increased Fluid Dramatically Increases Well Productivity 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500 5,000 20 40 60 80 100

Cumulative Gas per 5,000’ Lateral Well (MMcf)

Months Online < 1,500 gal/ft > 1,500 gal/ft

slide-27
SLIDE 27

VNRR Study: Modern Completions Enabling Superior Economics

27 Key Highlights

 Operators in the Arkoma Basin have moved quickly to adopt high fluid loading completion designs, with

recent wells completed in northeastern Pittsburg County utilizing “optimized” designs that exceed “high fluid” parameters in the Study Area

  • These “optimized” completions have used greater than or equal to ~2,500 gal/ft of fluid and ~750 lb/ft
  • f proppant and production has outperformed “high fluid” wells

(1) Assumes a flat NYMEX oil price of $50 / Bbl, NGL differential to NYMEX oil price of 35%, and 5,000’ lateral length.

Parameter High Fluid Potential Optimized Case Proppant (lb/ft) 542 750 Fluid (gal/ft) 1,733 2,500 Gas EUR (Bcf) 7.0 8.3

STUDY AREA

 Type curve based on

analysis of 168 wells, including 40 utilizing high-fluid loading

 Study Area includes ~30

undeveloped sections

Oklahoma

Coal Pittsburg Atoka Pushmataha Hughes

Single Well Economics (IRR % / PV-10 $MM per well) (1) Potential Optimized Case

Well Cost ($MM) Henry Hub Gas Price ($/MMBtu)

High Fluid Case

Well Cost ($MM) Henry Hub Gas Price ($/MMBtu)

$4.3 MM $4.1 MM $3.9 MM $3.7 MM $2.75 17% / $0.8 19% / $1.0 22% / $1.2 25% / $1.4 $3.00 24% / $1.5 27% / $1.7 30% / $1.9 35% / $2.1 $3.25 31% / $2.1 35% / $2.3 39% / $2.5 45% / $2.7 $3.50 39% / $2.8 44% / $3.0 50% / $3.2 56% / $3.4 $4.6 MM $4.4 MM $4.2 MM $4.0 MM $2.75 23% / $1.6 26% / $1.7 30% / $1.9 33% / $2.1 $3.00 32% / $2.4 36% / $2.6 40% / $2.8 45% / $3.0 $3.25 41% / $3.2 46% / $3.4 51% / $3.6 57% / $3.8 $3.50 52% / $4.0 57% / $4.2 64% / $4.4 71% / $4.6

slide-28
SLIDE 28

83 106 127 CY 2016 YTD 2017 Annualized 2017

Significant Basin Activity

28 Arkoma Basin Operator Summary Key Highlights

 Substantial undeveloped inventory consisting

  • f ~1,600 gross locations
  • >50% WI in >400 gross locations

 Vanguard intends to participate in BP and

Newfield Exploration drilling programs in Q4 2017 and 2018

 11 rigs are currently running in the play  Recent Continental Resources / Corterra

transaction implies ~$1,800 per undeveloped net acre for Continental’s assets (1)

Vanguard Cannaan BP GR Woodford Jones LINN Titan Chesapeake Panhandle Ergon

(1) Transaction value associated with production estimated to be ~$21 MM based on Continental Resources’ YE 2016 PD PV-10 in the Arkoma. (2) Includes horizontal permitting activity in Atoka, Coal, Hughes, and Pittsburg counties.

Arkoma Basin Permitting Activity (2)

53% YoY Increase

slide-29
SLIDE 29

29

Piceance Overview

slide-30
SLIDE 30

Piceance Asset Overview

30 Key Highlights

 14,940 net acres

  • ~90% WI on ~80% of the acreage position
  • Nearly 100% HBP and operated by Vanguard

 Q3’17 net production of 70 MMcfe/d from 958 gross producing wells  Large undeveloped inventory consisting of ~550 gross / ~500 net locations

Vanguard Advantages ✓ Significant undeveloped vertical well inventory assuming 10-acre spacing ✓ Substantial resource, with over 2,000’ of vertical pay distributed throughout the

Mesaverde

✓ Potential for higher EURs by employing large-volume fracs; initial well results are

positive and Vanguard is planning a 14-well drilling program with additional drilling anticipated going into 2018

✓ Vanguard owned compression facility and upgrade to gas lift and saltwater disposal

system provide significant cost savings

Garfield

Colorado

Mesa

Piceance Asset Map

Utah Wyoming

Ursa Resources Vanguard Caerus Oil & Gas Terra Energy Laramie Energy

Pitkin

Delineated and Operated Asset with Demonstrated Upside from Larger Completions

slide-31
SLIDE 31

High vs. Low Fluid Locator Map

Key Highlights

 Most recently, operators have migrated to large-volume fracs

  • Analyzing data across the Piceance Valley shows significant increased well performance with higher volume fracs
  • Can result in 2x increase in IP and EUR, with the goal of stimulating existing natural fractures
  • Natural fractures tend to “shear” during a completion and “self-prop”
  • Variations in total proppant testing is ongoing, but has not yielded similar benefit to date

Improved Performance from Modern Completions

31 Analysis of Fluid Performance Impact – Piceance Valley Study

Average Parameter Summary

Parameter Low Fluid Medium Fluid High Fluid Fluid (MMGal) 2.7 4.8 7.9 IP30 (Mcf/d) 1,226 1,622 2,537 Gas EUR (Bcf) 1.3 1.6 2.6 Total EUR (Bcfe) 1.7 2.2 3.5

Average Cumulative Production per Type Curve

Colorado

Garfield

Data taken from the Piceance Valley to show the significant impact of high fluid volumes on well performance

Medium Fluid Wells (264 wells) Low Fluid Wells (500 wells) High Fluid Wells (20 wells)

200 400 600 800 1,000 1,200 1,400 1,600 20 40 60 80 100 Cumulative Gas per Well (MMcf) Months Online

High Fluid Medium Fluid Low Fluid

slide-32
SLIDE 32

Large Volume Fracs Result in Strong Economics

32 Key Highlights

 Historical EURs of 1.4 Bcfe easily supported by a significant number of wells drilled to date in the Mamm Creek area; Vanguard believes EURs of up to

1.8 Bcfe are achievable with large volume fracs

 D&C costs continue to decline as operators recognize efficiencies; estimates of $1.0 - $1.4 MM supported by recent results and offset operator activity

(1) Assumes a flat NYMEX oil price of $50 / Bbl, flat Henry Hub gas price of $3.00 / MMBtu, and NGL differential to NYMEX oil price of 32%.

Single Well Economics (IRR %) (1)

0% 10% 20% 30% 40% 50% 60% 70% 80% $1,400 $1,300 $1,200 $1,100 $1,000 IRR D&C ($M) 1.4 Bcfe 1.8 Bcfe

slide-33
SLIDE 33

Significant, Low-Risk Development Inventory

33 Key Highlights

 Substantial undeveloped inventory

consisting of ~550 gross locations, nearly 100% HBP and operated by Vanguard

 Permits ready for >80 wells  14-well pilot program underway in

Q4 2017 Piceance Core Development Fairway

Undeveloped Well Location PDP Well Location

Garfield

Colorado

Core Operated Acreage Position 14-Well Pilot Program

slide-34
SLIDE 34

34

Wamsutter Overview

slide-35
SLIDE 35

Wamsutter Asset Overview

35 Key Highlights

 42,671 net acres in Sweetwater and Carbon Counties, Wyoming  Majority operated by Vanguard with working interest of ~60%  Q3’17 net production of 12 MMcfe/d from ~260 producing wells  Large undeveloped inventory consisting of ~160 gross / ~100 net locations  Active development taking place offset Vanguard’s acreage with robust permitting activity

Vanguard Advantages ✓ Significant development upside through multiple productive zones including the Almond, Middle

Almond, Lewis and Fort Union

✓ Existing well control via both horizontal and vertical development ✓ Activity accelerating in the play; 863 horizontal permits YTD 2017 compared to 178 permits for

2016 and 65 for 2015

  • BP and others are actively drilling wells in the area

✓ VNRR’s assets are in close proximity to LINN Energy’s assets, which were recently acquired by

Exaro Energy

Wamsutter Asset Map

Wyoming

Sweetwater Carbon

slide-36
SLIDE 36

Numerous Attractive Development Targets

36 Wamsutter Basin Type Log Spacing Overview

Primary Horizontal Target

Middle Bar Lewis F (Fox Hills) Lewis H1 Lewis H Lewis E

ALMOND LEWIS

Key Highlights

 Offset operator DSU filing and permitting activity confirms

asset upside Fort Union

 Position offers 300’ of net pay consisting of stacked,

  • verpressured sands in a world class gas condensate field

 12 horizontal wells and 21 vertical wells have been drilled

across the Barricade/Endurance units

 Horizontal wells have delivered EURs >3 Bcf/1,000’

Lewis

 BP is filing 3 wells per section in the Lewis  Southland is filing 4 wells per section in the Lewis  BP is planning to devote their 2018 drilling program to the

Lewis formation Almond Bar

 BP is filing 3 wells per section in the Almond Bar  Southland is filing 4 wells per section in the Almond Bar

Middle Almond

 BP is filing 3 wells per section in the Middle Almond  Southland is filing 4 wells per section in the Middle Almond

slide-37
SLIDE 37

206 863 1,036 CY 2016 YTD 2017 Annualized 2017

Strong Recent Results in the Area

37 Key Highlights

 Significant number of highly attractive

horizontal wells have been drilled in close proximity to Vanguard’s assets

 Activity has been focused on a number of

productive horizons including the Lewis, Almond, and Middle Almond

 Recent LINN Energy / Exaro transaction implies

significant value for undeveloped acreage

Wamsutter Well Locator Map Wamsutter Permitting Activity (1)

403% YoY Increase

Chain Lakes 29-150H 30D IP: 9.1 MMcf/d

  • Perf. LL: 2,193'

10

High Point 23-155H 30D IP: 6.8 MMcf/d

  • Perf. LL: 4,052'

6

Luman 10-40H 30D IP: 5.7 MMcf/d

  • Perf. LL: 3,680'

5

Baldy Butte 19-80H 30D IP: 7.0 MMcf/d

  • Perf. LL: 4,155'

9

Tierney 5-150H 30D IP: 7.2 MMcf/d

  • Perf. LL: 4,811'

8

Chain Lakes 29-155H 30D IP: 11.8 MMcf/d

  • Perf. LL: 2,910'

11

Latham 3-40H 30D IP: 11.3 MMcf/d

  • Perf. LL: 2,880'

2

Champlin 452 J 9-20H 30D IP: 10.6 MMcf/d

  • Perf. LL: 3,934'

1

High Point 13-155H 30D IP: 9.2 MMcf/d

  • Perf. LL: 4,574'

7

Luman 10-45H 30D IP: 4.4 MMcf/d

  • Perf. LL: 3,790'

4

Champlin 452 L 11-20H 30D IP: 8.9 MMcf/d

  • Perf. LL: 3,727'

3

3 1 2 4 5 6 7 8 9 10 11

(1) Includes permitting activity in Carbon, and Sweetwater counties.

Wyoming

Sweetwater Carbon

LINN Vanguard Almond Lewis Middle Almond Target Horizon

slide-38
SLIDE 38

38

Other Developing Assets

slide-39
SLIDE 39

Permian Basin Overview

39 Permian Basin Asset Map (2) Permian Basin Net Acreage (1) Key Highlights

 Vanguard retains substantial HBP

acreage position in the Permian Basin

 Evaluation underway to determine

value maximizing alternatives

 Excess infrastructure available for third-

party transactions

(1) In certain leases “Deep” may include shallow rights where Vanguard owns all depths. “Shallow” includes shallow rights only. (2) Reflects all Permian acreage, including shallow and deep rights.

Net Acres by Depth Rights County Shallow Deep Total Lea 1,310 11,907 13,217 Eddy 6,802 3,217 10,019 Total New Mexico 8,112 15,124 23,236 Andrews 5 4,650 4,655 Crane 9,808 3,708 13,516 Dawson & Martin

  • 1,686

1,686 Ector 368 685 1,054 Gaines 12 1,773 1,785 Pecos 2,669 694 3,364 Reagan 5 552 557 Reeves 480

  • 480

Terry

  • 22

22 Upton

  • 320

320 Ward 9,283 4,541 13,824 Winkler 15 130 145 Total Texas 22,646 18,761 41,407 Grand Total 30,758 33,886 64,643

VNRR Acreage May include shallow or deep rights

slide-40
SLIDE 40

Permian Basin Overview (Cont’d)

40

Identified Deep Rights in Core Areas of the Delaware & Midland Basin

Eddy & Lea Counties Reeves & Ward Counties Reagan & Upton Counties Dawson & Martin Counties

Net Acres (1)

~1,927 Target Horizons

Avalon

Bone Spring

Wolfcamp X/Y Offset Operators

Core of the Delaware Basin

Significant

  • perator activity

from Concho, Matador, Oxy, and others Net Acres (1)

~1,666 Target Horizons

Avalon

Bone Spring

Wolfcamp A/B Activity Update

Core of the Delaware Basin

Operators successfully testing wells from the Avalon to the Wolfcamp Net Acres (1)

~469 Target Horizons

Wolfcamp A/B Activity Update

Offset operators include PT Petroleum and EP Energy

Activity focused

  • n Wolfcamp

development Net Acres (1)

~1,686 Target Horizons

Wolfcamp A/B Activity Update

Offset

  • perators

include Diamondback, Murphy, and Ajax Resources

Activity focused on Wolfcamp development Eddy Lea Upton Reagan Dawson Martin Gaines Crockett Andrews

(1) Deep rights only.

Shallow Rights Deep Rights

Reeves Ward

slide-41
SLIDE 41

East Haynesville Overview

41 East Haynesville Asset Map Key Highlights

 ~10,540 net acres with average working

interest >90% on average

  • Undeveloped inventory consisting of

55 gross / 41 net vertical well locations

  • Q3’17 net production of 4 MMcfe/d

from 103 gross producing wells

 East Hayesville asset has multiple

development horizons, including the Haynesville, First Smackover, and Taylor Sand

 Strategy focused on infill drilling and

potentially developing other horizons

 Four Haynesville wells drilled and

completed in 2017

Vanguard Arnold Family Trust #1 Flowing Back 1 Vanguard Jim M. Love ET UX #1 Flowing Back 2 Vanguard Myrtle Crump Arnold A #1 Flowing Back 3 Vanguard Triple B Land & Timber #1 Flowing Back 4

Arkansas

1 4 2 3

slide-42
SLIDE 42

Big Horn Overview

42 Big Horn Field - Elk Basin Historical Production Key Highlights

 Major fields in the Big Horn include the

Elk Basin Field (Madison water flood and Tensleep flue gas injection) and Gooseberry Field

 Q3 production from the Big Horn Field

totals ~2.5 MBoe/d with a PD PV-10 of $110 MM (1)

  • 10-year anticipated PD decline rate
  • f 5.8% per year

 Asset has historically outperformed

anticipated production decline

Note: Refer to Slide 2 for additional information regarding reserves estimates and PV-10 disclosure. (1) Assumes flat NYMEX oil price of $50.00 / Bbl and Henry Hub gas price of $3.00 / MMBtu.

2.8% Average Yearly Oil Decline in Elk Basin Producing Wells since 1995 Wyoming

slide-43
SLIDE 43

Stable Production Assets

43 Asset Map & Highlights Key Highlights

 Significant additional reserves and from stable producing assets

throughout the U.S.

  • Proved Reserves of 522 Bcfe; Proved PV-10 of $513 MM

 Assets characterized by low production decline and stable cash flow

generation

 Vanguard is continuously evaluating its production portfolio for additional

upside

Region Net Acres Gas (1) (%) Q3’17 Net Production (MMcfe/d) PD Reserves (Bcfe) Proved Reserves (Bcfe) PD PV-10 ($MM) (2) 10-Year

  • Avg. PD

Decline Rate (%) Proved PV-10 ($MM) (2) Operator

Stable Production

Anadarko Basin 26,752 67% 7 32 32 $29 7.1% $29 OBO Other Arkoma Basin (3) 111,185 100% 19 59 59 $42 7.6% $42 Mixed Big Horn 15,632 4% 15 82 84 $110 5.8% $112 VNRR East Haynesville 10,540 61% 4 24 77 $37 13.3% $69 VNRR Gulf Coast 56,289 71% 11 63 63 $47 8.2% $47 Mixed Permian Basin 235,482 (4) 38% 45 149 149 $173 9.1% $174 VNRR Powder River 66,866 100% 17 15 15 $8 40.7% $8 VNRR San Juan Basin 977 100% 5 9 9 $5 15.7% $5 OBO South Texas 2,414 49% 3 16 16 $12 10.4% $12 VNRR Other 32,200 60% 1 14 17 $14 NA $16 NA Stable Production Total 558,337 53% 127 463 522 $476 9.9% $513

Stable Production

San Juan Permian South Texas Gulf Coast East Haynesville Anadarko Basin Powder River Big Horn Other Arkoma Note: Refer to Slide 2 for additional information regarding reserves estimates and PV-10 disclosure. (1) Percent gas based on proved reserves. (2) Assumes flat NYMEX oil price of $50.00 / Bbl and Henry Hub gas price of $3.00 / MMBtu. (3) Excludes counties included in Arkoma Basin, which are Atoka, Coal, Hughes, and Pittsburg. (4) Total net acreage in Andrews, Crane, Dawson, Ector, Eddy, Gaines, Lea, Martin, Pecos, Reagan, Reeves, Terry, Upton, Ward, and Winkler counties totals 64,643, including deep and shallow depth rights.

slide-44
SLIDE 44

New Vanguard Board of Directors

44

Joseph Citarrella Director, Chairman

  • f the Board

Graham Morris Director

  • R. Scott Sloan

EVP & CFO, Director Scott W. Smith President & CEO, Director

 Mr. Citarrella is a Principal at Monarch Alternative Capital LP, a New York-based private investment firm. Prior to joining Monarch in

May 2012, Mr. Citarrella was an Associate at Goldman Sachs in the Global Investment Research group, covering the integrated oil, exploration and production, and refining sectors. Mr. Citarrella received a B.A. in Economics from Yale University.

 Mr. Morris is the Distressed Equity Strategy Head for Contrarian Capital Management. Mr. Morris joined Contrarian in 2006 and is

responsible for managing the Distressed Equity Strategy. Prior to this role, Mr. Morris was the Assistant Portfolio Manager of Contrarian Long Short and Contrarian Distressed Equity. Before joining Contrarian, Mr. Morris was an Analyst at Advent Capital Management L.L.C. from 2003 to 2005. From 2000 to 2002, he was an Associate in the Telecom & Media Investment Banking group at UBS. Mr. Morris received his MBA from Columbia Business School and graduated Phi Beta Kappa with a BA in Economics from the University of Texas at Austin.

 Mr. Sloan is our Executive Vice President and Chief Financial Officer and has served in such capacities since September of 2017.

Recently, Mr. Sloan oversaw strategic planning, new business development, and oil and gas marketing for Hess Corporation. Previously, Mr. Sloan held various senior leadership positions over his 25 year career at BP, including President of BP Russia, Director

  • f M&A, and several regional Chief Financial Officer roles. Mr. Sloan also held board positions with TNK Holdings, Slavneft, Rusia

Petroleum, In Salah Sales, and Medgaz. He received his BA in Economics from Colgate University and MBA in Corporate Finance from the University of Chicago.

 Mr. Smith is our President, Chief Executive Officer and Director. In 2011, Mr. Smith also served as the President and CEO of Encore

Energy Partners LP (NYSE: ENP) until its merger completion with Vanguard on December 1, 2011. Prior to joining us, from July 2004 to October 2006, Mr. Smith served as President of Ensource Energy Company, LLC. From June 2000 to June 2004, Mr. Smith served on the board of directors of The Wiser Oil Company, and was also a member of the executive committee. From January of 1998 to June

  • f 1999, Mr. Smith was the co-manager of San Juan Partners, LLC. Mr. Smith obtained a Bachelor of Business Administration from the

University of Texas at Austin.

slide-45
SLIDE 45

New Vanguard Board of Directors (Continued)

45

 Mr. Albert is the owner and CEO of Shale Advisory Group, a consulting firm focused on the emerging shale plays. Mr. Albert retired

from CONSOL Energy in January 2014 after a 34 year career, serving the last several years as the Chief Operating Officer-Gas. Mr. Albert is a past Chairman of the Marcellus Shale Coalition, Member of the Board of Eclipse Resources Corporation and Wellsite Rentals and Fishing Tools, and serves on the Strategic Advisory Board of Black Bay Energy Capital. He holds a BS in Mining Engineering from Virginia Tech, where he is a member of the Academy of Engineering Excellence, the highest honor conferred to College of Engineering graduates, and serves on the Mining and Minerals Engineering Distinguished Alumnus and serves on the Mining Engineering Department’s Advisory Board.

Randall M. Albert Director

 Mr. Alexander is a Managing Director at Marathon Asset Management, a New York based investment manager, which he joined in

March 2005. Mr. Alexander focuses on corporate credit and restructuring transactions and covers multiple sectors including energy.

  • Mr. Alexander spent three years in Marathon’s London office from 2006 to 2009 helping build Marathon’s European credit business,

before returning to New York. Prior to joining Marathon, he worked at The Blackstone Group in its restructuring advisory business (now PJT Partners). Mr. Alexander received a B.S. in Commerce from the University of Virginia with a concentration in finance.

Michael Alexander Director

 Mr. Dunlevy is one of the Founding Partners of Kosmos Energy Ltd. Kosmos Energy is an international oil and gas exploration and

production company with a primary focus in the deep waters of West Africa, South America and Europe. In May 2011, Mr. Dunlevy led Kosmos’ initial public offering on the NYSE, valuing the company at $6 billion. Prior to going public, he was instrumental in securing $4 billion in combined debt and private equity commitments from a global consortium of banks and financial institutions that supported Kosmos’ exploration, appraisal and development program as a private company operating offshore West Africa. Kosmos is best well known for its exploration success in Ghana where the company made one of the largest oil discoveries of the decade in 2007. Mr. Dunlevy co-founded Kosmos in 2003 and was previously Senior Vice President and CFO of Triton Energy Ltd. (NYSE: OIL), where he worked closely with the CEO in setting strategic direction. Following the sale of Triton to Amerada Hess Corporation (now Hess Corporation), he led its transition from a publicly held company to a Hess business unit. Mr. Dunlevy began his career with ARCO, where he worked for ARCO Petroleum Products Company, the ARCO Oil and Gas Company, and Lyondell Petrochemical Company subsidiaries. In 2011 he received Ernst & Young’s Entrepreneur of the Year Award (Southwest Area North) in the energy category. Mr. Dunlevy is a graduate of Harvard Business School and the College of William & Mary.

  • W. Greg Dunlevy

Director