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Press release from GlobeNewswire (a Nasdaq OMX company)

Memorial Production Partners LP Announces Pricing of Public Offering of Common Units

Wednesday, March 20, 2013

Memorial Production Partners LP Announces Pricing of Public Offering of Common Units05:41 EDT Wednesday, March 20, 2013HOUSTON, March 20, 2013 (GLOBE NEWSWIRE) -- Memorial Production Partners LP (Nasdaq:MEMP) announced today the pricing of its public offering of 8,500,000 common units representing limited partner interests in MEMP at a price to the public of $18.35 per unit. MEMP has granted the underwriters a 30-day option to purchase up to an additional 1,275,000 common units. The offering is expected to close on March 25, 2013, subject to customary closing conditions. MEMP intends to use the net proceeds from the offering, including its general partner's proportionate capital contribution and after deducting underwriting discounts but before offering expenses, of approximately $150.0 million (or approximately $172.6 million if the underwriters exercise their option to purchase additional units in full) to fund a portion of the purchase price for MEMP's recently announced pending acquisition of oil and natural gas properties. If the pending acquisition is not consummated for any reason, MEMP will use the net proceeds from the offering for general partnership purposes, which may include repayment of outstanding borrowings under its revolving credit facility. RBC Capital Markets, BofA Merrill Lynch, Barclays, Citigroup, Raymond James and Wells Fargo Securities are acting as joint book-running managers for the offering. Goldman, Sachs & Co., J.P. Morgan and Sanders Morris Harris are acting as co-managers for the offering. This offering is being made only by means of a prospectus supplement and accompanying prospectus. A copy of the prospectus supplement and accompanying prospectus relating to this offering may be obtained from the offices of: RBC Capital Markets Attention: Equity Syndicate Three World Financial Center 200 Vesey Street, 8th Floor New York, NY 10281 Telephone: (877) 822-4089   BofA Merrill Lynch  Attention: Prospectus Department 222 Broadway New York, NY 10038 Email: dg.prospectus_requests@baml.com   Barclays  c/o Broadridge Financial Solutions 1155 Long Island Avenue  Edgewood, NY 11717  Email: Barclaysprospectus@broadridge.com Toll Free: (888) 603-5847   Citigroup  c/o Broadridge Financial Solutions 1155 Long Island Avenue  Edgewood, NY 11717  Email: BATProspectusdept@citi.com Telephone: (800) 831-9146   Raymond James  Attn: Equity Syndicate 880 Carillon Parkway  St. Petersburg, FL 33716 Email: prospectus@raymondjames.com Telephone: (800) 248-8863   Wells Fargo Securities  Attention: Equity Syndicate Dept.  375 Park Avenue  New York, NY 10152  Email: cmclientsupport@wellsfargo.com Telephone: (800) 326-5897 An electronic copy of the prospectus supplement and accompanying prospectus may also be obtained at no charge at the Securities and Exchange Commission's ("SEC") website at www.sec.gov. This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The offering may be made only by means of a prospectus supplement and accompanying prospectus, each of which is part of an effective shelf registration statement filed by MEMP with the SEC. Memorial Production Partners LP is a Delaware limited partnership that was formed to own and acquire oil and natural gas properties in North America. MEMP's properties are located in South Texas, East Texas/North Louisiana and California and consist of mature, legacy oil and natural gas reservoirs. MEMP is headquartered in Houston, Texas.  The Memorial Production Partners logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=11158Forward-Looking Statements This press release may include "forward-looking statements." All statements, other than statements of historical facts, included in this press release that address activities, events or developments that MEMP expects, believes or anticipates will or may occur in the future are forward-looking statements, such as statements regarding MEMP's ability to close the offering successfully and to use the net proceeds as indicated above. These statements are based on certain assumptions made by MEMP based on its experience and perception of historical trends, current conditions, expected future developments and other factors it believes are appropriate in the circumstances. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of MEMP, which may cause MEMP's actual results to differ materially from those implied or expressed by the forward-looking statements. Please read MEMP's filings with the SEC for a discussion of risks and uncertainties that could cause actual results to differ from those in such forward-looking statements. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement. MEMP undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release.CONTACT: Memorial Production Partners LP Ronnetta Eaton - Manager, Investor Relations (713) 588-8350 ir@memorialpp.com