HOUSTON, Feb. 22, 2017 /PRNewswire/ -- Western Gas Partners, LP (NYSE: WES) ("WES" or the "Partnership") and Western Gas Equity Partners, LP (NYSE: WGP) ("WGP") today announced fourth-quarter and full-year 2016 financial and operating results.

WESTERN GAS PARTNERS, LP

Net income (loss) available to limited partners for 2016 totaled $266.6 million, or $1.74 per common unit (diluted), with full-year 2016 Adjusted EBITDA((1)) of $1.03 billion and full-year 2016 Distributable cash flow((1)) of $852.4 million.

Net income (loss) available to limited partners for the fourth quarter of 2016 totaled $54.9 million, or $0.35 per common unit (diluted), with fourth-quarter 2016 Adjusted EBITDA((1)) of $268.4 million and fourth-quarter 2016 Distributable cash flow((1)) of $223.8 million.

WES paid a quarterly distribution of $0.860 per unit for the fourth quarter of 2016. This distribution represented a 2% increase over the prior quarter's distribution and an 8% increase over the fourth-quarter 2015 distribution of $0.800 per unit. The full-year 2016 distribution of $3.350 per unit represented a 10% increase over the full-year 2015 distribution of $3.050 per unit. The fourth-quarter 2016 Coverage ratio((1)) of 1.31 times was based on the quarterly distribution of $0.860 per unit. The Partnership's Coverage ratio((1)) for full-year 2016 was 1.29 times.



    (1) Please see the tables at the
     end of this release for a
     reconciliation of GAAP to non-
     GAAP measures and calculation
     of the Coverage ratio.

"The Partnership delivered yet another outstanding financial quarter highlighted by the resiliency of our portfolio and the strength of our organic growth opportunities. Volumes and producer activity continue to accelerate at our Ramsey plant in the Delaware Basin, where Train V is now online and Train II has returned to service," said Chief Executive Officer, Benjamin Fink. "Additionally, Ramsey Train VI remains on schedule to begin service in the fourth quarter of 2017."

Total throughput attributable to WES for natural gas assets for the fourth quarter of 2016 averaged 4.0 Bcf/d, which was 1% below the prior quarter and 3% above the fourth quarter of 2015. For full-year 2016, total throughput attributable to WES for natural gas assets averaged 3.9 Bcf/d, which was 5% below the prior-year average. Total throughput for crude/NGL assets for the fourth quarter of 2016 averaged 181 MBbls/d, which was 2% below the prior quarter and 3% below the fourth quarter of 2015. For full-year 2016, total throughput for crude/NGL assets averaged 184 MBbls/d, which was 1% below the prior-year average.

Capital expenditures attributable to WES, including equity investments but excluding acquisitions, totaled $105.3 million on a cash basis and $135.0 million on an accrual basis during the fourth quarter of 2016, with maintenance capital expenditures on a cash basis of $8.3 million, or 3% of Adjusted EBITDA((1)). For full-year 2016, capital expenditures attributable to WES, including equity investments but excluding acquisitions, totaled $468.3 million on a cash basis and $485.8 million on an accrual basis, with maintenance capital expenditures on a cash basis of $63.6 million, or 6% of Adjusted EBITDA((1)).

WESTERN GAS EQUITY PARTNERS, LP

WGP indirectly owns the entire general partner interest in WES, 100% of the incentive distribution rights in WES and 50,132,046 WES common units. Net income (loss) available to limited partners for 2016 totaled $334.4 million, or $1.53 per common unit (diluted). Net income (loss) available to limited partners for the fourth quarter of 2016 totaled $83.7 million, or $0.38 per common unit (diluted).



    (1) Please see the tables at the
     end of this release for a
     reconciliation of GAAP to non-
     GAAP measures and calculation
     of the Coverage ratio.

WGP paid a quarterly distribution of $0.46250 per unit for the fourth quarter of 2016. This distribution represented a 3% increase over the prior quarter's distribution and a 15% increase over the fourth-quarter 2015 distribution of $0.40375 per unit. The full-year 2016 distribution of $1.76750 per unit represented a 19% increase over the full-year 2015 distribution of $1.49125 per unit. WGP received distributions from WES of $101.4 million attributable to the fourth quarter and will pay $101.3 million in distributions for the same period.

2017 OUTLOOK

WES and WGP also announced their 2017 outlook:


    --  Adjusted EBTIDA((1)) between $1.0 billion and $1.1 billion (Please refer
        to slide 8 of the earnings call presentation available at
        www.westerngas.com for a reconciliation of items impacting the
        comparability of our 2017 Adjusted EBITDA((1)) outlook to 2016 Adjusted
        EBITDA((1)))
    --  Total capital expenditures between $900 million and $1.0 billion
    --  Maintenance capital expenditures between $60 million and $80 million
    --  2017 and 2018 distribution growth targets of 7% to 9% for WES and 12% to
        18% for WGP

"2017 will feature the largest capital program in our history. We continue to focus on the Delaware and DJ Basins, where Anadarko and other third-party producer activity is accelerating," said Fink. "These investments support our objective of providing sustainable distribution growth over time, allowing us to extend our distribution growth guidance to cover both 2017 and 2018. Additionally, we have successfully negotiated an early conversion of the Series A Preferred units in 2017, and therefore expect to be able to fund this capital program without the need for additional equity issuances."

The 2017 outlook includes the following assumptions:


    --  DBJV / Marcellus asset swap closing in the first quarter of 2017
    --  Ramsey Train VI start-up in the fourth quarter of 2017
    --  Mentone Trains I and II in the Delaware Basin beginning construction in
        2017, with anticipated start-up dates in the third and fourth quarters
        of 2018, respectively
    --  Conversion of 50% of the Series A Preferred units into common units in
        February 2017 and 50% in May 2017
    --  Extension of the Class C units conversion date to March 1, 2020


    (1) This press release contains
     forward-looking estimates of
     the range of Adjusted EBITDA
     projected to be generated by
     WES in its 2017 fiscal year. A
     reconciliation of the Adjusted
     EBITDA range to net cash
     provided by operating
     activities and net income is
     not provided because the items
     necessary to estimate such
     amounts are not reasonably
     accessible or estimable at this
     time.

CONFERENCE CALL TOMORROW AT 8 A.M. CST

WES and WGP will host a joint conference call on Thursday, February 23, 2017, at 8:00 a.m. Central Standard Time (9:00 a.m. Eastern Standard Time) to discuss fourth-quarter and full-year 2016 results. Individuals who would like to participate should dial 877-883-0383 (Domestic) or 412-902-6506 (International) approximately 15 minutes before the scheduled conference call time, and enter confirmation number 5700160. Pre-registration is available through the investor relations page at www.westerngas.com. Pre-registrants will be issued a personal identification number to use when dialing in to the live conference call, which will enable the participant to bypass the operator and gain immediate access to the call. To access the live audio webcast of the conference call, please visit the investor relations section of the Partnership's website at www.westerngas.com. A replay of the conference call will also be available on the website for two weeks following the call. Simultaneously with the issuance of this press release, the slide presentation to accompany the earnings call has been posted to the investor relations page of the Western Gas website.

Western Gas Partners, LP ("WES") is a growth-oriented Delaware master limited partnership formed by Anadarko Petroleum Corporation to acquire, own, develop and operate midstream energy assets. With midstream assets located in the Rocky Mountains, North-central Pennsylvania and Texas, WES is engaged in the business of gathering, compressing, treating, processing and transporting natural gas, and gathering, stabilizing and transporting condensate, natural gas liquids and crude oil for Anadarko, as well as for other producers and customers.

Western Gas Equity Partners, LP ("WGP") is a Delaware master limited partnership formed by Anadarko to own the following types of interests in WES: (i) the general partner interest and all of the incentive distribution rights in WES, both owned through WGP's 100% ownership of WES's general partner, and (ii) a significant limited partner interest in WES.

For more information about Western Gas Partners, LP and Western Gas Equity Partners, LP, please visit www.westerngas.com.

This news release contains forward-looking statements. Western Gas Partners and Western Gas Equity Partners believe that their expectations are based on reasonable assumptions. No assurance, however, can be given that such expectations will prove to have been correct. A number of factors could cause actual results to differ materially from the projections, anticipated results or other expectations expressed in this news release. These factors include the ability to meet financial guidance or distribution growth expectations; the ability to safely and efficiently operate WES's assets; the supply of, demand for, and price of oil, natural gas, NGLs and related products or services; the ability to meet projected in-service dates for capital growth projects; construction costs or capital expenditures exceeding estimated or budgeted costs or expenditures; and the other factors described in the "Risk Factors" sections of WES's and WGP's most recent Forms 10-K and Forms 10-Q filed with the Securities and Exchange Commission and in their other public filings and press releases. Western Gas Partners and Western Gas Equity Partners undertake no obligation to publicly update or revise any forward-looking statements.

WESTERN GAS CONTACT
Jonathon E. VandenBrand
Director, Investor Relations
jon.vandenbrand@anadarko.com
832.636.6000

Western Gas Partners, LP Reconciliation of GAAP to Non-GAAP Measures

Below are reconciliations of (i) net income (loss) attributable to Western Gas Partners, LP (GAAP) to WES's Distributable cash flow (non-GAAP), (ii) net income (loss) attributable to Western Gas Partners, LP (GAAP) and net cash provided by operating activities (GAAP) to Adjusted EBITDA attributable to Western Gas Partners, LP ("Adjusted EBITDA") (non-GAAP), and (iii) operating income (loss) (GAAP) to Adjusted gross margin attributable to Western Gas Partners, LP ("Adjusted gross margin") (non-GAAP), as required under Regulation G of the Securities Exchange Act of 1934. Management believes that WES's Distributable cash flow, Adjusted EBITDA, Adjusted gross margin, and Coverage ratio are widely accepted financial indicators of WES's financial performance compared to other publicly traded partnerships and are useful in assessing its ability to incur and service debt, fund capital expenditures and make distributions. Distributable cash flow, Adjusted EBITDA, Adjusted gross margin and Coverage ratio, as defined by WES, may not be comparable to similarly titled measures used by other companies. Therefore, WES's Distributable cash flow, Adjusted EBITDA, Adjusted gross margin and Coverage ratio should be considered in conjunction with net income (loss) attributable to Western Gas Partners, LP and other applicable performance measures, such as operating income (loss) or cash flows from operating activities.

Western Gas Partners, LP Reconciliation of GAAP to Non-GAAP Measures, continued

Distributable Cash Flow

WES defines Distributable cash flow as Adjusted EBITDA, plus interest income and the net settlement amounts from the sale and/or purchase of natural gas, condensate and NGLs under WES's commodity price swap agreements to the extent such amounts are not recognized as Adjusted EBITDA, less net cash paid (or to be paid) for interest expense (including amortization of deferred debt issuance costs originally paid in cash, offset by non-cash capitalized interest), maintenance capital expenditures, Series A Preferred unit distributions and income taxes.



                                     Three Months Ended                     Year Ended
                                        December 31,                        December 31,

    thousands except
     Coverage ratio             2016                       2015        2016                   2015
    ----------------            ----                       ----        ----                   ----

    Reconciliation of Net
     income (loss)
     attributable to Western
     Gas Partners, LP to
     Distributable cash flow
     and calculation of the
     Coverage ratio

    Net income (loss)
     attributable to Western
     Gas Partners, LP                $143,004                     $(155,881)                       $591,331    $4,106

    Add:

    Distributions from
     equity investments       27,160                       25,244                 103,423              98,298

    Non-cash equity-based
     compensation expense      1,573                          979                   5,591               4,402

    Non-cash settled -
     interest expense, net
     (1)                      4,350                        4,480                 (7,747)             14,400

    Income tax (benefit)
     expense                     941                        8,372                   8,372              45,532

    Depreciation and
     amortization (2)         72,633                       67,059                 270,311             270,004

    Impairments                4,222                      238,879                  15,535             515,458

    Above-market component
     of swap extensions with
     Anadarko                 11,038                       10,533                  45,820              18,449

    Other expense (2)            128                        1,290                     224               1,290

    Less:

    Gain (loss) on
     divestiture and other,
     net                     (5,872)                    (20,224)               (14,641)             57,024

    Equity income, net -
     affiliates               21,916                       12,114                  78,717              71,251

    Cash paid for
     maintenance capital
     expenditures (2)          8,342                       13,073                  63,630              53,882

    Capitalized interest         888                        1,492                   5,562               8,318

    Cash paid for
     (reimbursement of)
     income taxes                771                            -                    838               (138)

    Series A Preferred unit
     distributions            14,908                            -                 45,784                   -

    Other income (2)             252                            -                    524                 219
    ---------------              ---                          ---                    ---                 ---

    Distributable cash flow          $223,844                       $194,500                        $852,446  $781,383
    -----------------------          --------                       --------                        --------  --------

    Distributions declared
     (3)

    Limited partners -
     common units                    $112,378                                             $437,747

    General partner           58,279                                 221,384
    ---------------           ------                                 -------

    Total                            $170,657                                             $659,131
    -----                            --------                                             --------

    Coverage ratio              1.31             x                      1.29              x
    --------------              ----             ---                    ----



    (1)                 Includes accretion revisions
                        related to the Deferred purchase
                        price obligation -Anadarko.

    (2)                 Includes WES's 75% share of
                        depreciation and amortization;
                        other expense; cash paid for
                        maintenance capital expenditures;
                        and other income
                       attributable to Chipeta.

    (3)                 Reflects cash distributions of
                        $0.860 and $3.350 per unit
                        declared for the three months and
                        year ended December 31, 2016,
                        respectively.

Western Gas Partners, LP Reconciliation of GAAP to Non-GAAP Measures, continued

Adjusted EBITDA Attributable to Western Gas Partners, LP

WES defines Adjusted EBITDA as net income (loss) attributable to Western Gas Partners, LP, plus distributions from equity investments, non-cash equity-based compensation expense, interest expense, income tax expense, depreciation and amortization, impairments, and other expense (including lower of cost or market inventory adjustments recorded in cost of product), less gain (loss) on divestiture and other, net, income from equity investments, interest income, income tax benefit and other income.



                                              Three Months Ended                                           Year Ended
                                                  December 31,                                             December 31,

    thousands                            2016                   2015                    2016                   2015
    ---------                            ----                   ----                    ----                   ----

    Reconciliation of Net income
     (loss) attributable to Western
     Gas Partners, LP to Adjusted
     EBITDA attributable to Western
     Gas Partners, LP

    Net income (loss) attributable
     to Western Gas Partners, LP              $143,004                                       $(155,881)                        $591,331    $4,106

    Add:

    Distributions from equity
     investments                       27,160                           25,244                             103,423                 98,298

    Non-cash equity-based
     compensation expense               1,573                              979                               5,591                  4,402

    Interest expense                   39,234                           31,535                             114,921                113,872

    Income tax expense                    941                            8,372                               8,372                 45,532

    Depreciation and amortization
     (1)                              72,633                           67,059                             270,311                270,004

    Impairments                         4,222                          238,879                              15,535                515,458

    Other expense (1)                     128                            1,290                                 224                  1,290

    Less:

    Gain (loss) on divestiture and
     other, net                       (5,872)                        (20,224)                           (14,641)                57,024

    Equity income, net - affiliates    21,916                           12,114                              78,717                 71,251

    Interest income - affiliates        4,225                            4,225                              16,900                 16,900

    Other income (1)                      252                                -                                524                    219

    Adjusted EBITDA attributable to
     Western Gas Partners, LP                 $268,374                                         $221,362                       $1,028,208  $907,568
    -------------------------------           --------                                         --------                       ----------  --------


    Reconciliation of Net cash
     provided by operating
     activities to Adjusted EBITDA
     attributable to Western Gas
     Partners, LP

    Net cash provided by (used in)
     operating activities                     $259,847                                         $188,752                         $917,585  $785,645

    Interest (income) expense, net     35,009                           27,310                              98,021                 96,972

    Uncontributed cash-based
     compensation awards                  408                               48                                 856                    214

    Accretion and amortization of
     long-term obligations, net       (5,387)                         (5,402)                              3,789               (17,698)

    Current income tax (benefit)
     expense                              707                            7,022                               5,817                 34,186

    Other (income) expense, net         (255)                             846                               (479)                   619

    Distributions from equity
     investments in excess of
     cumulative earnings -
     affiliates                         4,646                            3,835                              21,238                 16,244

    Changes in operating working
     capital:

    Accounts receivable, net            7,839                         (14,246)                             48,947                  4,371

    Accounts and imbalance payables
     and accrued liabilities, net    (34,256)                          16,689                            (58,359)               (1,006)

    Other                               2,922                            (966)                              4,367                    720

    Adjusted EBITDA attributable to
     noncontrolling interest          (3,106)                         (2,526)                           (13,574)              (12,699)
                                       ------                           ------                             -------                -------

    Adjusted EBITDA attributable to
     Western Gas Partners, LP                 $268,374                                         $221,362                       $1,028,208  $907,568
    -------------------------------           --------                                         --------                       ----------  --------

    Cash flow information of Western
     Gas Partners, LP

    Net cash provided by (used in)
     operating activities                                                                     $917,585                         $785,645

    Net cash provided by (used in)
     investing activities                                                      (1,105,534)                          (500,277)

    Net cash provided by (used in)
     financing activities                                                          447,841                          (254,389)
    ------------------------------                                                 -------                           --------



    (1)                   Includes WES's 75% share of
                           depreciation and amortization;
                           other expense; and other income
                           attributable to Chipeta.

Western Gas Partners, LP Reconciliation of GAAP to Non-GAAP Measures, continued
Adjusted Gross Margin Attributable to Western Gas Partners, LP

WES defines Adjusted gross margin as total revenues and other, less cost of product and reimbursements for electricity-related expenses recorded as revenue, plus distributions from equity investments and excluding the noncontrolling interest owner's proportionate share of revenue and cost of product.



                                    Three Months Ended                         Year Ended
                                       December 31,                            December 31,

    thousands                  2016                       2015        2016                  2015
    ---------                  ----                       ----        ----                  ----

    Reconciliation of
     Operating income
     (loss) to Adjusted
     gross margin
     attributable to
     Western Gas Partners,
     LP

    Operating income (loss)         $181,155                     $(117,482)                       $708,208    $157,330

    Add:

    Distributions from
     equity investments      27,160                       25,244               103,423                98,298

    Operation and
     maintenance             81,869                       89,228               308,010               331,972

    General and
     administrative          12,049                       10,687                45,591                41,319

    Property and other
     taxes                    7,047                        5,380                40,145                33,288

    Depreciation and
     amortization            73,287                       67,715               272,933               272,611

    Impairments               4,222                      238,879                15,535               515,458

    Less:

    Gain (loss) on
     divestiture and other,
     net                    (5,872)                    (20,224)             (14,641)               57,024

    Proceeds from business
     interruption insurance
     claims                       -                           -               16,270                     -

    Equity income, net -
     affiliates              21,916                       12,114                78,717                71,251

    Reimbursed electricity-
     related charges
     recorded as revenues    14,026                       13,752                59,733                54,175

    Adjusted gross margin
     attributable to
     noncontrolling
     interest                 3,735                        3,557                16,323                16,779
                              -----                        -----                ------                ------

    Adjusted gross margin
     attributable to
     Western Gas Partners,
     LP                             $352,984                       $310,452                      $1,337,443  $1,251,047
    ----------------------          --------                       --------                      ----------  ----------

    Adjusted gross margin
     attributable to
     Western Gas Partners,
     LP for natural gas
     assets                         $317,294                       $277,342                      $1,194,877  $1,119,555

    Adjusted gross margin
     for crude/NGL assets    35,690                       33,110               142,566               131,492


                                                                        Western Gas Partners, LP

                                                             CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                               (Unaudited)


                                          Three Months Ended                                              Year Ended
                                             December 31,                                                 December 31,

    thousands except per-unit
     amounts                         2016                           2015                       2016                    2015
    -------------------------        ----                           ----                       ----                    ----

    Revenues and other

    Gathering, processing and
     transportation                       $317,517                                          $284,641                        $1,227,849   $1,128,838

    Natural gas and natural gas
     liquids sales                192,728                          131,075                                572,313               617,949

    Other                             575                              842                                  4,108                 5,285

    Total revenues and other      510,820                          416,558                              1,804,270             1,752,072
    ------------------------      -------                          -------                              ---------             ---------

    Equity income, net -
     affiliates                    21,916                           12,114                                 78,717                71,251
                                   ------                           ------                                 ------                ------

    Operating expenses

    Cost of product               167,235                          114,041                                494,194               528,369

    Operation and maintenance      81,869                           89,228                                308,010               331,972

    General and administrative     12,049                           10,687                                 45,591                41,319

    Property and other taxes        7,047                            5,380                                 40,145                33,288

    Depreciation and
     amortization                  73,287                           67,715                                272,933               272,611

    Impairments                     4,222                          238,879                                 15,535               515,458
    -----------                     -----                          -------                                 ------               -------

    Total operating expenses      345,709                          525,930                              1,176,408             1,723,017
    ------------------------      -------                          -------                              ---------             ---------

    Gain (loss) on divestiture
     and other, net               (5,872)                        (20,224)                              (14,641)               57,024

    Proceeds from business
     interruption insurance
     claims                             -                               -                                16,270                     -
                                      ---                             ---                                ------                   ---

    Operating income (loss)       181,155                        (117,482)                                708,208               157,330

    Interest income - affiliates    4,225                            4,225                                 16,900                16,900

    Interest expense             (39,234)                        (31,535)                             (114,921)             (113,872)

    Other income (expense), net       255                            (846)                                   479                 (619)
                                      ---                             ----                                    ---                  ----

    Income (loss) before income
     taxes                        146,401                        (145,638)                                610,666                59,739

    Income tax (benefit) expense      941                            8,372                                  8,372                45,532
                                      ---                            -----                                  -----                ------

    Net income (loss)             145,460                        (154,010)                                602,294                14,207

    Net income attributable to
     noncontrolling interest        2,456                            1,871                                 10,963                10,101
    --------------------------      -----                            -----                                 ------                ------

    Net income (loss)
     attributable to Western Gas
     Partners, LP                         $143,004                                        $(155,881)                         $591,331       $4,106

    Limited partners' interest
     in net income (loss):

    Net income (loss)
     attributable to Western Gas
     Partners, LP                         $143,004                                        $(155,881)                         $591,331       $4,106

    Pre-acquisition net
     (income) loss allocated to
     Anadarko                           -                        (15,780)                              (11,326)             (79,386)

    Series A Preferred units
     interest in net (income)
     loss                        (25,904)                               -                              (76,893)                    -

    General partner interest in
     net (income) loss           (62,229)                        (47,581)                             (236,561)             (180,996)
                                                                                                       --------              --------

    Common and Class C limited
     partners' interest in net
     income (loss)                         $54,871                                        $(219,242)                         $266,551   $(256,276)

    Net income (loss) per common
     unit - basic and diluted                $0.35                                           $(1.60)                            $1.74      $(1.95)

    Weighted-average common
     units outstanding - basic    130,672                          128,576                                130,253               128,345

    Weighted-average common
     units outstanding - diluted  164,867                          139,905                                159,058               139,459
    ----------------------------  -------                          -------                                -------               -------


                          Western Gas Partners, LP

                    CONDENSED CONSOLIDATED BALANCE SHEETS

                                 (Unaudited)


                                             December 31,

    thousands
     except number
     of units                      2016                      2015
    --------------                 ----                      ----

    Current assets                          $594,014                    $299,217

    Note receivable
     - Anadarko                 260,000                     260,000

    Net property,
     plant and
     equipment                5,049,932                   4,858,779

    Other assets              1,829,082                   1,883,201
                              ---------                   ---------

    Total assets                          $7,733,028                  $7,301,197
    ------------                          ----------                  ----------

    Current
     liabilities                            $315,305                    $235,488

    Long-term debt            3,091,461                   2,690,651

    Asset
     retirement
     obligations
     and other                  149,043                     268,356

    Deferred
     purchase price
     obligation -
     Anadarko                    41,440                     188,674
    ---------------              ------                     -------

    Total
     liabilities                          $3,597,249                  $3,383,169
    ------------                          ----------                  ----------

    Equity and
     partners'
     capital

    Series A
     Preferred
     units
     (21,922,831
     and zero units
     issued and
     outstanding at                         $639,545                $          -
    December 31,
     2016 and 2015,
     respectively)

    Common units
     (130,671,970
     and
     128,576,965
     units issued
     and
     outstanding at           2,536,872                   2,588,991
    December 31,
     2016 and 2015,
     respectively)

    Class C units
     (12,358,123
     and 11,411,862
     units issued
     and
     outstanding at             750,831                     710,891
    December 31,
     2016 and 2015,
     respectively)

    General partner
     units
     (2,583,068
     units issued
     and
     outstanding at
     December 31,
     2016                       143,968                     120,164
    and 2015)

    Net investment
     by Anadarko                      -                    430,598

    Noncontrolling
     interest                    64,563                      67,384
                                 ------                      ------

    Total
     liabilities,
     equity and
     partners'
     capital                              $7,733,028                  $7,301,197
    -------------                         ----------                  ----------


                                             Western Gas Partners, LP

                                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                   (Unaudited)


                                                                Year Ended
                                                                December 31,

    thousands                                      2016                              2015
    ---------                                      ----                              ----

    Cash flows from operating
     activities

    Net income (loss)                                         $602,294                          $14,207

    Adjustments to reconcile net
     income (loss) to net cash
     provided by operating
     activities and changes in
     working capital:

    Depreciation and
     amortization                               272,933                             272,611

    Impairments                                  15,535                             515,458

    (Gain) loss on divestiture
     and other, net                              14,641                            (57,024)

    Change in other items, net                   12,182                              40,393
    --------------------------                   ------                              ------

    Net cash provided by (used
     in) operating activities                                 $917,585                         $785,645
    --------------------------                                --------                         --------

    Cash flows from investing
     activities

    Capital expenditures                                    $(479,993)                      $(637,964)

    Contributions in aid of
     construction costs from
     affiliates                                   6,135                                 461

    Acquisitions from affiliates              (716,465)                           (10,903)

    Acquisitions from third
     parties                                          -                            (3,514)

    Investments in equity
     affiliates                                    (27)                           (11,442)

    Distributions from equity
     investments in excess of
     cumulative earnings -
     affiliates                                  21,238                              16,244

    Proceeds from the sale of
     assets to affiliates                           623                                 925

    Proceeds from the sale of
     assets to third parties                     45,490                             145,916

    Proceeds from property
     insurance claims                            17,465                                   -
                                                 ------                                 ---

    Net cash provided by (used
     in) investing activities                             $(1,105,534)                      $(500,277)
    --------------------------                             -----------                        ---------

    Cash flows from financing
     activities

    Borrowings, net of debt
     issuance costs                                         $1,297,218                         $889,606

    Repayments of debt                        (900,000)                          (610,000)

    Increase (decrease) in
     outstanding checks                           2,079                             (2,666)

    Proceeds from the issuance
     of common units, net of
     offering expenses                           25,000                              57,353

    Proceeds from the issuance
     of Series A Preferred
     units, net of offering
     expenses                                   686,937                                   -

    Distributions to unitholders              (671,938)                          (545,143)

    Distributions to
     noncontrolling interest
     owner                                     (13,784)                           (12,187)

    Net contributions from
     (distributions to) Anadarko               (23,491)                           (49,801)

    Above-market component of
     swap extensions with
     Anadarko                                    45,820                              18,449
    -------------------------                    ------                              ------

    Net cash provided by (used
     in) financing activities                                 $447,841                       $(254,389)
    --------------------------                                --------                        ---------

    Net increase (decrease) in
     cash and cash equivalents                                $259,892                          $30,979

    Cash and cash equivalents at
     beginning of period                         98,033                              67,054
    ----------------------------                 ------                              ------

    Cash and cash equivalents at
     end of period                                            $357,925                          $98,033
    ----------------------------                              --------                          -------


                                                             Western Gas Partners, LP

                                                               OPERATING STATISTICS

                                                                   (Unaudited)


                                        Three Months Ended                          Year Ended
                                            December 31,                            December 31,

                                        2016               2015                   2016             2015
                                        ----               ----                   ----             ----

    Throughput for natural gas
     assets (MMcf/d)

    Gathering, treating and
     transportation                    1,480                        1,581                        1,537   1,791

    Processing                         2,500                        2,272                        2,350   2,331

    Equity investment (1)                173                          196                          177     178
    --------------------                 ---                          ---                          ---     ---

      Total throughput for natural gas
       assets                          4,153                        4,049                        4,064   4,300
      -------------------------------- -----                        -----                        -----   -----

      Throughput attributable to
       noncontrolling interest for
       natural gas assets                113                          122                          124     142
      ----------------------------

    Total throughput attributable to
     Western Gas Partners, LP for
     natural gas assets                4,040                        3,927                        3,940   4,158
    --------------------------------   -----                        -----                        -----   -----

    Throughput for crude/NGL assets
     (MBbls/d)

    Gathering, treating and
     transportation                       49                           60                           57      69

    Equity investment (2)                132                          127                          127     117
                                         ---                          ---                          ---     ---

      Total throughput for crude/NGL
       assets                            181                          187                          184     186
      ------------------------------     ---                          ---                          ---     ---

    Adjusted gross margin per Mcf
     attributable to Western Gas
     Partners, LP for natural gas
     assets (3)                                 $0.85                                    $0.77          $0.83  $0.74
    -----------------------------               -----                                    -----          -----  -----

    Adjusted gross margin per Bbl
     for crude/NGL assets (4)           2.15                         1.92                         2.11    1.93
    -----------------------------       ----                         ----                         ----    ----



    (1)                  Represents WES's 14.81% share of
                         average Fort Union throughput and 22%
                         share of average Rendezvous
                         throughput.

    (2)                  Represents WES's 10% share of average
                         White Cliffs throughput, WES's 25%
                         share of average Mont Belvieu JV
                         throughput, WES's 20% share of
                         average TEG and TEP throughput, and
                         WES's 33.33% share of average FRP
                         throughput.

    (3)                  Average for period. Calculated as
                         Adjusted gross margin attributable to
                         Western Gas Partners, LP for natural
                         gas assets (total revenues and other
                         for natural gas assets, less
                         reimbursements for electricity-
                         related expenses recorded as revenue
                         and cost of product for natural gas
                         assets, plus distributions from WES's
                         equity investments in Fort Union and
                         Rendezvous, and excluding the
                         noncontrolling interest owner's
                         proportionate share of revenue and
                         cost of product), divided by total
                         throughput (MMcf/d) attributable to
                         Western Gas Partners, LP for natural
                         gas assets.

    (4)                  Average for period. Calculated as
                         Adjusted gross margin for crude/NGL
                         assets (total revenues and other for
                         crude/NGL assets, less
                         reimbursements for electricity-
                         related expenses recorded as revenue
                         and cost of product for crude/NGL
                         assets, plus distributions from WES's
                         equity investments in White Cliffs,
                         the Mont Belvieu JV, TEG, TEP and
                         FRP), divided by total throughput
                         (MBbls/d) for crude/NGL assets.


                                                Western Gas Equity Partners, LP

                                         CALCULATION OF CASH AVAILABLE FOR DISTRIBUTION

                                                          (Unaudited)


    thousands except per-unit amount and Coverage ratio                                 Three Months Ended
                                                                                         December 31, 2016
    ---                                                                                 -----------------

    Distributions declared by Western Gas Partners, LP:

    General partner interest                                                                                    $3,308

    Incentive distribution rights                                                                   54,971

    Common units held by WGP                                                                        43,114

    Less:

    Public company general and administrative expense                                                  685

    Interest expense                                                                                   525
    ----------------                                                                                   ---

    Cash available for distribution                                                                           $100,183
    -------------------------------                                                                           --------

    Declared distribution per common unit                                                                     $0.46250
    -------------------------------------                                                                     --------

    Distributions declared by Western Gas Equity Partners, LP                                                 $101,254
    ---------------------------------------------------------                                                 --------

    Coverage ratio                                                                                    0.99 x
    --------------                                                                                    ---- ---


                                                                     Western Gas Equity Partners, LP

                                                             CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                               (Unaudited)


                                          Three Months Ended                                               Year Ended
                                             December 31,                                                 December 31,

    thousands except per-unit
     amounts                         2016                  2015                      2016                              2015
    -------------------------        ----                  ----                      ----                              ----

    Revenues and other

    Gathering, processing and
     transportation                       $317,517                                          $284,641                        $1,227,849  $1,128,838

    Natural gas and natural gas
     liquids sales                192,728                           131,075                               572,313               617,949

    Other                             575                               842                                 4,108                 5,285
                                      ---                               ---                                 -----                 -----

    Total revenues and other      510,820                           416,558                             1,804,270             1,752,072
    ------------------------      -------                           -------                             ---------             ---------

    Equity income, net -
     affiliates                    21,916                            12,114                                78,717                71,251
                                   ------                            ------                                ------                ------

    Operating expenses

    Cost of product               167,235                           114,041                               494,194               528,369

    Operation and maintenance      81,869                            89,228                               308,010               331,972

    General and administrative     12,734                            11,445                                49,248                44,428

    Property and other taxes        7,048                             5,381                                40,161                33,327

    Depreciation and
     amortization                  73,287                            67,715                               272,933               272,611

    Impairments                     4,222                           238,879                                15,535               515,458
    -----------                     -----                           -------                                ------               -------

    Total operating expenses      346,395                           526,689                             1,180,081             1,726,165
    ------------------------      -------                           -------                             ---------             ---------

    Gain (loss) on divestiture
     and other, net               (5,872)                         (20,224)                             (14,641)               57,024
    --------------------------     ------                           -------                               -------                ------

    Proceeds from business
     interruption insurance
     claims                             -                                -                               16,270                     -
                                      ---                              ---                               ------                   ---

    Operating income (loss)       180,469                         (118,241)                               704,535               154,182

    Interest income - affiliates    4,225                             4,225                                16,900                16,900

    Interest expense             (39,759)                         (31,535)                            (116,628)             (113,874)

    Other income (expense), net       275                             (834)                                  545                 (578)
                                      ---                              ----                                   ---                  ----

    Income (loss) before income
     taxes                        145,210                         (146,385)                               605,352                56,630

    Income tax (benefit) expense      941                             8,372                                 8,372                45,532
                                      ---                             -----                                 -----                ------

    Net income (loss)             144,269                         (154,757)                               596,980                11,098

    Net income (loss)
     attributable to
     noncontrolling interests      60,573                         (139,766)                               251,208             (154,409)
    -------------------------      ------                          --------                               -------              --------

    Net income (loss)
     attributable to Western Gas
     Equity Partners, LP                   $83,696                                         $(14,991)                         $345,772    $165,507

    Limited partners' interest
     in net income (loss):

    Net income (loss)
     attributable to Western Gas
     Equity Partners, LP                   $83,696                                         $(14,991)                         $345,772    $165,507

    Pre-acquisition net
     (income) loss allocated to
     Anadarko                           -                         (15,780)                             (11,326)             (79,386)
    ---------------------------       ---                          -------                               -------               -------

    Limited partners' interest
     in net income (loss)                  $83,696                                         $(30,771)                         $334,446     $86,121

    Net income (loss) per common
     unit - basic and diluted                $0.38                                           $(0.14)                            $1.53       $0.39

    Weighted-average common
     units outstanding - basic
     and diluted                  218,925                           218,916                               218,922               218,913
    --------------------------    -------                           -------                               -------               -------


                         Western Gas Equity Partners, LP

                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                   (Unaudited)


                                               December 31,

    thousands except
     number of units                 2016                      2015
    ----------------                 ----                      ----

    Current assets                            $595,591                  $301,364

    Note receivable -
     Anadarko                     260,000                     260,000

    Net property,
     plant and
     equipment                  5,049,932                   4,858,779

    Other assets                1,830,574                   1,883,201
                                ---------                   ---------

    Total assets                            $7,736,097                $7,303,344
    ------------                            ----------                ----------

    Current
     liabilities                              $315,387                  $235,565

    Long-term debt              3,119,461                   2,690,651

    Asset retirement
     obligations and
     other                        149,043                     268,356

    Deferred purchase
     price obligation
     - Anadarko                    41,440                     188,674
    -----------------              ------

    Total liabilities                       $3,625,331                $3,383,246
    -----------------                       ----------                ----------

    Equity and
     partners'
     capital

    Common units
     (218,928,570 and
     218,919,380
     units issued and
     outstanding at
     December 31,
     2016 and 2015,
     respectively)                          $1,048,143                $1,060,842

    Net investment by
     Anadarko                           -                    430,598

    Noncontrolling
     interests                  3,062,623                   2,428,658
                                ---------                   ---------

    Total
     liabilities,
     equity and
     partners'
     capital                                $7,736,097                $7,303,344
    -------------                           ----------                ----------


                                         Western Gas Equity Partners, LP

                                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                   (Unaudited)


                                                                Year Ended
                                                                December 31,

    thousands                                      2016                              2015
    ---------                                      ----                              ----

    Cash flows from operating
     activities

    Net income (loss)                                         $596,980                          $11,098

    Adjustments to reconcile net
     income (loss) to net cash
     provided by operating
     activities and changes in
     working capital:

    Depreciation and
     amortization                               272,933                             272,611

    Impairments                                  15,535                             515,458

    (Gain) loss on divestiture
     and other, net                              14,641                            (57,024)

    Change in other items, net                   12,987                              40,666
    --------------------------                   ------                              ------

    Net cash provided by (used
     in) operating activities                                 $913,076                         $782,809
    --------------------------                                --------                         --------

    Cash flows from investing
     activities

    Capital expenditures                                    $(479,993)                      $(637,964)

    Contributions in aid of
     construction costs from
     affiliates                                   6,135                                 461

    Acquisitions from affiliates              (716,465)                           (10,903)

    Acquisitions from third
     parties                                          -                            (3,514)

    Investments in equity
     affiliates                                    (27)                           (11,442)

    Distributions from equity
     investments in excess of
     cumulative earnings -
     affiliates                                  21,238                              16,244

    Proceeds from the sale of
     assets to affiliates                           623                                 925

    Proceeds from the sale of
     assets to third parties                     45,490                             145,916

    Proceeds from property
     insurance claims                            17,465                                   -
                                                 ------                                 ---

    Net cash provided by (used
     in) investing activities                             $(1,105,534)                      $(500,277)
    --------------------------                             -----------                        ---------

    Cash flows from financing
     activities

    Borrowings, net of debt
     issuance costs                                         $1,323,198                         $889,606

    Repayments of debt                        (900,000)                          (611,150)

    Increase (decrease) in
     outstanding checks                           2,079                             (2,666)

    Proceeds from the issuance
     of WES common units, net of
     offering expenses                                -                             57,353

    Proceeds from the issuance
     of WES Series A Preferred
     units, net of offering
     expenses                                   686,937                                   -

    Distributions to WGP
     unitholders                              (374,082)                          (306,477)

    Distributions to Chipeta
     noncontrolling interest
     owner                                     (13,784)                           (12,187)

    Distributions to
     noncontrolling interest
     owners of WES                            (294,841)                          (233,178)

    Net contributions from
     (distributions to) Anadarko               (23,491)                           (49,801)

    Above-market component of
     swap extensions with
     Anadarko                                    45,820                              18,449
    -------------------------                    ------                              ------

    Net cash provided by (used
     in) financing activities                                 $451,836                       $(250,051)
    --------------------------                                --------                        ---------

    Net increase (decrease) in
     cash and cash equivalents                                $259,378                          $32,481

    Cash and cash equivalents at
     beginning of period                         99,694                              67,213
    ----------------------------                 ------                              ------

    Cash and cash equivalents at
     end of period                                            $359,072                          $99,694
    ----------------------------                              --------                          -------

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SOURCE Western Gas Partners, LP; Western Gas Equity Partners, LP