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Alliance Resource Partners, L.P. Reports Quarterly Financial and Operating Results; Maintains Quarterly Cash Distribution of $0.54 Per Unit; and Updates Guidance

Alliance Resource Partners, L.P. (NASDAQ: ARLP) today reported financial and operating results for the quarter ended September 30, 2019 (the "2019 Quarter"). Total revenues were $464.7 million in the 2019 Quarter compared to $497.8 million for the quarter ended September 30, 2018 (the "2018 Quarter"), primarily due to lower coal sales revenues due to reduced coal sales volumes and prices, partially offset by the addition of oil & gas royalty revenues in the 2019 Quarter. Primarily as a result of lower revenues and a $15.2 million non-cash asset impairment discussed in more detail below, net income attributable to ARLP for the 2019 Quarter declined to $39.1 million, or $0.30 per basic and diluted limited partner unit, compared to $73.7 million, or $0.55 per basic and diluted limited partner unit, for the 2018 Quarter. EBITDA in the 2019 Quarter of $123.1 million was also lower compared to $153.7 million in the 2018 Quarter. Excluding the impact of the non-cash asset impairment, Adjusted EBITDA decreased 10.1% to $138.3 million in the 2019 Quarter. (Unless otherwise noted, all references in this release to "net income" refer to "net income attributable to ARLP." For a definition of EBITDA, Adjusted EBITDA and related reconciliations to comparable GAAP financial measures, please see the end of this release.)

ARLP also announced today that the Board of Directors of its general partner approved a cash distribution to unitholders for the 2019 Quarter of $0.54 per unit (an annualized rate of $2.16 per unit), payable on November 14, 2019 to all unitholders of record as of the close of trading on November 7, 2019. The announced distribution represents a 2.9% increase over the cash distribution of $0.525 per unit for the 2018 Quarter and is equal to the distribution declared for the quarter ended June 30, 2019 (the "Sequential Quarter").

"Challenging coal market conditions continued to impact ARLP’s financial and operating performance in the 2019 Quarter, as our coal inventories increased 1.0 million tons sequentially," said Joseph W. Craft III, Chairman, President and Chief Executive Officer. "Weak power demand, persistently low prices for competing fuels and ongoing transportation issues have reduced coal-fired generation in the U.S. and internationally, leading to an oversupplied coal market and unsustainably low coal prices. ARLP proactively responded to weak coal demand by adjusting operations to shift production to our lowest cost mines and reducing total volumes. This response included the closure of our Dotiki mine, which led to a non-cash asset impairment in the 2019 Quarter."

Mr. Craft added, "On a positive note, since our last earnings release we have secured new sales contracts for the delivery of 11.2 million tons through 2023. Our oil & gas minerals segment also continued to perform well, again delivering strong Segment Adjusted EBITDA growth compared to both the 2018 and Sequential Quarters. In addition, we completed the acquisition of Permian Basin mineral interests from Wing – adding approximately 9,000 net royalty acres in the Midland Basin, enhancing our already strong position in this prolific, liquids rich area. With exposure to more than 400,000 gross acres under active development by well-capitalized operators, we expect the newly acquired interests will generate long-term cash flow growth for ARLP."

Mr. Craft continued, "As we continue to evaluate an uncertain coal market, ARLP elected to maintain its quarterly cash distributions for the 2019 Quarter at current levels. We believe this decision, along with our low-cost, strategically located operations, growing minerals business and conservative balance sheet keeps ARLP well positioned to deliver long-term value for our unitholders."

Consolidated Financial Results

Three Months Ended September 30, 2019 Compared to Three Months Ended September 30, 2018

Coal Operations –

Reflecting lower coal sales volumes and prices, coal sales revenues for the 2019 Quarter decreased 8.8% to $420.0 million, compared to $460.3 million for the 2018 Quarter. Coal sales volumes declined 7.5% to 9.3 million tons due primarily to lower export sales from our Gibson South mine and reduced volumes from our Dotiki mine, which ceased production in the 2019 Quarter. Increased sales at our River View mine partially offset these decreases. Coal sales price realizations declined 1.4% in the 2019 Quarter to $45.06 per ton sold, compared to $45.71 per ton sold during the 2018 Quarter.

Compared to the 2018 Quarter, our combined operating expenses and outside coal purchases for our coal operations decreased 7.2% to $286.3 million, primarily due to reduced coal sales volumes. Segment Adjusted EBITDA Expense per ton of $30.75 in the 2019 Quarter was comparable to the 2018 Quarter. Segment Adjusted EBITDA from our coal operations declined 9.9% to $144.0 million, compared to $159.8 million for the 2018 Quarter, primarily due to lower coal sales revenues offset in part by lower expenses in the 2019 Quarter discussed above. (For a definition of Segment Adjusted EBITDA, Segment Adjusted EBITDA Expense and related reconciliation to comparable GAAP financial measures, please see the end of this release.)

Minerals –

For the 2019 Quarter, our mineral interests contributed total revenues of $14.2 million from oil & gas royalties and lease bonuses. Including equity income from our AllDale III investment, ARLP’s Minerals segment contributed Segment Adjusted EBITDA of $12.2 million for the 2019 Quarter, compared to a contribution of $5.7 million in the 2018 Quarter. (Following the AllDale Acquisition, results related to the mineral interests controlled by ARLP are included in our consolidated results while activity related to our limited partner interest in AllDale III continues to be reflected as equity method investment income. Please see ARLP Press Release dated January 3, 2019 for a full description of the AllDale Acquisition.)

Compared to the 2018 Quarter, depreciation, depletion and amortization increased 3.1% to $72.3 million primarily due to depletion from production of our oil & gas royalty interests in the 2019 Quarter.

During the 2019 Quarter, we recorded a non-cash asset impairment charge of $15.2 million due to the closure of our Dotiki mine.

As a result of the redemption by Kodiak Gas Services, LLC of our preferred equity interest for $135.0 million cash in the first quarter of 2019, ARLP did not realize equity securities income in the 2019 Quarter, compared to $4.0 million in the 2018 Quarter.

Nine Months Ended September 30, 2019 Compared to Nine Months Ended September 30, 2018

Total revenues increased 2.5% to $1.51 billion for the nine months ended September 30, 2019 (the "2019 Period"), compared to $1.47 billion for the nine months ended September 30, 2018 (the "2018 Period"), primarily due to the addition of oil & gas royalty revenues in the 2019 Period. Higher revenues and a $170.0 million non-cash net gain related to the AllDale Acquisition led to increased net income, which rose 18.3% to $373.6 million for the 2019 Period, or $2.86 per basic and diluted limited partner unit, compared to $315.8 million, or $2.35 per basic and diluted limited partner unit, for the 2018 Period. EBITDA also increased 14.0% in the 2019 Period to $627.6 million compared to $550.6 million in the 2018 Period. Excluding the 2019 Period impact of the gain related to the AllDale Acquisition, the Dotiki $15.2 million non-cash asset impairment discussed previously and an $80.0 million net gain on settlement of litigation in the 2018 Period, Adjusted EBITDA increased slightly to $472.9 million in the 2019 Period, compared to $470.6 million for the 2018 Period. The acquisition and settlement gains are described in more detail below.

Coal Operations –

Coal sales revenues of $1.36 billion for the 2019 Period were comparable to the 2018 Period. Compared to the 2018 Period, coal sales volumes fell slightly to 29.9 million tons in the 2019 Period as reduced export volumes offset increased domestic shipments. Coal sales price realizations in the 2019 Period increased modestly to $45.46 per ton sold, compared to $45.39 per ton sold in the 2018 Period. Coal production increased 4.5% compared to the 2018 Period to 31.4 million tons, primarily due to increased production from additional mining units at our River View mine, the resumption of operations in the second quarter of 2018 at our Gibson North mine and strong performance at our Tunnel Ridge mine during the 2019 Period. These increases were partially offset by curtailed production at our Gibson South mine due to weak export markets, production ceasing at our Dotiki mine and lower recoveries at our Mettiki and MC Mining operations in the 2019 Period. Transportation revenues and expenses increased to $82.9 million in the 2019 Period from $76.0 million in the 2018 Period, primarily due to increased transportation rates per ton for coal shipped to international markets.

Compared to the 2018 Period, operating expenses and outside coal purchases for our coal operations increased to $904.9 million and contributed to higher Segment Adjusted EBITDA Expense per ton of $30.33 in the 2019 Period compared to $30.06 per ton in the 2018 Period. The increase in Segment Adjusted EBITDA Expense per ton was primarily impacted by curtailed production at our Gibson South mine and lower recoveries at our Mettiki and MC Mining operations, offset in part by improved productivity at our Tunnel Ridge and Hamilton mines in the 2019 Period.

Lower coal sales revenues and higher expenses in the 2019 Period, as discussed above, caused total Segment Adjusted EBITDA from our coal operations to decline 2.4% to $482.7 million, compared to $494.5 million for the 2018 Period.

Minerals –

For the 2019 Period, our mineral interests contributed total revenues of $37.3 million from oil & gas royalties and lease bonuses. During the 2019 Period, we also recorded a non-cash acquisition gain of $177.0 million, of which $7.1 million was attributable to noncontrolling interest, to reflect the fair value of the interests in AllDale I and II we already owned at the time of the AllDale Acquisition. Inclusive of this gain, our Minerals segment contributed $174.9 million to ARLP’s net income, compared to $14.0 million for the 2018 Period. Excluding the impact of the acquisition gain, Segment Adjusted EBITDA related to our Minerals segment increased to $32.4 million for the 2019 Period, compared to $14.0 million for the 2018 Period.

Compared to the 2018 Period, depreciation, depletion and amortization increased 7.9% to $220.4 million primarily due to depletion from production of our oil & gas royalty interests in the 2019 Period.

As previously discussed, we recorded a non-cash asset impairment charge of $15.2 million in the 2019 Period due to ceasing production at our Dotiki mine.

In the 2018 Period, ARLP finalized an agreement with a customer and certain of its affiliates to settle litigation we initiated in 2015. The settlement agreement provided for a $93.0 million cash payment to ARLP, future conditional coal supply commitments, continued export trans-loading capacity for our Appalachian mines and the acquisition of 57 million tons of additional coal reserves near our Tunnel Ridge operation. A settlement gain of $80.0 million was recorded in the 2018 Period reflecting the cash payment received net of certain costs associated with the gain.

Segment Results and Analysis

% Change

2019 Third

2018 Third

Quarter/

2019 Second

% Change

(in millions, except per ton and per BOE data)

Quarter

Quarter

Quarter

Quarter

Sequential

Coal Operations

Illinois Basin

Tons sold

6.553

7.246

(9.6)

%

7.567

(13.4)

%

Coal sales price per ton (1)

$

39.11

$

39.92

(2.0)

%

$

39.91

(2.0)

%

Segment Adjusted EBITDA Expense per ton (2)

$

26.52

$

27.58

(3.8)

%

$

27.53

(3.7)

%

Segment Adjusted EBITDA (2)

$

87.8

$

93.0

(5.6)

%

$

96.1

(8.6)

%

Appalachia

Tons sold

2.767

2.825

(2.1)

%

2.649

4.5

%

Coal sales price per ton (1)

$

58.66

$

59.60

(1.6)

%

$

59.63

(1.6)

%

Segment Adjusted EBITDA Expense per ton (2)

$

39.03

$

37.31

4.6

%

$

39.68

(1.6)

%

Segment Adjusted EBITDA (2)

$

55.2

$

63.7

(13.3)

%

$

53.8

2.6

%

Total Coal

Tons sold

9.320

10.071

(7.5)

%

10.216

(8.8)

%

Coal sales price per ton (1)

$

45.06

$

45.71

(1.4)

%

$

45.16

(0.2)

%

Segment Adjusted EBITDA Expense per ton (2)

$

30.75

$

30.70

0.2

%

$

31.11

(1.2)

%

Segment Adjusted EBITDA (2)

$

144.0

$

159.8

(9.9)

%

$

154.2

(6.6)

%

Minerals (3)

Volume - BOE

0.433

n/m

0.353

22.7

%

Volume - oil percentage of BOE

44.8

%

n/m

41.7

%

7.4

%

Average sales price - BOE (4)

$

32.22

$

n/m

$

33.80

(4.7)

%

Segment Adjusted EBITDA Expense (2)

$

2.52

$

n/m

$

1.77

42.6

%

Segment Adjusted EBITDA (2), (3)

$

12.2

$

5.7

n/m

$

11.1

9.9

%

Consolidated Total (5)

Total revenues

$

464.7

$

497.8

(6.6)

%

$

517.1

(10.1)

%

Segment Adjusted EBITDA Expense (2)

$

289.1

$

309.2

(6.5)

%

$

319.6

(9.5)

%

Segment Adjusted EBITDA (2)

$

156.2

$

169.6

(7.9)

%

$

165.3

(5.5)

%

________________________________________

n/m - Percentage change not meaningful.

(1)

Coal sales price per ton is defined as total coal sales divided by total tons sold.

(2)

For definitions of Segment Adjusted EBITDA Expense and Segment Adjusted EBITDA and related reconciliations to comparable GAAP financial measures, please see the end of this release. Segment Adjusted EBITDA Expense per ton is defined as Segment Adjusted EBITDA Expense – Coal (as reflected in the reconciliation table at the end of this release) divided by total tons sold.

(3)

We restructured our reportable segments in the first quarter of 2019 to include our consolidated oil & gas mineral interests held by AllDale I & II and our equity method investment in AllDale Minerals III, LP (collectively with AllDale I & II, the "AllDale Partnerships") in a new Minerals reportable segment. In August 2019, we acquired additional oil & gas mineral interests through the Wing Acquisition which are also included within the Minerals reportable segment. The 2018 Quarter includes equity method investment income from the AllDale Partnerships prior to the AllDale Acquisition.

(4)

Average sales price - BOE is defined as royalty revenues excluding lease bonus revenue divided by total barrels of oil equivalent ("BOE"). BOE is calculated on a 6:1 basis (6,000 cubic feet of natural gas to one barrel).

(5)

Total reflects consolidated results, which include our other and corporate category and eliminations in addition to the Illinois Basin, Appalachia and Minerals segments highlighted above.

 

Lower export sales from our Gibson South mine and reduced volumes resulting from the cessation of production at our Dotiki mine in the 2019 Quarter, led to a decrease in Illinois Basin sales volumes of 9.6% and 13.4% compared to the 2018 and Sequential Quarters, respectively. In Appalachia, sales volumes decreased 2.1% in the 2019 Quarter compared to the 2018 Quarter as a result of lower export sales volumes from our Mettiki and MC Mining operations. Compared to the Sequential Quarter, strong performance by our Tunnel Ridge longwall operation in the 2019 Quarter led Appalachia coal sales volumes higher by 4.5%.

Weak market conditions pushed total coal inventory higher to 2.5 million tons at the end of the 2019 Quarter, an increase of 1.6 million tons and 1.0 million tons compared to the end of the 2018 and Sequential Quarters, respectively.

Illinois Basin coal sales price per ton sold in the 2019 Quarter decreased 2.0% compared to both the 2018 and Sequential Quarters reflecting lower domestic and export sales prices due to weakened market conditions. In Appalachia, coal sales price per ton decreased 1.6% compared to both the 2018 and Sequential Quarters due to reduced volumes and lower price realizations for exports of metallurgical coal from our Mettiki mine, partially offset by increased domestic prices from our MC Mining operation.

In the Illinois Basin, Segment Adjusted EBITDA Expense per ton decreased 3.8% and 3.7% compared to the 2018 and Sequential Quarters, respectively, primarily due to longwall moves at our Hamilton mine in both prior comparative periods and reduced sales of higher cost tons following the cessation of production at our Dotiki mine. These decreases were partially offset by reduced production at our Gibson South mine in response to weak export markets and lower recoveries at our River View mine in the 2019 Quarter. In Appalachia, Segment Adjusted EBITDA Expense per ton was higher compared to the 2018 Quarter, increasing 4.6% as a result of lower recoveries at our Mettiki mine, reduced production from our MC Mining operation and sales of higher-cost purchased coal in the 2019 Quarter. These increases were partially offset by the comparative impact of longwall moves at our Mettiki and Tunnel Ridge mines in the 2018 Quarter and reduced selling expenses across the region in the 2019 Quarter. As anticipated, Segment Adjusted EBITDA Expense per ton in Appalachia was lower sequentially, decreasing 1.6% as our Tunnel Ridge mine in the 2019 Quarter benefited from improved geologic conditions following a longwall move in the Sequential Quarter. Both regions also benefited from decreased workers’ compensation expense in the 2019 Quarter primarily due to the impact of mid-year actuarial adjustments recorded in the Sequential Quarter.

Segment Adjusted EBITDA from our Minerals segment increased by $6.5 million and $1.1 million compared to the 2018 and Sequential Quarters, respectively, primarily due to the previously discussed AllDale Acquisition in the first quarter of 2019 and the Wing Acquisition in the 2019 Quarter.

Market Update and Outlook

"In Europe, weak power demand, increased Russian supply and an oversupply of LNG have all contributed to a 30% drop in API-2 thermal coal prices since the beginning of the year, leading us to believe industrywide U.S. eastern thermal exports will decline approximately 20% this year compared to 2018," said Mr. Craft. "Overall, electricity demand in the U.S. has declined approximately 2% year-over-year, and coal has continued to lose market share to natural gas. As a result, we expect eastern U.S. utility burn to be 18% lower for 2019 compared to last year. The combination of both weak export and domestic markets has created a sizable oversupply of coal, pressuring prices to unsustainable levels for most of ARLP’s competitors."

"We see no near-term catalyst to improve pricing except a rationalization of coal supply. The industry has begun to respond as recent actions by ARLP and others have reduced supply by closing mines and altering normal operating schedules. While this is a start, we believe additional temporary and/or permanent mine closures will likely occur in the near future. ARLP anticipates we may have to sell into a depressed export market or operate at reduced levels until market conditions improve. In this uncertain market environment, ARLP continues to evaluate numerous operating scenarios and strategic opportunities. In consideration of the current market environment, ARLP has updated its 2019 guidance for coal operations and consolidated results in the table provided below."

Looking forward, Mr. Craft added, "We are very pleased with the performance to date of our oil & gas minerals segment. I anticipate we will be actively looking to add to our existing base of mineral interests and expect meaningful growth in future cash flow from these investments. While current challenges in the coal markets will affect our revenues in the short term, ARLP is well positioned to benefit over the long term. Our expectations for increased worldwide coal demand has not changed and we continue to believe the current weakness in the Atlantic Basin coal markets will rebound sometime in the second half of 2020. In the U.S., our low-cost, strategically located coal operations have presented ARLP with near-term opportunities to grow its domestic market share. The combination of cash flow growth in minerals, positive global supply/demand fundamentals for coal and consolidation of the domestic coal industry, I believe, will strengthen long-term value creation for our unitholders."

ARLP is updating its 2019 full-year guidance for its operating and investment activities as follows:

2019 Full Year Guidance

Coal

Volumes (Million Short Tons)

Illinois Basin Production

29.7 — 29.9

Appalachia Production

10.4 — 10.6

Total Coal Production

40.1 — 40.4

Illinois Basin Sales Tons

28.7 — 29.0

Appalachia Sales Tons

10.4 — 10.5

Total Sales Tons

39.1 — 39.5

Committed & Priced Sales Tons

2019 — Domestic

32.3

2019 — Export

7.4

2020 — Domestic

25.8

2020 — Exports

Per Ton Estimates

Coal Sales Price per ton sold (1)

~ $44.75 — $45.00

Segment Adjusted EBITDA Expense per ton sold (2)

~ $30.30 — $30.50

Segment Adjusted EBITDA per ton sold (2)

~ $15.50 — $15.65

Minerals

Net Average Daily Production (BOE/d)

4,500 — 4,700

Percentage Oil and Liquids

~ 59.0%

Production and Ad Valorem Taxes (% of Revenue)

~6.1%

Segment Adjusted EBITDA (2) contribution from Minerals (3) – excluding AllDale Gain (4)

$48.0 — $54.0 million

Consolidated

Revenues (Excluding Transportation Revenues)

$1.87 — $1.89 billion

Adjusted EBITDA (5)

$598.0 — $618.0 million

Net Income Attributable to ARLP

$400.0 — $420.0 million

Depreciation, depletion and amortization

$300.0 — $310.0 million

Capital Expenditures (6)

$330.0 — $350.0 million

________________________________________

(1)

Sales price per ton is defined as total coal sales divided by total tons sold.

(2)

For definitions of Segment Adjusted EBITDA Expense and Segment Adjusted EBITDA and related reconciliations to comparable GAAP financial measures, please see the end of this release. Segment Adjusted EBITDA Expense per ton excludes Minerals and Segment Adjusted EBITDA per ton excludes Minerals and equity securities income.

(3)

The estimated Segment Adjusted EBITDA contribution from Minerals is subject to a number of factors including estimated drilling activity, oil and gas production volumes and price realizations, each of which is subject to change.

(4)

In the first quarter of 2019, ARLP recorded a non-cash gain on acquisition of $170.0 million, net of $7.1 million allocated to noncontrolling interest, to reflect the fair value of its previous investments in the AllDale I and II partnerships.

(5)

For a definition of EBITDA and Adjusted EBITDA and related reconciliations to comparable GAAP financial measures, please see the end of this release.

(6)

Capital expenditures in 2019 are primarily related to maintenance capital expenditures for ARLP’s coal operations, including $29.0 - $31.0 million for development of the Excel Mine No. 5, and $39.0 - $41.0 million of growth capital to support future production increases at our River View and Gibson South mines. Considering its current five-year planning horizon, ARLP is estimating total average maintenance capital expenditures for its coal operations of approximately $5.57 per ton produced for long-term distribution planning purposes.

 

A conference call regarding ARLP's 2019 Quarter financial results is scheduled for today at 10:00 a.m. Eastern. To participate in the conference call, dial (877) 506-1589 and request to be connected to the Alliance Resource Partners, L.P. earnings conference call. Canadian callers should dial (855) 669-9657 and all other international callers should dial (412) 317-5240 and request to be connected to the same call. Investors may also listen to the call via the "investor information" section of ARLP's website at http://www.arlp.com.

An audio replay of the conference call will be available for approximately one week. To access the audio replay, dial US Toll Free (877) 344-7529; International Toll (412) 317-0088; Canada Toll Free (855) 669-9658 and request to be connected to replay access code 10135889.

This announcement is intended to be a qualified notice under Treasury Regulation Section 1.1446-4(b), with 100% of the partnership’s distributions to foreign investors attributable to gross income, gain or loss that is effectively connected with a United States trade or business. Accordingly, ARLP's distributions to foreign investors are subject to federal income tax withholding at the highest applicable tax rate.

About Alliance Resource Partners, L.P.

ARLP is a diversified natural resource company that generates income from coal production and oil & gas mineral interests located in strategic producing regions across the United States.

ARLP currently produces coal from seven mining complexes it operates in Illinois, Indiana, Kentucky, Maryland and West Virginia. ARLP also operates a coal loading terminal on the Ohio River at Mount Vernon, Indiana. ARLP markets its coal production to major domestic and international utilities and industrial users and is currently the second largest coal producer in the eastern United States.

ARLP generates royalty income from mineral interests it owns in premier oil and gas producing regions in the United States, primarily the Anadarko, Permian, Williston and Appalachian basins.

In addition, ARLP also generates income from a variety of other sources.

News, unit prices and additional information about ARLP, including filings with the Securities and Exchange Commission ("SEC"), are available at http://www.arlp.com. For more information, contact the investor relations department of ARLP at (918) 295-7674 or via e-mail at investorrelations@arlp.com.

***

The statements and projections used throughout this release are based on current expectations. These statements and projections are forward-looking, and actual results may differ materially. These projections do not include the potential impact of any mergers, acquisitions or other business combinations that may occur after the date of this release. We have included more information below regarding business risks that could affect our results.

FORWARD-LOOKING STATEMENTS: With the exception of historical matters, any matters discussed in this press release are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from projected results. These risks, uncertainties and contingencies include, but are not limited to, the following: changes in coal prices, which could affect our operating results and cash flows; changes in competition in domestic and international coal markets and our ability to respond to such changes; legislation, regulations, and court decisions and interpretations thereof, both domestic and foreign, including those relating to the environment and the release of greenhouse gases, mining, miner health and safety and health care; deregulation of the electric utility industry or the effects of any adverse change in the coal industry, electric utility industry, or general economic conditions; risks associated with the expansion of our operations and properties; our ability to identify and complete acquisitions; dependence on significant customer contracts, including renewing existing contracts upon expiration; adjustments made in price, volume or terms to existing coal supply agreements; changing global economic conditions or in industries in which our customers operate; recent action and the possibility of future action on trade made by United States and foreign governments; the effect of new tariffs and other trade measures; liquidity constraints, including those resulting from any future unavailability of financing; customer bankruptcies, cancellations or breaches to existing contracts, or other failures to perform; customer delays, failure to take coal under contracts or defaults in making payments; fluctuations in coal demand, prices and availability; changes in oil & gas prices, which could, among other things, affect our investments in oil & gas mineral interests; our productivity levels and margins earned on our coal sales; decline in or change in the coal industry's share of electricity generation, including as a result of environmental concerns related to coal mining and combustion and the cost and perceived benefits of other sources of electricity, such as natural gas, nuclear energy and renewable fuels; changes in raw material costs; changes in the availability of skilled labor; our ability to maintain satisfactory relations with our employees; increases in labor costs including costs of health insurance and taxes resulting from the Affordable Care Act, adverse changes in work rules, or cash payments or projections associated with post-mine reclamation and workers' compensation claims; increases in transportation costs and risk of transportation delays or interruptions; operational interruptions due to geologic, permitting, labor, weather-related or other factors; risks associated with major mine-related accidents, mine fires, mine floods or other interruptions; results of litigation, including claims not yet asserted; foreign currency fluctuations that could adversely affect the competitiveness of our coal abroad; difficulty maintaining our surety bonds for mine reclamation as well as workers' compensation and black lung benefits; difficulty in making accurate assumptions and projections regarding post-mine reclamation as well as pension, black lung benefits and other post-retirement benefit liabilities; uncertainties in estimating and replacing our coal reserves; uncertainties in estimating and replacing our oil & gas reserves; uncertainties in the amount of oil & gas production due to the level of drilling and completion activity by the operators of our oil & gas properties; a loss or reduction of benefits from certain tax deductions and credits; difficulty obtaining commercial property insurance, and risks associated with our participation in the commercial insurance property program; and difficulty in making accurate assumptions and projections regarding future revenues and costs associated with equity investments in companies we do not control.

Additional information concerning these and other factors can be found in ARLP's public periodic filings with the SEC, including ARLP's Annual Report on Form 10-K for the year ended December 31, 2018, filed on February 22, 2019 and ARLP's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2019 and June 30, 2019, filed on May 6, 2019 and August 5, 2019, respectively, with the SEC. Except as required by applicable securities laws, ARLP does not intend to update its forward-looking statements.

 

ALLIANCE RESOURCE PARTNERS, L.P. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND OPERATING DATA

(In thousands, except unit and per unit data)

(Unaudited)

 

Three Months Ended

Nine Months Ended

September 30,

September 30,

2019

2018

2019

2018

Tons Sold

9,320

10,071

29,857

29,957

Tons Produced

10,071

9,874

31,430

30,070

Mineral Interest Volumes (BOE)

433

1,113

SALES AND OPERATING REVENUES:

Coal sales

$

420,005

$

460,330

$

1,357,331

$

1,359,865

Oil & gas royalties

13,969

36,254

Transportation revenues

20,024

28,697

82,892

76,014

Other revenues

10,728

8,731

31,905

35,138

Total revenues

464,726

497,758

1,508,382

1,471,017

EXPENSES:

Operating expenses (excluding depreciation, depletion and amortization)

278,254

308,404

895,255

896,843

Transportation expenses

20,024

28,697

82,892

76,014

Outside coal purchases

10,599

15,910

1,442

General and administrative

17,885

15,836

55,218

49,513

Depreciation, depletion and amortization

72,348

70,196

220,400

204,194

Settlement gain

(80,000

)

Asset impairment

15,190

15,190

Total operating expenses

414,300

423,133

1,284,865

1,148,006

INCOME FROM OPERATIONS

50,426

74,625

223,517

323,011

Interest expense, net

(11,698

)

(9,840

)

(33,831

)

(30,653

)

Interest income

92

32

321

121

Equity method investment income

659

5,980

1,533

14,555

Equity securities income

3,989

12,906

11,567

Acquisition gain

177,043

Other expense

(228

)

(812

)

(370

)

(2,201

)

INCOME BEFORE INCOME TAXES

39,251

73,974

381,119

316,400

INCOME TAX EXPENSE (BENEFIT)

50

5

130

(2

)

NET INCOME

39,201

73,969

380,989

316,402

LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTEREST

(117

)

(236

)

(7,407

)

(571

)

NET INCOME ATTRIBUTABLE TO ARLP

$

39,084

$

73,733

$

373,582

$

315,831

NET INCOME ATTRIBUTABLE TO ARLP

GENERAL PARTNER

$

$

$

$

1,560

LIMITED PARTNERS

$

39,084

$

73,733

$

373,582

$

314,271

EARNINGS PER LIMITED PARTNER UNIT - BASIC AND DILUTED

$

0.30

$

0.55

$

2.86

$

2.35

WEIGHTED-AVERAGE NUMBER OF UNITS OUTSTANDING – BASIC AND DILUTED

128,391,191

131,169,538

128,311,609

131,090,838

 

ALLIANCE RESOURCE PARTNERS, L.P. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except unit data)

(Unaudited)

 

September 30,

December 31,

2019

2018

ASSETS

CURRENT ASSETS:

Cash and cash equivalents

$

31,817

$

244,150

Trade receivables

182,094

174,914

Other receivables

524

395

Inventories, net

114,100

59,206

Advance royalties, net

1,229

1,274

Prepaid expenses and other assets

11,600

20,747

Total current assets

341,364

500,686

PROPERTY, PLANT AND EQUIPMENT:

Property, plant and equipment, at cost

3,673,436

2,925,808

Less accumulated depreciation, depletion and amortization

(1,647,933

)

(1,513,450

)

Total property, plant and equipment, net

2,025,503

1,412,358

OTHER ASSETS:

Advance royalties, net

51,863

42,923

Equity method investments

28,721

161,309

Equity securities

122,094

Goodwill

136,399

136,399

Operating lease right-of-use assets

18,990

Other long-term assets

24,249

18,979

Total other assets

260,222

481,704

TOTAL ASSETS

$

2,627,089

$

2,394,748

LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:

Accounts payable

$

91,445

$

96,397

Accrued taxes other than income taxes

17,611

16,762

Accrued payroll and related expenses

48,535

43,113

Accrued interest

13,175

5,022

Workers' compensation and pneumoconiosis benefits

11,181

11,137

Current finance lease obligations

31,507

46,722

Current operating lease obligations

4,431

Other current liabilities

22,139

19,718

Current maturities, long-term debt, net

69,694

92,000

Total current liabilities

309,718

330,871

LONG-TERM LIABILITIES:

Long-term debt, excluding current maturities, net

637,090

564,004

Pneumoconiosis benefits

74,188

68,828

Accrued pension benefit

38,583

43,135

Workers' compensation

45,645

41,669

Asset retirement obligations

132,436

127,655

Long-term finance lease obligations

2,388

10,595

Long-term operating lease obligations

14,624

Other liabilities

21,126

20,304

Total long-term liabilities

966,080

876,190

Total liabilities

1,275,798

1,207,061

PARTNERS' CAPITAL:

ARLP Partners' Capital:

Limited Partners - Common Unitholders 128,391,191 and 128,095,511 units outstanding, respectively

1,389,959

1,229,268

Accumulated other comprehensive loss

(50,692

)

(46,871

)

Total ARLP Partners' Capital

1,339,267

1,182,397

Noncontrolling interest

12,024

5,290

Total Partners' Capital

1,351,291

1,187,687

TOTAL LIABILITIES AND PARTNERS' CAPITAL

$

2,627,089

$

2,394,748

 

ALLIANCE RESOURCE PARTNERS, L.P. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

Nine Months Ended

September 30,

2019

2018

CASH FLOWS FROM OPERATING ACTIVITIES

$

408,418

$

579,267

CASH FLOWS FROM INVESTING ACTIVITIES:

Property, plant and equipment:

Capital expenditures

(241,142

)

(184,408

)

Increase in accounts payable and accrued liabilities

319

673

Proceeds from sale of property, plant and equipment

892

2,361

Contributions to equity method investments

(15,600

)

Distributions received from investments in excess of cumulative earnings

2,309

1,685

Payments for acquisitions of businesses, net of cash acquired

(320,232

)

Cash received from redemption of equity securities

134,288

Net cash used in investing activities

(423,566

)

(195,289

)

CASH FLOWS FROM FINANCING ACTIVITIES:

Borrowings under securitization facility

153,500

182,600

Payments under securitization facility

(179,000

)

(255,000

)

Proceeds from equipment financing

10,000

Payments on equipment financing

(1,021

)

Borrowings under revolving credit facilities

300,000

70,000

Payments under revolving credit facilities

(235,000

)

(100,000

)

Payments on finance lease obligations

(23,270

)

(22,106

)

Payments for purchases of units under unit repurchase program

(5,251

)

(21,070

)

Net settlement of withholding taxes on issuance of units in deferred compensation plans

(7,817

)

(2,081

)

Cash contribution by General Partner

41

Cash contribution by affiliated entity

2,142

Cash obtained in Simplification Transactions

1,139

Distributions paid to Partners

(208,653

)

(206,682

)

Other

(673

)

(1,362

)

Net cash used in financing activities

(197,185

)

(352,379

)

NET CHANGE IN CASH AND CASH EQUIVALENTS

(212,333

)

31,599

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD

244,150

6,756

CASH AND CASH EQUIVALENTS AT END OF PERIOD

$

31,817

$

38,355

Reconciliation of GAAP "net income attributable to ARLP" to non-GAAP "EBITDA," "Adjusted EBITDA" and "Distributable Cash Flow" (in thousands).

EBITDA is defined as net income attributable to ARLP before net interest expense, income taxes and depreciation, depletion and amortization and Adjusted EBITDA is EBITDA modified for certain items that may not reflect the trend of future results, such as settlement gains, asset impairments and acquisition gains. Distributable cash flow ("DCF") is defined as Adjusted EBITDA excluding interest expense (before capitalized interest), interest income, income taxes and estimated maintenance capital expenditures. Distribution coverage ratio ("DCR") is defined as DCF divided by distributions paid to partners.

Management believes that the presentation of such additional financial measures provides useful information to investors regarding our performance and results of operations because these measures, when used in conjunction with related GAAP financial measures, (i) provide additional information about our core operating performance and ability to generate and distribute cash flow, (ii) provide investors with the financial analytical framework upon which management bases financial, operational, compensation and planning decisions and (iii) present measurements that investors, rating agencies and debt holders have indicated are useful in assessing us and our results of operations.

EBITDA, Adjusted EBITDA, DCF and DCR should not be considered as alternatives to net income attributable to ARLP, net income, income from operations, cash flows from operating activities or any other measure of financial performance presented in accordance with GAAP. EBITDA, Adjusted EBITDA and DCF are not intended to represent cash flow and do not represent the measure of cash available for distribution. Our method of computing EBITDA, Adjusted EBITDA, DCF and DCR may not be the same method used to compute similar measures reported by other companies, or EBITDA, Adjusted EBITDA, DCF and DCR may be computed differently by us in different contexts (i.e. public reporting versus computation under financing agreements).

Three Months Ended

Nine Months Ended

Three Months

Ended

Year Ended

September 30,

September 30,

June 30,

December 31,

2019

2018

2019

2018

2019

2019E Midpoint

Net income attributable to ARLP

$

39,084

$

73,733

$

373,582

$

315,831

$

58,070

$

410,000

Depreciation, depletion and amortization

72,348

70,196

220,400

204,194

76,913

306,500

Interest expense, net

11,904

10,138

34,300

31,423

10,811

46,500

Capitalized interest

(298

)

(330

)

(790

)

(891

)

(238

)

Income tax expense (benefit)

50

5

130

(2

)

186

EBITDA

123,088

153,742

627,622

550,555

145,742

763,000

Settlement gain

(80,000

)

Asset impairment

15,190

15,190

15,000

Acquisition gain

(177,043

)

(170,000

)

Acquisition gain attributable to noncontrolling interest

7,083

Adjusted EBITDA

138,278

153,742

472,852

470,555

145,742

608,000

Interest expense, net

(11,904

)

(10,138

)

(34,300

)

(31,423

)

(10,811

)

(46,500

)

Income tax (expense) benefit

(50

)

(5

)

(130

)

2

(186

)

Estimated maintenance capital expenditures (1)

(56,095

)

(46,605

)

(175,065

)

(141,930

)

(55,901

)

(224,000

)

Distributable Cash Flow

$

70,229

$

96,994

$

263,357

$

297,204

$

78,844

$

337,500

Distributions paid to partners

$

70,153

$

69,239

$

208,653

$

206,682

$

69,489

$

278,800

Distribution Coverage Ratio

1.00

1.40

1.26

1.44

1.13

1.21

________________________________________

(1)

Our maintenance capital expenditures are those capital expenditures required to maintain, over the long-term, the operating capacity of our capital assets. We estimate maintenance capital expenditures on an annual basis based upon a five-year planning horizon. For the 2019 planning horizon, average annual estimated maintenance capital expenditures are assumed to be $5.57 per ton produced compared to the estimated $4.72 per ton produced in 2018. Our actual maintenance capital expenditures fluctuate depending on various factors, including maintenance schedules and timing of capital projects, among others. We annually disclose our actual maintenance capital expenditures in our Form 10-K filed with the SEC.

 

Reconciliation of GAAP "Operating Expenses" to non-GAAP "Segment Adjusted EBITDA Expense" and Reconciliation of non-GAAP "Adjusted EBITDA" to "Segment Adjusted EBITDA" (in thousands).

Segment Adjusted EBITDA Expense includes operating expenses, coal purchases and other expense. Segment Adjusted EBITDA Expense – Coal excludes expenses of our Minerals segment. Transportation expenses are excluded as these expenses are passed through to our customers and, consequently, we do not realize any margin on transportation revenues. Segment Adjusted EBITDA Expense is used as a supplemental financial measure by our management to assess the operating performance of our segments. Segment Adjusted EBITDA Expense is a key component of EBITDA and Adjusted EBITDA in addition to coal sales, royalty revenues and other sales and operating revenues. The exclusion of corporate general and administrative expenses from Segment Adjusted EBITDA Expense allows management to focus solely on the evaluation of segment operating performance as it primarily relates to our operating expenses.

Three Months Ended

Nine Months Ended

Three Months
Ended

September 30,

September 30,

June 30,

2019

2018

2019

2018

2019

Operating expense

$

278,254

$

308,404

$

895,255

$

896,843

$

314,273

Outside coal purchases

10,599

15,910

1,442

5,311

Other expense

228

812

370

2,201

13

Segment Adjusted EBITDA Expense

289,081

309,216

911,535

900,486

319,597

Minerals expenses

(2,517

)

(6,109

)

(1,765

)

Segment Adjusted EBITDA Expense - Coal

$

286,564

$

309,216

$

905,426

$

900,486

$

317,832

Divided by tons sold

9,320

10,071

29,857

29,957

10,216

Segment Adjusted EBITDA Expense per ton

$

30.75

$

30.70

$

30.33

$

30.06

$

31.11

Segment Adjusted EBITDA is defined as net income attributable to ARLP before net interest expense, income taxes, depreciation, depletion and amortization, general and administrative expenses, settlement gain, asset impairment and acquisition gain. Segment Adjusted EBITDA – Coal excludes the contribution of our Minerals segment and equity securities income to allow management to focus solely on the operating performance of our coal segments.

Three Months Ended

Nine Months Ended

Three Months
Ended

September 30,

September 30,

June 30,

2019

2018

2019

2018

2019

Adjusted EBITDA (See reconciliation to GAAP above)

$

138,278

$

153,742

$

472,852

$

470,555

$

145,742

General and administrative

17,885

15,836

55,218

49,513

19,521

Segment Adjusted EBITDA

156,163

169,578

528,070

520,068

165,263

Minerals segment

(12,202

)

(5,744

)

(32,432

)

(13,984

)

(11,098

)

Equity securities income

(3,989

)

(12,906

)

(11,567

)

Segment Adjusted EBITDA – Coal

$

143,961

$

159,845

$

482,732

$

494,517

$

154,165

Divided by tons sold

9,320

10,071

29,857

29,957

10,216

Segment Adjusted EBITDA per ton

$

15.45

$

15.87

$

16.17

$

16.51

$

15.09

Contacts:

Brian L. Cantrell
Alliance Resource Partners, L.P.
(918) 295-7673

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