1. www.opportune.com

2. 2 About Us We are a Houston-based consulting firm assisting clients with financial due diligence on acquisitions, SEC filings, technical accounting research, energy trading risk management and dispute resolution We have experience in many industries, including energy (E&P, midstream, refining and trading), services, construction and finance We provide accounting and land administration outsourcing through PetroAcct

3. 3 PetroAcct, L.P. PetroAcct Accounts Payable Revenue JIB/Property IT Conversion Financial Reporting Land Treasury Regulatory Reporting Production Accounting

4. 4 MLP Accounting Issues I.Parent A.Consolidation 1.Possibilities a. Full b. Equity c. Proposal Consolidation 2.Related Issues a. Discontinued Operations b. Goodwill c. Taxes B.Gains or loss on sale C.Transfers after IPO

5. 5 II.MLP A.Determination of Predecessor B. Periods to be presented 1. Carved-out financials 2. Acquisitions C.Carry-over basis 1. Historical 2. Set-up D. Pushdown (loosely defined) 1. Debt and related interests costs 2. Parent allocation of G&A 3. Goodwill E.Long-term incentives for employees F.Transfers after IPO MLP Accounting Issues