Brazos Valley Longhorn, L.L.C. 8-K WildHorse Resource Development Corporation Announces Closing of the Eagle Ford

Exhibit 99.4

INDEX TO FINANCIAL STATEMENTS

	Page
WildHorse Resource Development Corporation
Unaudited Pro Forma Combined Financial Statements
Introduction		F-2
Unaudited Pro Forma Combined Balance Sheet as of March 31, 2017		F-4
Unaudited Pro Forma Combined Statement of Operations for the Year Ended December 31, 2016		F-5
Unaudited Pro Forma Combined Statement of Operations for the Three Months Ended March 31, 2017		F-6
Notes to Unaudited Pro Forma Combined Financial Statements		F-7

F-1

WILDHORSE RESOURCE DEVELOPMENT CORPORATION

UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

Introduction

WildHorse Resource Development Corporation is a publicly traded Delaware corporation, the common shares of which are listed on the New York Stock Exchange (“NYSE”) under the symbol “WRD.” Unless the context requires otherwise, references to “we,” “us,” “our,” “WRD,” or “the Company” are intended to mean the business and operations of WildHorse Resource Development Corporation and its consolidated subsidiaries. We are an independent oil and natural gas company focused on the acquisition, exploitation, development and production of oil, natural gas and NGL resources.

Reference to “WHR II” or our “predecessor” refers to WildHorse Resources II, LLC, together with its consolidated subsidiaries. Reference to “Esquisto I” refers to Esquisto Resources, LLC. Reference to “Esquisto II” refers to Esquisto Resources II, LLC. Reference to “Acquisition Co.” refers to WHE AcqCo., LLC, an entity that acquired certain producing properties and undeveloped acreage from Clayton Williams Energy, Inc. (“Burleson North Acquisition”) on December 19, 2016.

Our predecessor’s financial statements were retrospectively recast due to common control considerations. Because WHR II, Esquisto I, Esquisto II and Acquisition Co. were under the common control of NGP, the sale and contribution of the respective ownership interests were accounted for as a combination of entities under common control, whereby the assets and liabilities sold and contributed were recorded based on historical cost.

On May 10, 2017, we, through our wholly owned subsidiary, WHR Eagle Ford LLC (“WHR EF”), entered into a Purchase and Sale Agreement (the “First Acquisition Agreement”) by and among WHR EF, as purchaser, and Anadarko E&P Onshore LLC (“APC”), Admiral A Holding L.P., TE Admiral A Holding L.P. and Aurora C-I Holding L.P. (collectively, “KKR” and, together with APC, the “First Sellers”), as sellers, to acquire certain acreage and associated production in Burleson, Brazos, Lee, Milam, Robertson, and Washington Counties, Texas (the “Purchase”). Also on May 10, 2017, WHR EF entered into a Purchase and Sale Agreement (together, with the First Acquisition Agreement, the “Acquisition Agreements”), by and among WHR EF, as purchaser, and APC and Anadarko Energy Services Company (together, with APC, the “APC Subs” and together, with the First Sellers, the “Sellers”), as sellers, to acquire certain acreage and associated production in Burleson, Brazos, Lee, Milam, Robertson, and Washington Counties, Texas (together, with the Purchase, the “Acquisition”).

Pursuant to the Acquisition Agreements, on June 30, 2017, we acquired oil and gas working interests covering approximately 111,000 aggregate net acres and the associated production therefrom. The aggregate purchase price for the assets, as described in the Acquisition Agreements, subject to customary adjustments as provided in the Acquisition Agreements, consisted of an aggregate of approximately $534 million of cash to the APC Subs and approximately 5.5 million shares of our common stock valued at approximately $61 million to KKR (in the aggregate, the “Adjusted Purchase Price”). The common stock consideration price payable to KKR issued pursuant to a Stock Issuance Agreement that was executed, on May 10, 2017 (the “Stock Issuance Agreement”), by and among us and KKR. We and KKR made customary representations, warranties and covenants in the Stock Issuance Agreement. The closing of the common stock issuance was conditioned upon and occurred simultaneous with the closing of the Acquisition. WHR EF and the Sellers made customary representations, warranties and covenants in the Acquisition Agreements. The Sellers made certain additional customary covenants, including, among others, covenants to conduct its business in the ordinary course between the execution of the Acquisition Agreements and the closing of the Acquisition and not to engage in certain kinds of transactions during that period, subject to certain exceptions. The Sellers agreed not to take certain specified actions without our consent during the time between execution of the Acquisition Agreements and the closing of the Acquisition.

An affiliate of The Carlyle Group, L.P. (“Carlyle”) agreed to purchase $435 million of Series A Perpetual Convertible Preferred Stock (the “Preferred Stock”) from WRD. The remainder of the acquisition price was funded by borrowings under WRD’s revolving credit facility. The unaudited pro forma combined statements of operations of the Company include pro forma adjustments to give effect to the following as if they had occurred on the dates indicated:

• for the year ended December 31, 2016, the Burleson North Acquisition as if it had been completed as of January 1, 2016;

• for the year ended December 31, 2016, the Acquisition as if it had been completed as of January 1, 2016; and

• for the three months ended March 31, 2017, the Acquisition as if it had been completed as of January 1, 2016.

The unaudited pro forma combined balance sheet of the Company was prepared as of March 31, 2017 and includes pro forma adjustments to give effect to the Acquisition as if it had been completed on March 31, 2017.

F-2

The unaudited pro forma combined statements of operations of the Company were prepared based on (i) the audited financial statements of the Company as of and for the year ended December 31, 2016; (ii) the unaudited financial statements of the Company as of and for the three months ended March 31, 2017; (iii) the audited historical statements of revenues and direct operating expenses of the Burleson North Acquisition for the nine months ended September 30, 2016; (iv) the audited and unaudited historical statements of revenues and direct operating expenses of the APC Acquisition for the year ended December 31, 2016 and the three months ended March 31, 2017; (v) the audited and unaudited historical statements of revenues and direct operating expenses of the KKR Acquisition for the year ended December 31, 2016 and the three months ended March 31, 2017; and (vi) certain pro forma adjustments reflected in the pro forma financial statements below.

The unaudited pro forma combined balance sheet of the Company as of March 31, 2017 was prepared based on the unaudited financial statements of the Company as of March 31, 2017 and certain pro forma adjustments reflected in the pro forma financial statements below.

The pro forma data presented reflects events directly attributable to the above described transactions and certain assumptions that the Company believes are reasonable. The pro forma adjustments are based on currently available information and certain estimates and assumptions. Therefore, the actual adjustments may differ from the pro forma adjustments. However, management believes that the pro forma assumptions provide a reasonable basis for presenting the significant effects of the transactions as contemplated and that the pro forma adjustments give appropriate effect to those assumptions and are properly applied in the unaudited pro forma combined financial statements.

The unaudited pro forma combined financial statements and related notes are presented for illustrative purposes only. If the Burleson North Acquisition or the Acquisition and the related financing transactions contemplated herein had occurred in the past, the Company’s operating results might have been materially different from those presented in the unaudited pro forma combined financial statements. The unaudited pro forma combined financial statements should not be relied upon as an indication of operating results that the Company would have achieved if the acquisitions and other transactions contemplated herein had taken place on the specified date. In addition, future results may vary significantly from the results reflected in the unaudited pro forma statements of operations and should not be relied on as an indication of the future results of the Company.

The unaudited pro forma combined financial statements should be read in conjunction with the notes thereto and with the audited and unaudited historical financial statements and related notes of the Company, as well as the other audited and unaudited historical statements of revenues and direct operating expenses.

F-3

WILDHORSE RESOURCE DEVELOPMENT CORPORATION

UNAUDITED PRO FORMA COMBINED BALANCE SHEET

AS OF MARCH 31, 2017

(in thousands)

	WRD Historical			Financing and Other Adjustments				WRD Pro Forma
ASSETS
Current Assets:
Cash and cash equivalents	$	93,342		$	103,290		a)	$	93,342
					(103,290	)	c)
					435,000		b)
					(435,000	)	c)
Accounts receivable, net		27,046			—				27,046
Short-term derivative instruments		5,674			—				5,674
Prepaid expenses and other current assets		2,310			254		c)		2,564
Total current assets		128,372			254				128,626
Property and equipment:
Oil and gas properties		1,666,340			533,610		c)		2,264,724
					60,754		d)
					3,085		e)
					935		f)
Other property and equipment		36,893			—				36,893
Accumulated depreciation, depletion and amortization		(226,587	)		—				(226,587	)
Total property and equipment, net		1,476,646			598,384				2,075,030
Other noncurrent assets:
Restricted cash		752			—				752
Long-term derivative instruments		8,393			—				8,393
Debt issuance costs		1,954			946		c)		2,900
Other long-term assets		1,319			—				1,319
Total assets	$	1,617,436		$	599,584			$	2,217,020
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	19,751		$	—			$	19,751
Accrued liabilities		56,003			935		f)		56,938
Short-term derivative instruments		4,708			—				4,708
Asset retirement obligations		90			—				90
Total current liabilities		80,552			935				81,487
Noncurrent liabilities:
Long-term debt		338,783			103,290		a)		442,073
Asset retirement obligations		10,868			3,085		e)		13,953
Deferred tax liabilities		124,253			—				124,253
Long-term derivative instruments		367			—				367
Other noncurrent liabilities		1,393			—				1,393
Total noncurrent liabilities		475,664			106,375				582,039
Total liabilities		556,216			107,310				663,526
Commitments and contingencies
Series A perpetual convertible preferred stock, $0.01 par value: 50,000,000 shares authorized; no shares (435,000 pro forma shares) issued and outstanding at March 31, 2017.		—			435,000		b)		432,750
					(2,250	)	c)
Stockholders’ equity:
Common stock, $0.01 par value 500,000,000 shares authorized; 93,987,541 shares (99,505,666 pro forma shares) issued and outstanding at March 31, 2017.		940			55		d)		995
Additional paid-in capital		1,050,425			60,699		d)		1,111,124
Accumulated earnings (deficit)		9,855			(1,230	)	c)		8,625
Total stockholders’ equity		1,061,220			59,524				1,120,744
Total liabilities and equity	$	1,617,436		$	599,584			$	2,217,020

The accompanying notes are an integral part of these unaudited pro forma combined financial statements.

F-4

WILDHORSE RESOURCE DEVELOPMENT CORPORATION

UNAUDITED PRO FORMA COMBINED STATEMENT OF OPERATIONS

FOR THE YEAR ENDED DECEMBER 31, 2016

(in thousands)

	WRD Historical			Burleson North Acquisition Historical (1)		Burleson North Acquisition Adjustments (2)			APC Acquisition Historical		KKR Acquisition Historical		Financing and Other Adjustments				WRD Pro Forma
Revenues:
Oil sales	$	75,938		$	34,571	$	10,583		$	66,585	$	21,746	$	—			$	209,423
Natural gas sales		43,487			1,812		646			4,299		530		—				50,774
NGL sales		5,786			810		318			5,179		821		—				12,914
Other income		2,131			—		—			—		—		—				2,131
Total operating revenues		127,342			37,193		11,547			76,063		23,097		—				275,242
Operating expenses:
Lease operating expenses		12,320			12,966		2,443			24,660		3,014		(10,178	)	l)		45,225
Gathering, processing and transportation		6,581			—		1,244			—		—		10,178		l)		18,003
Gathering system operating expense		99			—		—			—		—		—				99
Taxes other than income tax		6,814			3,546		(182	)		4,664		1,414		—				16,256
Depreciation, depletion and amortization		81,757			—		19,115			—		—		93,182		g)		194,054
General and administrative		23,973			—		—			—		—		—				23,973
Exploration expense		12,026			—		—			—		—		—				12,026
Total operating expense		143,570			16,512		22,620			29,324		4,428		93,182				309,636
Income (loss) from operations		(16,228	)		20,681		(11,073	)		46,739		18,669		(93,182	)			(34,394	)
Other income (expense):
Interest expense, net		(7,834	)		—		—			—		—		(3,636	)	h)		(11,724	)
														(254	)	i)
Debt extinguishment costs		(1,667	)		—		—			—		—		—				(1,667	)
Gain (loss) on derivative instruments		(26,771	)		—		—			—		—		—				(26,771	)
Other income (expense)		(151	)		—		—			—		—		—				(151	)
Total other income (expense)		(36,423	)		—		—			—		—		(3,890	)			(40,313	)
Income (loss) before income taxes		(52,651	)		20,681		(11,073	)		46,739		18,669		(97,072	)			(74,707	)
Income tax benefit (expense)		5,575			—		—			—		—		808		j)		6,383
Net income (loss)		(47,076	)		20,681		(11,073	)		46,739		18,669		(96,264	)			(68,324	)
Net income (loss) attributable to previous owners		(2,681	)		20,681		(11,073	)		45,079		18,013		(92,926	)	k)		(22,907	)
Net income (loss) attributable to predecessor		(33,998	)		—		—			—		—		—				(33,998	)
Net income (loss) available to WildHorse Resources	$	(10,397	)	$	—	$	—		$	1,660	$	656	$	(3,338	)		$	(11,419	)
Preferred stock dividends		—			—		—			—		—		(19,870	)	m)		(19,870	)
Net income (loss) available to common shareholders	$	(10,397	)	$	—	$	—		$	1,660	$	656	$	(23,208	)		$	(31,289	)
Earnings per common share:
Basic	$	(0.11	)														$	(0.32	)
Diluted	$	(0.11	)														$	(0.32	)
Weighted-average common shares outstanding:
Basic		91,327																96,845
Diluted		91,327																96,845

(1) Represents the nine months ended September 30, 2016.

(2) Represents activity from the Burleson North Acquisition from October 1, 2016 through December 19, 2016, the date of acquisition.

The accompanying notes are an integral part of these unaudited pro forma combined financial statements.

F-5

WILDHORSE RESOURCE DEVELOPMENT CORPORATION

UNAUDITED PRO FORMA COMBINED STATEMENT OF OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 31, 2017

(in thousands)

	WRD Historical			APC Acquisition Historical		KKR Acquisition Historical		Financing and Other Adjustments				WRD Pro Forma
Revenues:
Oil sales	$	39,077		$	16,741	$	4,975	$	—			$	60,793
Natural gas sales		12,145			1,214		122		—				13,481
NGL sales		2,663			1,621		238		—				4,522
Other income		407			—		—		—				407
Total operating revenues		54,292			19,576		5,335		—				79,203
Operating expenses:
Lease operating expenses		6,928			6,244		622		(2,280	)	l)		11,514
Gathering, processing and transportation		1,700			—		—		2,280		l)		3,980
Gathering system operating expense		19			—		—		—				19
Taxes other than income tax		3,899			1,507		334		—				5,740
Depreciation, depletion and amortization		26,443			—		—		19,001		g)		45,444
General and administrative		7,482			—		—		—				7,482
Exploration expense		1,615			—		—		—				1,615
Total operating expense		48,086			7,751		956		19,001				75,794
Income (loss) from operations		6,206			11,825		4,379		(19,001	)			3,409
Other income (expense):
Interest expense, net		(5,571	)		—		—		(909	)	h)		(6,544	)
									(64	)	i)
Debt extinguishment costs		11			—		—		—				11
Gain (loss) on derivative instruments		31,291			—		—		—				31,291
Other income (expense)		15			—		—		—				15
Total other income (expense)		25,746			—		—		(973	)			24,773
Income (loss) before income taxes		31,952			11,825		4,379		(19,974	)			28,182
Income tax benefit (expense)		(11,700	)		—		—		1,338		j)		(10,362	)
Net income (loss) available to WildHorse Resources	$	20,252		$	11,825	$	4,379	$	(18,636	)		$	17,820
Preferred stock dividends		—			—		—		(6,823	)	m)		(6,823	)
Undistributed earnings allocated to preferred stock		—			—		—		(2,768	)	n)		(2,768	)
Net income (loss) available to common shareholders	$	20,252		$	11,825	$	4,379	$	(28,227	)		$	8,229
Earnings per common share:
Basic	$	0.22										$	0.08
Diluted	$	0.22										$	0.08
Weighted-average common shares outstanding:
Basic		93,216											98,734
Diluted		93,216											98,734

The accompanying notes are an integral part of these unaudited pro forma combined financial statements.

F-6

WILDHORSE RESOURCE DEVELOPMENT CORPORATION

NOTES TO UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

Note 1. Basis of Pro Forma Presentation

On May 10, 2017, we, through our wholly owned subsidiary, WHR Eagle Ford LLC (“WHR EF”), entered into a Purchase and Sale Agreement (the “First Acquisition Agreement”) by and among WHR EF, as purchaser, and Anadarko E&P Onshore LLC (“APC”), Admiral A Holding L.P., TE Admiral A Holding L.P. and Aurora C-I Holding L.P. (collectively, “KKR” and, together with APC, the “First Sellers”), as sellers, to acquire certain acres and associated production in Burleson, Brazos, Lee, Milam, Robertson, and Washington Counties, Texas (the “Purchase”). Also on May 10, 2017, WHR EF entered into a Purchase and Sale Agreement (together, with the First Acquisition Agreement, the “Acquisition Agreements”), by and among WHR EF, as purchaser, and APC and Anadarko Energy Services Company (together, with APC, the “APC Subs” and together, with the First Sellers, the “Sellers”), as sellers, to acquire certain acres and associated production in Burleson, Brazos, Lee, Milam, Robertson, and Washington Counties, Texas (together, with the Purchase, the “Acquisition”).

The unaudited pro forma combined financial information has been derived from the Company’s historical consolidated and combined financial statements. The unaudited pro forma combined balance sheet as of March 31, 2017 gives effect to the Acquisition as if it had been completed on March 31, 2017. The unaudited pro forma combined statements of operations for the three months ended March 31, 2017 and the year ended December 31, 2016 each give effect to the Acquisition as if it had been completed on January 1, 2016. The unaudited pro forma combined statement of operations for the year ended December 31, 2016 also gives effect to the Burleson North Acquisition as if it had been completed on January 1, 2016.

The unaudited pro forma combined financial statements reflect pro forma adjustments that are described in Note 3 below and are based on available and certain assumptions that the Company believes are reasonable. However, actual results may differ from those reflected in these statements. In our opinion, all adjustments that are necessary to present fairly the pro forma information have been made. The following unaudited pro forma combined statements do not purport to represent what the financial position or results of operations would have been if the transaction had actually occurred on the dates indicated above, nor are they indicative of our future financial position or results of operations. These unaudited pro forma combined financial statements should be read in conjunction with the historical financial statements and our related notes for the periods presented.

Note 2. Preliminary Purchase Price Allocation

We account for third-party acquisitions, including the Acquisition, under the acquisition method. The assets acquired and the liabilities assumed in the Acquisition have been measured at fair value based on various estimates. These estimates are based on key assumptions related to the business combination, including reviews of publicly disclosed information for other acquisitions in the industry, historical experience of the companies, data that was available through the public domain and due diligence reviews of the acquiree businesses. Acquisition-related transaction costs and acquisition-related restructuring charges are not included as components of consideration transferred but are accounted for as expenses in the period in which the costs are incurred.

	APC Acquisition			KKR Acquisition			Total
Consideration:
Cash	$	533,610		$	—		$	533,610
Common stock		—			60,754			60,754
Total consideration	$	533,610		$	60,754		$	594,364
Proved oil and gas properties	$	414,317		$	48,918		$	463,235
Unproved oil and gas properties		123,133			12,016			135,149
Asset retirement obligations		(2,905	)		(180	)		(3,085	)
Accrued liabilities		(935	)		—			(935	)
Total identifiable net assets	$	533,610		$	60,754		$	594,364

The allocation of the preliminary purchase price to the fair values of assets acquired and liabilities assumed includes pro forma adjustments to reflect the fair values of the Acquisition’s assets and liabilities at the time of the completion of the Acquisition. The final allocation of the purchase price could differ materially from the preliminary allocation. As such, we expect to finalize the allocation of the purchase price as soon as practicable.

F-7

WILDHORSE RESOURCE DEVELOPMENT CORPORATION

NOTES TO UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

Note 3. Pro Forma Adjustments and Assumptions

The following pro forma adjustments have been applied to the Company’s historical combined financial statements to depict the Company’s combined balance sheet as if the Acquisition had occurred on March 31, 2017 and combined statements of operations as if the Burleson North Acquisition and the Acquisition had occurred on January 1, 2016. The pro forma adjustments were based on then-available information and assumptions that management believed to be appropriate in the circumstances.

Unaudited Pro Forma Combined Balance Sheet

The following adjustments were made in the preparation of the unaudited pro forma combined balance sheet at March 31, 2017:

a. Pro forma adjustment to reflect the cash proceeds related to borrowings under our revolving credit facility to fund the Acquisition, which includes $1.2 million of deferred financing costs related to the expected increase in the borrowing base upon closing of the Acquisition and $1.2 million of acquisition-related costs directly related to the Acquisition, such as legal, accounting and financial advisory fees, and $2.3 million of preferred stock issuance costs.

b. Pro forma adjustment to reflect the $435.0 million in cash proceeds to fund the Acquisition related to the issuance of Series A Perpetual Convertible Preferred Stock.

c. Pro forma adjustments to record the use of the cash proceeds from the borrowings under our revolving credit facility and the preferred stock issuance, including preferred stock issuance costs of $2.3 million, deferred financing costs of $1.2 million and acquisition-related costs of $1.2 million.

d. Pro forma adjustment to record the issuance of 5.5 million common shares to KKR.

e. Pro forma adjustment to reflect the assumption of asset retirement obligations.

f. Pro forma adjustment to reflect the assumption of legal suspense associated with the properties acquired.

Unaudited Pro Forma Combined Statements of Operation

The following adjustments were made in the preparation of the unaudited pro forma combined statements of operations for the three months ended March 31, 2017 and year ended December 31, 2016:

g. Pro forma adjustment to reflect the depletion and depreciation on property, plant and equipment and the accretion expense on asset retirement obligations. The table below represents the components of this adjustment (in thousands):

	APC Acquisition		KKR Acquisition		Total
For the three months ended March 31, 2017
Depletion	$	16,812	$	2,139	$	18,951
Accretion of asset retirement obligations		47		3		50
					$	19,001
For the year ended December 31, 2016
Depletion	$	81,400	$	11,582	$	92,982
Accretion of asset retirement obligations		188		12		200
					$	93,182

h. Pro forma adjustment to reflect the incurrence of interest expense on $103.4 million of additional borrowings under our revolving credit facility used to fund the Acquisition. For the three months ended March 31, 2017 and year ended December 31, 2016, pro forma interest expense was based on a weighted-average interest rate of 3.52%. The table below represents the effects of a one-eighth percentage point change in the interest rate on the pro forma interest associated with these additional borrowings (dollars in thousands):

	Interest Rate			Three Months Ended March 31, 2017		Year Ended December 31, 2016
Weighted-average interest rate		3.520	%	$	909	$	3,636
Weighted-average interest rate - increase 0.125%		3.645	%	$	941	$	3,765
Weighted-average interest rate - decrease 0.125%		3.395	%	$	877	$	3,507

F-8

WILDHORSE RESOURCE DEVELOPMENT CORPORATION

NOTES TO UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

i. Pro forma adjustment to reflect the amortization of deferred financing costs as if the borrowing costs associated with the Acquisition were incurred on January 1, 2016.

j. Pro forma adjustment to reflect the estimated income tax effects of the Acquisition. The Texas Margins Tax (“TMT”) statutory rate of 0.75% was used for the periods prior to the closing of our initial public offering on December 19, 2016. For periods subsequent to our initial public offering, we are using a combined statutory rate of 35.49% for both federal taxes and the TMT.

k. Pro forma adjustment reflecting allocation of net income (loss) prior to our initial public offering to previous owners.

l. Adjustment to reclass gathering, processing and transportation from lease operating costs to conform to our presentation.

m. Adjustment reflecting 6% dividend paid-in-kind for the year ended December 31, 2016 and the three months ended March 31, 2017, compounded quarterly.

n. Adjustment reflecting the proportionate share of undistributed net income attributable to preferred stock.

Note 4. Earnings per share

The following sets forth the calculation of earnings (loss) per share (“EPS”), for the year ended December 31, 2016 and the three months ended March 31, 2017 (in thousands, except per share amounts). In the calculation of basic net income (loss) per share attributable to common stockholders, participating securities are allocated earnings based on actual dividend distributions received plus a proportionate share of undistributed net income attributable to common stockholders, if any, after recognizing distributed earnings. The Company’s participating securities do not participate in undistributed net losses because they are not contractually obligated to do so.

	For the Year Ended December 31, 2016
	(Historical)			(Pro Forma)
Numerator:
Net income (loss) available to WildHorse Resources	$	(10,397	)	$	(11,419	)
Less: Preferred stock dividends		—			19,870
Net income (loss) available to common shareholders	$	(10,397	)	$	(31,289	)
Denominator:
Weighted-average common shares outstanding (in thousands)(1)		91,327			91,327
Common shares issued to KKR		—			5,518
Common shares used in basic EPS		91,327			96,845
Basic EPS	$	(0.11	)	$	(0.32	)
Diluted EPS (1)	$	(0.11	)	$	(0.32	)

(1) The Company used the two-class method for both basic and diluted EPS. For the year ended December 31, 2016, 363 incremental shares were excluded from the calculation of diluted EPS under the treasury stock method due to their antidilutive effect as we were in a loss position and 32,725 shares were excluded in the calculation of diluted EPS due to their antidilutive effect under the if-converted method.

F-9

WILDHORSE RESOURCE DEVELOPMENT CORPORATION

NOTES TO UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

	For the Three Months Ended March 31, 2017
	(Historical)		(Pro Forma)
Numerator:
Net income (loss) available to WildHorse Resources	$	20,252	$	17,820
Less: Preferred stock dividends		—		6,823
Less: Undistributed earnings allocated to preferred stock		—		2,768
Net income (loss) available to common shareholders	$	20,252	$	8,229
Denominator:
Weighted-average common shares outstanding (in thousands)(1)		93,216		93,216
Common shares issued to KKR		—		5,518
Common shares used in basic EPS		93,216		98,734
Basic EPS	$	0.22	$	0.08
Diluted EPS (1)	$	0.22	$	0.08

(1) The Company used the two-class method for both basic and diluted EPS. For the three months ended March 31, 2017, 6 incremental shares were included in the calculation of diluted EPS under the treasury stock method and 33,215 shares were excluded in the calculation of diluted EPS due to their antidilutive effect under the if-converted method.

Note 5. Supplemental Oil and Gas Information

Oil and Natural Gas Reserves

Users of this information should be aware that the process of estimating quantities of “proved” and “proved developed” oil and natural gas reserves is very complex, requiring significant subjective decisions in the evaluation of all available geological, engineering and economic data for each reservoir. The data for a given reservoir may also change substantially over time as a result of numerous factors including, but not limited to, additional development activity, evolving production history and continual reassessment of the viability of production under varying economic conditions. As a result, revisions to existing reserve estimates may occur from time to time. Although every reasonable effort is made to ensure reserve estimates reported represent the most accurate assessments possible, the subjective decisions and variances in available data for various reservoirs make these estimates generally less precise than other estimates included in the financial statement disclosures.

Proved reserves are those quantities of oil and natural gas that by analysis of geoscience and engineering data can be estimated with reasonable certainty to be economically producible — from a given date forward, from known reservoirs, and under existing economic conditions, operating methods and government regulations — prior to the time at which contracts providing the right to operate expire, unless evidence indicates that renewal is reasonably certain, regardless of whether deterministic or probabilistic methods are used for the estimation. The project to extract the hydrocarbons must have commenced or the operator must be reasonably certain that it will commence the project within a reasonable time.

Our consolidated historical proved reserves as of December 31, 2016 were prepared by our internal engineers and audited by Cawley, Gillespie and Associates, Inc. (“Cawley”), our independent reserve engineers. APC’s proved reserves as of December 31, 2016 were prepared by their internal reservoir engineers. KKR’s proved reserves as of December 31, 2016 were prepared by their internal reservoir engineers. All proved reserves are located in the United States and all prices were determined and held constant in accordance with SEC rules.

F-10

WILDHORSE RESOURCE DEVELOPMENT CORPORATION

NOTES TO UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

The following tables set forth estimates of the quantities of oil, natural gas and NGL reserves as of December 31, 2016:

	Proved Oil Reserves (MBbls)
	WRD Historical			APC Acquisition Historical			KKR Acquisition Historical			WRD Pro Forma
Proved developed and undeveloped reserves:
Beginning of the year		36,650			8,124			3,356			48,130
Extensions, discoveries and additions		18,870			156			105			19,131
Purchase of minerals in place		26,835			—			—			26,835
Sales of minerals in place		—			(508	)		—			(508	)
Production		(1,848	)		(1,734	)		(549	)		(4,131	)
Revisions of previous estimates		6,940			846			(1,136	)		6,650
End of year		87,447			6,884			1,776			96,107
Proved developed reserves:
Beginning of year		7,503			7,291			1,849			16,643
End of year		19,192			6,884			1,776			27,852
Proved undeveloped reserves:
Beginning of year		29,147			833			1,507			31,487
End of year		68,255			—			—			68,255
	Proved Natural Gas Reserves (MMcf)
	WRD Historical			APC Acquisition Historical			KKR Acquisition Historical			WRD Pro Forma
Proved developed and undeveloped reserves:
Beginning of the year		344,959			9,158			1,073			355,190
Extensions, discoveries and additions		32,782			55			26			32,863
Purchase of minerals in place		13,545			—			—			13,545
Sales of minerals in place		—			(450	)		—			(450	)
Production		(17,820	)		(1,852	)		(219	)		(19,891	)
Revisions of previous estimates		(48,364	)		1,107			(180	)		(47,437	)
End of year		325,102			8,018			700			333,820
Proved developed reserves:
Beginning of year		142,990			9,000			795			152,785
End of year		145,880			8,018			700			154,598
Proved undeveloped reserves:
Beginning of year		201,969			158			278			202,405
End of year		179,222			—			—			179,222

F-11

WILDHORSE RESOURCE DEVELOPMENT CORPORATION

NOTES TO UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

	Proved Natural Gas Liquids Reserves (MBbls)
	WRD Historical			APC Acquisition Historical			KKR Acquisition Historical			WRD Pro Forma
Proved developed and undeveloped reserves:
Beginning of the year		8,897			2,071			330			11,298
Extensions, discoveries and additions		2,606			12			8			2,626
Purchase of minerals in place		1,823			—			—			1,823
Sales of minerals in place		—			(102	)		—			(102	)
Production		(471	)		(416	)		(67	)		(954	)
Revisions of previous estimates		(1,981	)		272			(58	)		(1,767	)
End of year		10,874			1,837			213			12,924
Proved developed reserves:
Beginning of year		2,235			2,035			245			4,515
End of year		3,765			1,837			213			5,815
Proved undeveloped reserves:
Beginning of year		6,662			36			85			6,783
End of year		7,109			—			—			7,109
	Oil (MBbls)			Natural Gas (MMcf)			NGL (MBbls)			Equivalent (MBoe) (1)
Proved developed and undeveloped reserves:
Beginning of the year		48,130			355,190			11,298			118,626
Extensions, discoveries and additions		19,131			32,863			2,626			27,234
Purchase of minerals in place		26,835			13,545			1,823			30,916
Sales in place		(508	)		(450	)		(102	)		(685	)
Production		(4,131	)		(19,891	)		(954	)		(8,400	)
Revisions of previous estimates		6,650			(47,437	)		(1,767	)		(3,023	)
End of year		96,107			333,820			12,924			164,668
Proved developed reserves:
Beginning of year		16,643			152,785			4,515			46,622
End of year		27,852			154,598			5,815			59,433
Proved undeveloped reserves:
Beginning of year		31,487			202,405			6,783			72,004
End of year		68,255			179,222			7,109			105,234

(1) This information is presented in barrels of oil equivalents, which is calculated at a rate of six thousand cubic feet of gas per one barrel of oil equivalent.

Noteworthy amounts included in the categories of proved reserve changes in the above tables include:

• During 2016, extensions, discoveries and additions increased proved reserves by 4,131 MBoe and 22,809 MBoe related to drilling in the RCT field in Louisiana and Eagle Ford, respectively.

• During 2016, purchase of minerals in place of 30,916 MBoe was primarily attributable to the Burleson North Acquisition.

• During 2016, we had downward revisions of proved reserves of 3,102 MBoe, of which 711 MBoe related to commodity price changes and 2,391 MBoe was performance related.

F-12

WILDHORSE RESOURCE DEVELOPMENT CORPORATION

NOTES TO UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

• During 2016, APC had downward revisions due to the effects of changes in commodity prices, changes in economic conditions and changes in reservoir performance.

• During 2016, KKR had downward revisions due to the effects of changes in commodity prices.

A variety of methodologies are used to determine our proved reserve estimates. The principal methodologies employed are reservoir simulation, decline curve analysis, volumetric, material balance, advance production type curve matching, petro-physics/log analysis and analogy. Some combination of these methods is used to determine reserve estimates in substantially all of our fields.

Standardized Measure of Discounted Future Net Cash Flows from Proved Reserves

As required by the Financial Accounting Standards Board and SEC, the standardized measure of discounted future net cash flows presented below is computed by applying first-day-of-the-month average prices, year-end costs and legislated tax rates and a discount factor of 10 percent to proved reserves. We do not believe the standardized measure provides a reliable estimate of the Company’s expected future cash flows to be obtained from the development and production of its oil and gas properties or of the value of its proved oil and gas reserves. The standardized measure is prepared on the basis of certain prescribed assumptions including first-day-of-the-month average prices, which represent discrete points in time and therefore may cause significant variability in cash flows from year to year as prices change.

The pro forma standard measure of discounted future net cash flows in as follows:

	For the Year Ended December 31, 2016
	WRD Historical			APC Acquisition Historical			KKR Acquisition Historical			Adjustments			WRD Pro Forma
Future cash inflows	$	4,434,117		$	314,492		$	71,045		$	—		$	4,819,654
Future production costs		(1,220,067	)		(144,088	)		(29,457	)		—			(1,393,612	)
Future development costs		(1,146,632	)		(46,476	)		(2,760	)		—			(1,195,868	)
Future income tax expense		(442,285	)		—			—			(32,523	)		(474,808	)
Future net cash flows for estimated timing of cash flows		1,625,133			123,928			38,828			(32,523	)		1,755,366
10% annual discount for estimated timing of cash flows		(1,082,092	)		(32,357	)		(10,113	)		8,371			(1,116,191	)
Standardized measure of discounted future net cash flows	$	543,041		$	91,571		$	28,715		$	(24,152	)	$	639,175

Changes in Standardized Measure of Discounted Future Net Cash Flows Relating to Proved Reserves

The following is a pro forma summary of the changes in the standardized measure of discounted future net cash flows for the proved oil and natural gas reserves during the year ended December 31, 2016:

	For the Year Ended December 31, 2016
	WRD Historical			APC Acquisition Historical			KKR Acquisition Historical			Adjustments			WRD Pro Forma
Beginning of year	$	451,930		$	139,003		$	47,618		$	—		$	638,551
Sale of oil and natural gas produced, net of production costs		(104,596	)		(46,739	)		(18,668	)		—			(170,003	)
Purchase of minerals in place		188,317			—			—			—			188,317
Sales of minerals in place		—			(7,741	)		—			—			(7,741	)
Extensions and discoveries		168,796			3,531			1,848			—			174,175
Changes in income taxes, net		(206,817	)		—			—			(24,152	)		(230,969	)
Changes in prices and costs		(57,034	)		(39,583	)		(13,616	)		—			(110,233	)
Previously estimated development costs incurred		15,067			—			11,756			—			26,823
Net changes in future development costs		11,985			(1,352	)		249			—			10,882
Revisions of previous quantities		3,943			27,593			(4,827	)		—			26,709
Accretion of discount		103,000			13,900			4,762			—			121,662
Change in production rates and other		(31,550	)		2,959			(407	)		—			(28,998	)
End of year	$	543,041		$	91,571		$	28,715		$	(24,152	)	$	639,175

F-13