April 19, 2014 7:56 PM ET

Oil, Gas and Consumable Fuels

Company Overview of Berry Petroleum Company, LLC

Company Overview

Berry Petroleum Company, LLC is engaged in the acquisition, exploration, production, and development of oil and natural gas in California, Texas, Utah, and Colorado. As of December 31, 2013, it had proved undeveloped reserves of 79 million barrels of oil equivalent. The company primarily sells its crude oil and gas to marketing companies or refiners. It is also involved in the generation and sale of electricity. The company was founded in 1909 and is headquartered in Houston, Texas. Berry Petroleum Company, LLC is a subsidiary of Linn Energy, LLC.

1999 Broadway

Suite 3700

Denver, CO 80202

United States

Founded in 1909

Phone:

303-999-4400

Fax:

303-999-4401

Key Executives for Berry Petroleum Company, LLC

Chief Executive Officer and President
Age: 57
Chief Financial Officer and Executive Vice President
Age: 42
Chief Operating Officer
Age: 46
Senior Vice President of California Production
Age: 53
General Counsel
Age: 38
Compensation as of Fiscal Year 2013.

Berry Petroleum Company, LLC Key Developments

Berry Petroleum Company, LLC Engages KPMG LLP as Auditor

Berry Petroleum Company, LLC engaged KPMG LLP as its new independent public accountants to serve as its principal accountants to audit its financial statements as of December 31, 2013 and for the period from December 17, 2013 through December 31, 2013. the engagement of KPMG was approved by the audit committee of Linn Energy, the indirect parent of Berry.

Berry Petroleum Company, LLC Dismisses PricewaterhouseCoopers LLP as Auditors

On March 17, 2014, Berry Petroleum Company, LLC (Berry) dismissed PricewaterhouseCoopers LLP (PwC) as its auditors effective upon completion of the audit services being conducted by PwC for the fiscal year ended December 31, 2013 and the filing of Berry's related Form 10-K. The dismissal of PwC was approved by the Audit Committee of Linn Energy, the indirect parent of Berry.

Linn Energy Announces Notice of Change of Control and Offer to Purchase Berry Petroleum Company, LLC's Senior Notes

LINN Energy, LLC and LinnCo, LLC announced that LINN Energy is offering to purchase all of the outstanding 10.25% Senior Notes due 2014, 6.75% Senior Notes due 2020 and 6.375% Senior Notes due 2022 of Berry Petroleum Company, LLC. On December 16, 2013, Berry became a wholly-owned subsidiary of LINN Energy, which constituted a Change of Control. Pursuant to the terms of the Notes, following a Change of Control, Berry is required to make an offer to purchase all or a portion of each series of Notes at a price of 101% of the aggregate principal amount of Notes repurchased, plus accrued and unpaid interest to, but not including, the date of purchase (the 'Change of Control Payment'). LINN Energy offered to purchase for the Change of Control Payment all of Berry's outstanding Notes at the price described above. Any Notes that remain outstanding after consummation of the Offer will continue to be obligations of Berry under the indentures governing each series of the Notes. The Notice and the terms and conditions of the offer are included in the Notice of Change of Control and offer to purchase dated January 15, 2014 and related letter of transmittal to be distributed to holders of the notes. The offer will expire at 9:00 a.m., New York City time, on February 14, 2014, unless extended. The Company has retained D.F. King & Co. Inc. to act as the Tender Agent.

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