ACQUISITION AND DISPOSITION OF PROPERTIES

During June, July and August of 2016, Energen completed a series of asset sales of certain non-core Permian Basin assets in the Delaware Basin in Texas and in the San Juan Basin in New Mexico for an aggregate purchase price of $552 million. These transactions had closing dates of June 3, 7, 30, July 15 and August 9 of 2016 with various effective dates ranging from March 1, 2016 to June 30, 2016. Minor portions of the assets were transferred to other parties upon the exercise in the ordinary course of business of preferential purchase rights under pre-existing joint operating agreements. Pre-tax proceeds to Energen were approximately $536.5 million after purchase price adjustments of approximately $15 million related to the operations of the properties subsequent to the effective dates and other one-time adjustments including transfer payments and certain amounts due the buyer, but before consideration of transaction costs of approximately $5 million. Energen recognized pre-tax gains of $91.4 million and $252.4 million in the three months and nine months ended September 30, 2016, respectively, on the sales. Energen used proceeds from the sale to fund ongoing operations.

On March 31, 2015, Energen completed the sale of the majority of its natural gas assets in the San Juan Basin in New Mexico and Colorado (effective as of January 1, 2015) for an aggregate purchase price of $395 million. The sales proceeds were reduced by purchase price adjustments of approximately $11 million related to the operations of the San Juan Basin properties subsequent to December 31, 2014 and one-time adjustments related primarily to liabilities assumed by the buyer, which resulted in pre-tax proceeds to Energen of approximately $384 million before consideration of transaction costs of approximately $2.8 million. Energen recognized a pre-tax gain of $27.0 million on the sale. Energen used proceeds from the sale to reduce long-term indebtedness. At December 31, 2014, proved reserves associated with these San Juan Basin properties totaled 69,038 MBOE.

Summarized below are the consolidated results of operations for the three months and nine months ended September 30, 2016 and 2015, on an unaudited pro forma basis which gives effect to the series of asset sales in the Permian Basin and in the San Juan Basin as if they had occurred at the beginning of the earliest period presented. The pro forma financial information does not purport to be indicative of results of operations that would have occurred had the transaction occurred on the basis assumed above nor are they indicative of results of the future operations of the enterprises.



	Three months ended						Nine months ended
	September 30,						September 30,
(in thousands, except per share data)	2016			2015			2016			2015
Total revenues	$	182,223		$	275,813		$	388,603		$	597,253
Net loss	$	(5,899	)	$	(219,605	)	$	(252,664	)	$	(354,409	)
Diluted earnings per average common share	$	(0.06	)	$	(2.79	)	$	(2.70	)	$	(4.72	)
Basic earnings per average common share	$	(0.06	)	$	(2.79	)	$	(2.70	)	$	(4.72	)

The following table details held for sale properties by major classes of assets and liabilities. These property sales do not qualify as discontinued operations:



(in thousands)	December 31, 2015
	San Juan Basin
Inventories	$	3,651
Oil and natural gas properties	305,386
Less accumulated depreciation, depletion and amortization	(219,059		)
Other property and equipment, net	3,761
Total assets held for sale	93,739
Other long-term liabilities	(12,789		)
Total liabilities held for sale	(12,789		)
Total net assets held for sale	$	80,950

Energen completed an estimated $134.9 million in various purchases and renewals of unproved leasehold largely in the Permian Basin, including approximately $77 million of acreage purchased in Lea County, New Mexico, during the nine months ended September 30, 2016. During the nine months ended September 30, 2015, Energen completed an estimated total of $61.1 million in various purchases of unproved leasehold.