Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Nov. 07, 2013 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'ALLIANCE RESOURCE PARTNERS LP | ' |
Entity Central Index Key | '0001086600 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-13 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 36,963,054 |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | |
In Thousands, unless otherwise specified | |||
CURRENT ASSETS: | ' | ' | |
Cash and cash equivalents | $18,871 | $28,283 | |
Trade receivables | 169,916 | 172,724 | |
Other receivables | 1,121 | 1,019 | |
Due from affiliates | 740 | 658 | |
Inventories | 69,331 | 46,660 | |
Advance royalties | 11,280 | 11,492 | |
Prepaid expenses and other assets | 3,680 | 20,476 | |
Total current assets | 274,939 | 281,312 | |
PROPERTY, PLANT AND EQUIPMENT: | ' | ' | |
Property, plant and equipment, at cost | 2,576,521 | 2,361,863 | |
Less accumulated depreciation, depletion and amortization | -990,133 | -832,293 | |
Total property, plant and equipment, net | 1,586,388 | 1,529,570 | |
OTHER ASSETS: | ' | ' | |
Advance royalties | 20,881 | 23,267 | |
Equity investments in affiliates | 124,345 | 88,513 | |
Due from affiliate | 11,150 | 3,084 | |
Other long-term assets | 28,945 | 30,226 | |
Total other assets | 185,321 | 145,090 | |
TOTAL ASSETS | 2,046,648 | [1] | 1,955,972 |
CURRENT LIABILITIES: | ' | ' | |
Accounts payable | 107,132 | 100,174 | |
Due to affiliates | 393 | 327 | |
Accrued taxes other than income taxes | 22,615 | 19,998 | |
Accrued payroll and related expenses | 51,603 | 38,501 | |
Accrued interest | 6,185 | 1,435 | |
Workers' compensation and pneumoconiosis benefits | 9,478 | 9,320 | |
Current capital lease obligations | 1,214 | 1,000 | |
Other current liabilities | 21,763 | 19,572 | |
Current maturities, long-term debt (Note 7) | 80,500 | 18,000 | |
Total current liabilities | 300,883 | 208,327 | |
LONG-TERM LIABILITIES: | ' | ' | |
Long-term debt, excluding current maturities | 687,500 | 773,000 | |
Pneumoconiosis benefits | 63,921 | 59,931 | |
Accrued pension benefit | 31,202 | 31,078 | |
Workers' compensation | 70,733 | 68,786 | |
Asset retirement obligations | 76,517 | 81,644 | |
Long-term capital lease obligations | 17,513 | 18,613 | |
Other liabilities | 6,831 | 9,147 | |
Total long-term liabilities | 954,217 | 1,042,199 | |
Total liabilities | 1,255,100 | 1,250,526 | |
COMMITMENTS AND CONTINGENCIES | ' | ' | |
PARTNERS' CAPITAL: | ' | ' | |
Limited Partners - Common Unitholders 36,963,054 and 36,874,949 units outstanding, respectively | 1,100,541 | 1,020,823 | |
General Partners' deficit | -268,907 | -273,113 | |
Accumulated other comprehensive loss | -40,086 | -42,264 | |
Total Partners' Capital | 791,548 | 705,446 | |
TOTAL LIABILITIES AND PARTNERS' CAPITAL | $2,046,648 | $1,955,972 | |
[1] | Total assets for the White Oak and Other and Corporate Segments include investments in affiliate of $122.7 million and $1.6 million, respectively, at September 30, 2013 and $72.7 million and $1.6 million, respectively, at September 30, 2012. |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) | Sep. 30, 2013 | Dec. 31, 2012 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ' | ' |
Limited Partners, Common Unitholders, units outstanding | 36,963,054 | 36,874,949 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
SALES AND OPERATING REVENUES: | ' | ' | ' | ' | ||||
Coal sales | $518,447 | $499,003 | $1,594,530 | $1,441,107 | ||||
Transportation revenues | 11,554 | 5,625 | 23,459 | 17,651 | ||||
Other sales and operating revenues | 7,228 | 6,813 | 20,866 | 26,133 | ||||
Total revenues | 537,229 | [1] | 511,441 | [1] | 1,638,855 | [1] | 1,484,891 | [1] |
EXPENSES: | ' | ' | ' | ' | ||||
Operating expenses (excluding depreciation, depletion and amortization) | 346,045 | 338,644 | 1,042,057 | 946,806 | ||||
Transportation expenses | 11,554 | 5,625 | 23,459 | 17,651 | ||||
Outside coal purchases | 636 | 4,424 | 2,028 | 34,759 | ||||
General and administrative | 14,893 | 13,598 | 46,736 | 43,939 | ||||
Depreciation, depletion and amortization | 66,099 | 59,781 | 198,688 | 154,923 | ||||
Asset impairment charge | ' | 19,031 | ' | 19,031 | ||||
Total operating expenses | 439,227 | 441,103 | 1,312,968 | 1,217,109 | ||||
INCOME FROM OPERATIONS | 98,002 | 70,338 | 325,887 | 267,782 | ||||
Interest expense (net of interest capitalized for the three and nine months ended September 30, 2013 and 2012 of $2,816, $1,701, $8,220 and $6,433, respectively) | -6,168 | -7,446 | -19,004 | -21,626 | ||||
Interest income | 252 | 94 | 564 | 238 | ||||
Equity in loss of affiliates, net | -5,990 | -2,832 | -15,556 | -11,040 | ||||
Other income | 372 | 254 | 999 | 2,853 | ||||
INCOME BEFORE INCOME TAXES | 86,468 | 60,408 | 292,890 | 238,207 | ||||
INCOME TAX BENEFIT | -718 | -102 | -1,307 | -726 | ||||
NET INCOME | 87,186 | 60,510 | 294,197 | 238,933 | ||||
GENERAL PARTNERS' INTEREST IN NET INCOME | 31,052 | 27,263 | 91,414 | 80,015 | ||||
LIMITED PARTNERS' INTEREST IN NET INCOME | $56,134 | $33,247 | $202,783 | $158,918 | ||||
BASIC AND DILUTED NET INCOME PER LIMITED PARTNER UNIT (Note 9) (in dollars per unit) | $1.50 | [2] | $0.89 | [2] | $5.41 | [2] | $4.25 | [2] |
DISTRIBUTIONS PAID PER LIMITED PARTNER UNIT (in dollars per unit) | $1.15 | $1.06 | $3.39 | $3.08 | ||||
WEIGHTED AVERAGE NUMBER OF UNITS OUTSTANDING - BASIC AND DILUTED (in units) | 36,963,054 | 36,874,949 | 36,948,531 | 36,859,018 | ||||
[1] | Revenues included in the Other and Corporate column are primarily attributable to the Matrix Group revenues, Mt. Vernon transloading revenues, administrative service revenues from affiliates and brokerage sales. | |||||||
[2] | Diluted EPU gives effect to all dilutive potential common units outstanding during the period using the treasury stock method. Diluted EPU excludes all dilutive potential units calculated under the treasury stock method if their effect is anti-dilutive. For the three and nine months ended September 30, 2013 and 2012, LTIP, SERP and Deferred Compensation Plan units of 355,259, 323,146, 328,314 and 338,231 respectively, were considered anti-dilutive under the treasury stock method. |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Parenthetical) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
CONDENSED CONSOLIDATED STATEMENTS OF INCOME | ' | ' | ' | ' |
Interest expense, interest capitalized | $2,816 | $1,701 | $8,220 | $6,433 |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
NET INCOME | $87,186 | $60,510 | $294,197 | $238,933 | ||||
OTHER COMPREHENSIVE INCOME: | ' | ' | ' | ' | ||||
Total adjustments | 725 | 652 | 2,178 | 1,955 | ||||
TOTAL COMPREHENSIVE INCOME | 87,911 | 61,162 | 296,375 | 240,888 | ||||
Defined benefit pension plan | ' | ' | ' | ' | ||||
OTHER COMPREHENSIVE INCOME: | ' | ' | ' | ' | ||||
Amortization of actuarial loss | 557 | [1] | 458 | [1] | 1,675 | [1] | 1,373 | [1] |
Total adjustments | 557 | 458 | 1,675 | 1,373 | ||||
Pneumoconiosis benefits | ' | ' | ' | ' | ||||
OTHER COMPREHENSIVE INCOME: | ' | ' | ' | ' | ||||
Amortization of actuarial loss | 168 | [1] | 194 | [1] | 503 | [1] | 582 | [1] |
Total adjustments | $168 | $194 | $503 | $582 | ||||
[1] | Amortization of actuarial loss is included in the computation of net periodic benefit cost (see Notes 10 and 12 for additional details). |
CONDENSED_CONSOLIDATED_STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | ' | ' |
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES | $550,385 | $431,628 |
Property, plant and equipment: | ' | ' |
Capital expenditures | -242,653 | -332,353 |
Changes in accounts payable and accrued liabilities | -354 | -4,024 |
Proceeds from sale of property, plant and equipment | 124 | 114 |
Purchases of equity investments in affiliate | -47,500 | -43,100 |
Payment for acquisition of business | ' | -100,000 |
Payments to affiliate for acquisition and development of coal reserves | -21,318 | -34,601 |
Advances/loans to affiliate | -7,500 | -2,229 |
Payments from affiliate | ' | 4,229 |
Other | ' | 546 |
Net cash used in investing activities | -319,201 | -511,418 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' |
Borrowings under term loan | ' | 250,000 |
Borrowings under revolving credit facilities | 211,000 | 150,000 |
Payments under revolving credit facilities | -216,000 | -75,000 |
Payment on term loan | ' | -300,000 |
Payment on long-term debt | -18,000 | -18,000 |
Payments on capital lease obligations | -886 | -673 |
Payment of debt issuance costs | ' | -4,272 |
Net settlement of employee withholding taxes on vesting of Long-Term Incentive Plan | -3,015 | -3,734 |
Cash contributions by General Partners | 114 | 150 |
Distributions paid to Partners | -213,809 | -190,148 |
Net cash used in financing activities | -240,596 | -191,677 |
NET CHANGE IN CASH AND CASH EQUIVALENTS | -9,412 | -271,467 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 28,283 | 273,528 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | 18,871 | 2,061 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ' | ' |
Cash paid for interest | 21,638 | 22,166 |
NON-CASH INVESTING AND FINANCING ACTIVITY: | ' | ' |
Accounts payable for purchase of property, plant and equipment | 20,618 | 20,955 |
Market value of common units issued under Long-Term Incentive and Directors Deferred Compensation Plans before minimum statutory tax withholding requirements | 8,583 | 11,070 |
Acquisition of business: | ' | ' |
Fair value of assets assumed | ' | 126,639 |
Cash paid | ' | -100,000 |
Fair value of liabilities assumed | ' | $26,639 |
ORGANIZATION_AND_PRESENTATION
ORGANIZATION AND PRESENTATION | 9 Months Ended | |
Sep. 30, 2013 | ||
ORGANIZATION AND PRESENTATION | ' | |
ORGANIZATION AND PRESENTATION | ' | |
1. ORGANIZATION AND PRESENTATION | ||
Significant Relationships Referenced in Notes to Condensed Consolidated Financial Statements | ||
· | References to “we,” “us,” “our” or “ARLP Partnership” mean the business and operations of Alliance Resource Partners, L.P., the parent company, as well as its consolidated subsidiaries. | |
· | References to “ARLP” mean Alliance Resource Partners, L.P., individually as the parent company, and not on a consolidated basis. | |
· | References to “MGP” mean Alliance Resource Management GP, LLC, the managing general partner of Alliance Resource Partners, L.P, also referred to as our managing general partner. | |
· | References to “SGP” mean Alliance Resource GP, LLC, the special general partner of Alliance Resource Partners, L.P., also referred to as our special general partner. | |
· | References to “Intermediate Partnership” mean Alliance Resource Operating Partners, L.P., the intermediate partnership of Alliance Resource Partners, L.P., also referred to as our intermediate partnership. | |
· | References to “Alliance Coal” mean Alliance Coal, LLC, the holding company for the operations of Alliance Resource Operating Partners, L.P., also referred to as our operating subsidiary. | |
· | References to “AHGP” mean Alliance Holdings GP, L.P., individually as the parent company, and not on a consolidated basis. | |
· | References to “AGP” mean Alliance GP, LLC, the general partner of Alliance Holdings GP, L.P. | |
Organization | ||
ARLP is a Delaware limited partnership listed on the NASDAQ Global Select Market under the ticker symbol “ARLP.” ARLP was formed in May 1999 to acquire, upon completion of ARLP’s initial public offering on August 19, 1999, certain coal production and marketing assets of Alliance Resource Holdings, Inc., a Delaware corporation (“ARH”), consisting of substantially all of ARH’s operating subsidiaries, but excluding ARH. ARH is owned by Joseph W. Craft III, the President and Chief Executive Officer and a Director of our managing general partner, and Kathleen S. Craft. SGP, a Delaware limited liability company, is owned by ARH and holds a 0.01% general partner interest in each of ARLP and the Intermediate Partnership. | ||
We are managed by our managing general partner, MGP, a Delaware limited liability company, which holds a 0.99% and a 1.0001% managing general partner interest in ARLP and the Intermediate Partnership, respectively, and a 0.001% managing member interest in Alliance Coal. AHGP is a Delaware limited partnership that was formed to become the owner and controlling member of MGP. AHGP completed its initial public offering on May 15, 2006. AHGP owns directly and indirectly 100% of the members’ interest of MGP, the incentive distribution rights (“IDR”) in ARLP and 15,544,169 common units of ARLP. | ||
Basis of Presentation | ||
The accompanying condensed consolidated financial statements include the accounts and operations of the ARLP Partnership and present our financial position as of September 30, 2013 and December 31, 2012, the results of our operations and comprehensive income for the three and nine months ended September 30, 2013 and 2012 and the cash flows for the nine months ended September 30, 2013 and 2012. All of our intercompany transactions and accounts have been eliminated. | ||
These condensed consolidated financial statements and notes are unaudited. However, in the opinion of management, these financial statements reflect all adjustments (which include only normal recurring adjustments) necessary for a fair presentation of the results for the periods presented. Results for interim periods are not necessarily indicative of results for a full year. | ||
These condensed consolidated financial statements and notes are prepared pursuant to the rules and regulations of the Securities and Exchange Commission for interim reporting and should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2012. | ||
Use of Estimates | ||
The preparation of the ARLP Partnership’s condensed consolidated financial statements in conformity with generally accepted accounting principles (“GAAP”) of the United States (“U.S.”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in our condensed consolidated financial statements. Actual results could differ from those estimates. | ||
NEW_ACCOUNTING_STANDARDS
NEW ACCOUNTING STANDARDS | 9 Months Ended |
Sep. 30, 2013 | |
NEW ACCOUNTING STANDARDS | ' |
NEW ACCOUNTING STANDARDS | ' |
2. NEW ACCOUNTING STANDARDS | |
New Accounting Standards Issued and Adopted | |
In February 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income (“ASU 2013-02”). ASU 2013-02 requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income (“AOCI”) by component. In addition, an entity is required to present, either on the face of the statement where net income is presented or in the notes, certain significant amounts reclassified out of AOCI by the respective line items of net income. ASU 2013-02 does not change the items that must be reported in AOCI. ASU 2013-02 was effective for fiscal years, and interim periods within those years, beginning after December 15, 2012. The adoption of ASU 2013-02 did not have a material impact on our condensed consolidated financial statements. | |
CONTINGENCIES
CONTINGENCIES | 9 Months Ended |
Sep. 30, 2013 | |
CONTINGENCIES | ' |
CONTINGENCIES | ' |
3. CONTINGENCIES | |
Various lawsuits, claims and regulatory proceedings incidental to our business are pending against the ARLP Partnership. We record an accrual for a potential loss related to these matters when, in management’s opinion, such loss is probable and reasonably estimable. Based on known facts and circumstances, we believe the ultimate outcome of these outstanding lawsuits, claims and regulatory proceedings will not have a material adverse effect on our financial condition, results of operations or liquidity. However, if the results of these matters were different from management’s current opinion and in amounts greater than our accruals, then they could have a material adverse effect. | |
ACQUISITIONS
ACQUISITIONS | 9 Months Ended | |||
Sep. 30, 2013 | ||||
ACQUISITIONS | ' | |||
ACQUISITIONS | ' | |||
4. ACQUISITIONS | ||||
Asset Acquisition | ||||
In June 2013, our subsidiary, Alliance Resource Properties, LLC (“Alliance Resource Properties”), acquired the rights to approximately 11.6 million tons of proven and probable medium-sulfur coal reserves, and an additional 5.9 million resource tons, in Grant and Tucker County, West Virginia from Laurel Run Mining Company, a subsidiary of Consol Energy, Inc. The purchase price of $25.2 million was allocated to owned and leased coal rights and was financed using existing cash on hand. As a result of the coal reserve purchase, we reclassified certain tons of medium-sulfur, non-reserve coal deposits as reserves, which together with the reserves purchased above, extended the expected life of Mettiki Coal (WV), LLC’s Mountain View mine. | ||||
Green River Collieries, LLC | ||||
On April 2, 2012, we acquired substantially all of Green River Collieries, LLC’s (“Green River”) assets related to its coal mining business and operations located in Webster and Hopkins Counties, Kentucky for consideration of $100.0 million. The transaction included the Onton No. 9 mining complex (“Onton mine”), which included the mine, a dock, tugboat, and a lease for the preparation plant, and an estimated 40.0 million tons of coal reserves in the West Kentucky No. 9 coal seam. The Green River acquisition was consistent with our general business strategy and complemented our current coal mining operations. | ||||
The following unaudited pro forma information for the nine months ended September 30, 2012 for the ARLP Partnership has been prepared for illustrative purposes as if the business combination occurred on January 1, 2011, the year prior to the acquisition date. The unaudited pro forma results have been prepared based upon Green River’s historical results with respect to the business acquired and estimates of the effects of the transactions that we believe are reasonable and supportable. The results are not necessarily reflective of the consolidated results of operations had the acquisition actually occurred on January 1, 2011, nor are they indicative of future operating results. | ||||
Nine Months Ended | ||||
September 30, 2012 | ||||
(in thousands) | ||||
Total revenues | ||||
As reported | $ | 1,484,891 | ||
Pro forma | $ | 1,512,234 | ||
Net income | ||||
As reported | $ | 238,933 | ||
Pro forma | $ | 240,214 | ||
The pro forma net income includes adjustments to depreciation, depletion and amortization to reflect the new basis in property, plant and equipment and intangible assets acquired, elimination of income tax expense, and the elimination of interest expense of Green River as its debt was paid off in conjunction with the acquisition. | ||||
Synergies from the acquisition are not reflected in the pro forma results. | ||||
ASSET_IMPAIRMENT_CHARGE
ASSET IMPAIRMENT CHARGE | 9 Months Ended |
Sep. 30, 2013 | |
ASSET IMPAIRMENT CHARGE | ' |
ASSET IMPAIRMENT CHARGE | ' |
5. ASSET IMPAIRMENT CHARGE | |
Pontiki Coal, LLC’s (“Pontiki”) mining complex in Martin County, Kentucky was idled from August 29, 2012 to November 25, 2012. The Mine Safety and Health Administration (“MSHA”) ordered the closure of the coal preparation plant and associated surface facilities at the Pontiki mining complex following the failure on August 23, 2012 of a belt line between two clean coal stacking tubes. MSHA required a comprehensive structural inspection of all the surface facilities by an independent bridge engineering firm before the surface facilities could be reopened. Although the Pontiki mining complex resumed operations to fulfill contractual obligations for the delivery of coal in 2013 under existing coal sales agreements, significant uncertainty remained regarding market demand and pricing for coal from Pontiki beyond 2013. This uncertainty along with the likelihood of future cost increases arising from stringent regulatory oversight placed the long-term viability of Pontiki at significant risk. | |
As a result of the above events, uncertainty regarding the future operations of the mine and the required additional repair costs, and our assessment of related risks, we concluded that indicators of impairment were present and the carrying value of the asset group representing the Pontiki mining complex (“Pontiki Assets”) was not fully recoverable. We estimated the fair value of the Pontiki Assets and determined it was exceeded by the carrying value and accordingly, we recorded an asset impairment charge of $19.0 million in our Central Appalachian segment during the quarter ended September 30, 2012 to reduce the carrying value of the Pontiki Assets to their estimated fair value of $16.1 million. The fair value of the Pontiki Assets was determined using the market and cost valuation techniques and represents a Level 3 fair value measurement. The fair value analysis was based on the marketability of coal properties in the current market environment, discounted projected future cash flows, and estimated fair value of assets that could be sold or used at other operations. As these estimates incorporate certain assumptions, including replacement cost of equipment and marketability of coal reserves in the Central Appalachian region, and it is possible that the estimates may change in the future resulting in the need to adjust our determination of fair value. The asset impairment established a new cost basis on which depreciation, depletion and amortization is calculated for the Pontiki Assets. | |
As noted above, although the Pontiki mining complex resumed operations, significant uncertainty remained regarding market demand and pricing for coal from Pontiki beyond 2013. On September 27, 2013, we issued Worker Adjustment and Retraining Notification (WARN) Act notices to all employees at Pontiki’s mining complex. We plan to continue operations at the Pontiki mining complex until late November 2013 to fulfill commitments under existing sales contracts at which time the mine is expected to cease production. No additional impairment was required related to the expected closure of the mine as the depreciable lives of the Pontiki Assets were adjusted in 2012 and throughout 2013 as management evaluated the future operations at Pontiki. | |
FAIR_VALUE_MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended | |
Sep. 30, 2013 | ||
FAIR VALUE MEASUREMENTS | ' | |
FAIR VALUE MEASUREMENTS | ' | |
6. FAIR VALUE MEASUREMENTS | ||
We apply the provisions of FASB ASC 820, Fair Value Measurement, which, among other things, defines fair value, requires disclosures about assets and liabilities carried at fair value and establishes a hierarchal disclosure framework based upon the quality of inputs used to measure fair value. | ||
Valuation techniques are based upon observable and unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect our own market assumptions. These two types of inputs create the following fair value hierarchy: | ||
· | Level 1 – Quoted prices for identical instruments in active markets. | |
· | Level 2 – Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model derived valuations whose inputs are observable or whose significant value drivers are observable. | |
· | Level 3 – Instruments whose significant value drivers are unobservable. | |
The carrying amounts for cash equivalents, accounts receivable, accounts payable, due from affiliates and due to affiliates approximate fair value because of the short maturity of those instruments. At September 30, 2013 and December 31, 2012, the estimated fair value of our long-term debt, including current maturities, was approximately $787.3 million and $834.3 million, respectively, based on interest rates that we believe are currently available to us for issuance of debt with similar terms and remaining maturities (Note 7). The fair value of debt, which is based upon interest rates for similar instruments in active markets, is classified as a Level 2 measurement under the fair value hierarchy. | ||
LONGTERM_DEBT
LONG-TERM DEBT | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
LONG-TERM DEBT | ' | |||||||||
LONG-TERM DEBT | ' | |||||||||
7. LONG-TERM DEBT | ||||||||||
Long-term debt consists of the following (in thousands): | ||||||||||
September 30, | December 31, | |||||||||
2013 | 2012 | |||||||||
Revolving credit facility | $ | 100,000 | $ | 155,000 | ||||||
$50 million facility | 50,000 | - | ||||||||
Senior notes | 18,000 | 36,000 | ||||||||
Series A senior notes | 205,000 | 205,000 | ||||||||
Series B senior notes | 145,000 | 145,000 | ||||||||
Term loan | 250,000 | 250,000 | ||||||||
768,000 | 791,000 | |||||||||
Less current maturities | (80,500 | ) | (18,000 | ) | ||||||
Total long-term debt | $ | 687,500 | $ | 773,000 | ||||||
On September 11, 2013, our Intermediate Partnership entered into a credit agreement for a $50.0 million revolving credit facility (“Facility”) to be used, as appropriate, for short-term working capital requirements. The counterparty to the Facility is KC-LendCo, LLC, which is controlled by an officer of ARH via his role as independent trustee of irrevocable trusts established by our President and Chief Executive Officer. Borrowings under the Facility bear interest at the London Interbank Offered Rate (“LIBOR”) plus 0.80%, with interest payable quarterly. At September 30, 2013, the LIBOR with applicable margin was 0.98% on borrowings outstanding. The Facility is included in the current maturities, long-term debt line item on our condensed consolidated balance sheet. The lender and the Intermediate Partnership have the option to terminate the Facility at any time and the Facility was terminated on October 29, 2013, with all amounts outstanding, plus interest, paid in full. | ||||||||||
Our Intermediate Partnership also has $18.0 million in senior notes (“Senior Notes”), $205.0 million in Series A and $145.0 million in Series B senior notes (collectively, the “2008 Senior Notes”), a $700.0 million revolving credit facility (“Revolving Credit Facility”) and a $250.0 million term loan (collectively, with the Senior Notes, the 2008 Senior Notes and the Revolving Credit Facility, the “ARLP Debt Arrangements”), which are guaranteed by all of the material direct and indirect subsidiaries of our Intermediate Partnership. The ARLP Debt Arrangements contain various covenants affecting our Intermediate Partnership and its subsidiaries restricting, among other things, the amount of distributions by our Intermediate Partnership, the incurrence of additional indebtedness and liens, the sale of assets, the making of investments, the entry into mergers and consolidations and the entry into transactions with affiliates, in each case subject to various exceptions. The ARLP Debt Arrangements also require the Intermediate Partnership to remain in control of a certain amount of mineable coal reserves relative to its annual production. In addition, the ARLP Debt Arrangements require our Intermediate Partnership to maintain (a) debt to cash flow ratio of not more than 3.0 to 1.0 and (b) cash flow to interest expense ratio of not less than 3.0 to 1.0, in each case, during the four most recently ended fiscal quarters. The debt to cash flow ratio and cash flow to interest expense ratio were 1.12 to 1.0 and 19.4 to 1.0, respectively, for the trailing twelve months ended September 30, 2013. We were in compliance with the covenants of the ARLP Debt Arrangements as of September 30, 2013. | ||||||||||
At September 30, 2013, we had borrowings of $150.0 million and $23.5 million of letters of credit outstanding with $576.5 million available for borrowing under the Revolving Credit Facility and the Facility. We utilize the Revolving Credit Facility, as appropriate, for working capital requirements, anticipated capital expenditures and investments in affiliates, scheduled debt payments and distribution payments. We incur an annual commitment fee of 0.25% on the undrawn portion of the Revolving Credit Facility. | ||||||||||
WHITE_OAK_TRANSACTIONS
WHITE OAK TRANSACTIONS | 9 Months Ended |
Sep. 30, 2013 | |
WHITE OAK TRANSACTIONS | ' |
WHITE OAK TRANSACTIONS | ' |
8. WHITE OAK TRANSACTIONS | |
On September 22, 2011 (the “Transaction Date”), we entered into a series of transactions with White Oak Resources LLC (“White Oak”) and related entities to support development of a longwall mining operation currently under construction. The transactions feature several components, including an equity investment in White Oak (represented by “Series A Units” containing certain distribution and liquidation preferences), the acquisition and lease-back of certain coal reserves and surface rights and a backstop equipment financing facility. Our initial investment funding to White Oak at the Transaction Date, consummated utilizing existing cash on hand, was $69.5 million and we funded an additional $197.7 million to White Oak between the Transaction Date and September 30, 2013. We expect to fund a total of approximately $300.5 million from the Transaction Date through approximately the next 1.5 years, which includes the funding made to White Oak through September 30, 2013 discussed above. We are also committed to invest up to an additional $125.0 million in Series A Units to the extent required for development or operation of the White Oak Mine No. 1 mine, which is subject to certain rights and obligations of other White Oak owners to participate in such investment. On the Transaction Date, we also entered into a coal handling and services agreement, pursuant to which we constructed and are operating a preparation plant and other surface facilities. We expect to fund these additional commitments utilizing existing cash balances, future cash flows from operations, borrowings under credit facilities and cash provided from the issuance of debt or equity. The following information discusses each component of these transactions in further detail. | |
Hamilton County, Illinois Reserve Acquisition | |
On the Transaction Date, our subsidiary, Alliance WOR Properties, LLC (“WOR Properties”), acquired from White Oak the rights to approximately 204.9 million tons of proven and probable high-sulfur coal reserves, of which 105.2 million tons are currently being developed for future mining by White Oak, and certain surface properties and rights in Hamilton County, Illinois (the “Reserve Acquisition”). Hamilton County is adjacent to White County, Illinois, where our White County Coal, LLC Pattiki mine is located. The asset purchase price of $33.8 million cash paid at closing was allocated to owned and leased coal rights. Between the Transaction Date and December 31, 2012, WOR Properties provided $51.6 million to White Oak for development of the acquired coal reserves. During the nine months ended September 30, 2013, WOR Properties acquired from White Oak for $21.3 million cash paid at closing, an additional 75.4 million tons of reserves, of which 38.8 million tons are currently being developed for future mining by White Oak. WOR Properties has a remaining commitment of $33.2 million for additional coal reserve purchases and development funding. | |
Equity Investment – Series A Units | |
Concurrent with the Reserve Acquisition, our subsidiary, Alliance WOR Processing, LLC (“WOR Processing”), made an equity investment of $35.7 million in White Oak to purchase Series A Units representing ownership in White Oak. WOR Processing purchased $66.8 million of additional Series A Units between the Transaction Date and December 31, 2012 and $47.5 million of additional Series A Units during the nine months ended September 30, 2013, fulfilling WOR Processing’s minimum equity investment commitment. Based on currently anticipated equity contributions by other White Oak owners, we do not expect to make further equity investments in White Oak in 2013. | |
WOR Processing’s ownership and member’s voting interest in White Oak at September 30, 2013 were 20.0% based upon currently outstanding voting units. The remainder of the equity ownership in White Oak, represented by Series B Units, is held by other investors and members of White Oak management. | |
We continually review all rights provided to WOR Processing and us by various agreements with White Oak and continue to conclude all such rights are protective or participating in nature and do not provide WOR Processing or us the ability to unilaterally direct any of the primary activities of White Oak that most significantly impact its economic performance. As such, we recognize WOR Processing’s interest in White Oak as an equity investment in affiliate in our consolidated balance sheets. As of September 30, 2013, WOR Processing had invested $150.0 million in Series A Units of White Oak equity, which represents our current maximum exposure to loss as a result of our equity investment in White Oak exclusive of capitalized interest. White Oak has made no distributions to us. | |
We record WOR Processing’s equity in earnings or losses of affiliates under the hypothetical liquidation at book value method of accounting due to the preferences to which WOR Processing is entitled on distributions. For the three and nine months ended September 30, 2013 and 2012, we were allocated losses of $6.2 million, $3.0 million, $16.3 million and $11.6 million, respectively. | |
Services Agreement | |
Simultaneous with the closing of the Reserve Acquisition, WOR Processing entered into a Coal Handling and Preparation Agreement (“Services Agreement”) with White Oak pursuant to which WOR Processing committed to construct and operate a coal preparation plant and related facilities and a rail loop and loadout facility to service the White Oak longwall Mine No. 1. During the quarter ended September 30, 2013, WOR Processing began processing and loading coal through the facilities and earned throughput fees of $0.6 million from White Oak. | |
In addition, the Intermediate Partnership agreed to loan $10.5 million to White Oak for the construction of various assets on the surface property, including but not limited to, a bathhouse, office and warehouse (“Construction Loan”). The Construction Loan has a term of 20 years, with repayment scheduled to begin in 2015. White Oak has borrowed the entire amount available under the Construction Loan as of September 30, 2013. | |
NET_INCOME_PER_LIMITED_PARTNER
NET INCOME PER LIMITED PARTNER UNIT | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
NET INCOME PER LIMITED PARTNER UNIT | ' | ||||||||||||||||
NET INCOME PER LIMITED PARTNER UNIT | ' | ||||||||||||||||
9. NET INCOME PER LIMITED PARTNER UNIT | |||||||||||||||||
We apply the provisions of FASB ASC 260, Earnings Per Share, which requires the two-class method in calculating basic and diluted earnings per unit (“EPU”). Net income is allocated to the general partners and limited partners in accordance with their respective partnership percentages, after giving effect to any special income or expense allocations, including incentive distributions to our managing general partner, the holder of the IDR pursuant to our partnership agreement, which are declared and paid following the end of each quarter. Under the quarterly IDR provisions of our partnership agreement, our managing general partner is entitled to receive 15% of the amount we distribute in excess of $0.275 per unit, 25% of the amount we distribute in excess of $0.3125 per unit, and 50% of the amount we distribute in excess of $0.375 per unit. Our partnership agreement contractually limits our distributions to available cash; therefore, undistributed earnings of the ARLP Partnership are not allocated to the IDR holder. In addition, our outstanding awards under our Long-Term Incentive Plan (“LTIP”) and phantom units in notional accounts under our Supplemental Executive Retirement Plan (“SERP”) and the MGP Amended and Restated Deferred Compensation Plan for Directors (“Deferred Compensation Plan”) include rights to nonforfeitable distributions or distribution equivalents and are therefore considered participating securities. As such, we allocate undistributed and distributed earnings to these outstanding awards in our calculation of EPU. | |||||||||||||||||
The following is a reconciliation of net income used for calculating basic earnings per unit and the weighted average units used in computing EPU for the three and nine months ended September 30, 2013 and 2012 (in thousands, except per unit data): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Net income | $ | 87,186 | $ | 60,510 | $ | 294,197 | $ | 238,933 | |||||||||
Adjustments: | |||||||||||||||||
Managing general partner’s priority distributions | (29,906 | ) | (26,584 | ) | (87,275 | ) | (76,771 | ) | |||||||||
General partners’ 2% equity ownership | (1,146 | ) | (679 | ) | (4,139 | ) | (3,244 | ) | |||||||||
Limited partners’ interest in net income | 56,134 | 33,247 | 202,783 | 158,918 | |||||||||||||
Less: | |||||||||||||||||
Distributions to participating securities | (597 | ) | (531 | ) | (1,749 | ) | (1,549 | ) | |||||||||
Undistributed earnings attributable to participating securities | (167 | ) | - | (1,012 | ) | (541 | ) | ||||||||||
Net income available to limited partners | $ | 55,370 | $ | 32,716 | $ | 200,022 | $ | 156,828 | |||||||||
Weighted average limited partner units outstanding – basic and diluted | 36,963 | 36,875 | 36,949 | 36,859 | |||||||||||||
Basic and diluted net income per limited partner unit (1) | $ | 1.5 | $ | 0.89 | $ | 5.41 | $ | 4.25 | |||||||||
(1) Diluted EPU gives effect to all dilutive potential common units outstanding during the period using the treasury stock method. Diluted EPU excludes all dilutive potential units calculated under the treasury stock method if their effect is anti-dilutive. For the three and nine months ended September 30, 2013 and 2012, LTIP, SERP and Deferred Compensation Plan units of 355,259, 323,146, 328,314 and 338,231 respectively, were considered anti-dilutive under the treasury stock method. | |||||||||||||||||
WORKERS_COMPENSATION_AND_PNEUM
WORKERS' COMPENSATION AND PNEUMOCONIOSIS | 9 Months Ended | |||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||
WORKERS' COMPENSATION AND PNEUMOCONIOSIS | ' | |||||||||||||||||
WORKERS' COMPENSATION AND PNEUMOCONIOSIS | ' | |||||||||||||||||
10. WORKERS’ COMPENSATION AND PNEUMOCONIOSIS | ||||||||||||||||||
The changes in the workers’ compensation liability (including current and long-term liability balances) for each of the periods presented were as follows (in thousands): | ||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||
September 30, | September 30, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||
Beginning balance | $ | 80,630 | $ | 81,195 | $ | 77,046 | $ | 73,201 | ||||||||||
Accruals increase | 452 | 4,035 | 8,399 | 16,249 | ||||||||||||||
Payments | (2,553 | ) | (2,395 | ) | (8,156 | ) | (7,984 | ) | ||||||||||
Interest accretion | 621 | 685 | 1,861 | 2,054 | ||||||||||||||
Ending balance | $ | 79,150 | $ | 83,520 | $ | 79,150 | $ | 83,520 | ||||||||||
Lower accrual increases in 2013 compared to 2012 was primarily attributable to favorable reserve adjustments for claims incurred in prior years. | ||||||||||||||||||
Certain of our mine operating entities are liable under state statutes and the Federal Coal Mine Health and Safety Act of 1969, as amended, to pay pneumoconiosis, or black lung, benefits to eligible employees and former employees and their dependents. | ||||||||||||||||||
Components of the net periodic benefit cost for each of the periods presented are as follows (in thousands): | ||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||
September 30, | September 30, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||
Service cost | $ | 953 | $ | 960 | $ | 2,858 | $ | 2,795 | ||||||||||
Interest cost | 563 | 598 | 1,690 | 1,773 | ||||||||||||||
Amortization of net loss (1) | 168 | 194 | 503 | 582 | ||||||||||||||
Net periodic benefit cost | $ | 1,684 | $ | 1,752 | $ | 5,051 | $ | 5,150 | ||||||||||
(1) Amortization of net loss is included in the operating expenses line item within our condensed consolidated statements of income. | ||||||||||||||||||
COMPENSATION_PLANS
COMPENSATION PLANS | 9 Months Ended |
Sep. 30, 2013 | |
COMPENSATION PLANS | ' |
COMPENSATION PLANS | ' |
11. COMPENSATION PLANS | |
Long-Term Incentive Plan | |
We have the LTIP for certain employees and officers of our managing general partner and its affiliates who perform services for us. The LTIP awards are grants of non-vested “phantom” or notional units, which upon satisfaction of vesting requirements, entitle the LTIP participant to receive ARLP common units. Annual grant levels and vesting provisions for designated participants are recommended by our President and Chief Executive Officer, subject to review and approval of the compensation committee of the MGP board of directors (the “Compensation Committee”). On January 23, 2013, the Compensation Committee determined that the vesting requirements for the 2010 grants of 130,102 restricted units (which is net of 8,028 forfeitures) had been satisfied as of January 1, 2013. As a result of this vesting, on February 15, 2013, we issued 82,400 unrestricted common units to the LTIP participants. The remaining units were settled in cash to satisfy the individual statutory minimum tax obligations of the LTIP participants. On January 23, 2013, the Compensation Committee authorized additional grants of up to 156,575 restricted units, of which 146,725 were granted during the nine months ended September 30, 2013 and will vest on January 1, 2016, subject to satisfaction of certain financial tests. The fair value of these 2013 grants is equal to the intrinsic value at the date of grant, which was $63.02 per unit. LTIP expense was $1.8 million and $1.6 million for the three months ended September 30, 2013 and 2012, respectively, and $5.4 million and $4.7 million for the nine months ended September 30, 2013 and 2012, respectively. After consideration of the January 1, 2013 vesting and subsequent issuance of 82,400 common units, 2.1 million units remain available under the LTIP for issuance in the future, assuming all grants issued in 2011, 2012 and 2013 currently outstanding are settled with common units, without reduction for tax withholding, and no future forfeitures occur. | |
As of September 30, 2013, there was $10.7 million in total unrecognized compensation expense related to the non-vested LTIP grants that are expected to vest. That expense is expected to be recognized over a weighted-average period of 1.4 years. As of September 30, 2013, the intrinsic value of the non-vested LTIP grants was $25.8 million. As of September 30, 2013, the total obligation associated with the LTIP was $12.7 million and is included in the partners’ capital-limited partners line item in our condensed consolidated balance sheets. | |
As provided under the distribution equivalent rights provisions of the LTIP, all non-vested grants include contingent rights to receive quarterly cash distributions in an amount equal to the cash distributions we make to unitholders during the vesting period. | |
SERP and Directors Deferred Compensation Plan | |
We utilize the SERP to provide deferred compensation benefits for certain officers and key employees. All allocations made to participants under the SERP are made in the form of “phantom” ARLP units. The SERP is administered by the Compensation Committee. | |
Our directors participate in the Deferred Compensation Plan. Pursuant to the Deferred Compensation Plan, for amounts deferred either automatically or at the election of the director, a notional account is established and credited with notional common units of ARLP, described in the Deferred Compensation Plan as “phantom” units. | |
For both the SERP and Deferred Compensation Plan, when quarterly cash distributions are made with respect to ARLP common units, an amount equal to such quarterly distribution is credited to each participant’s notional account as additional phantom units. All grants of phantom units under the SERP and Deferred Compensation Plan vest immediately. | |
For the nine months ended September 30, 2013 and 2012, SERP and Deferred Compensation Plan participant notional account balances were credited with a total of 10,835 and 7,168 phantom units, respectively, and the fair value of these phantom units was $68.32 per unit and $64.77 per unit, respectively, on a weighted-average basis. Total SERP and Deferred Compensation Plan expense was approximately $0.3 million and $0.2 million for the three months ended September 30, 2013 and 2012, respectively, and $0.9 and $0.6 million for the nine months ended September 30, 2013 and 2012, respectively. | |
As of September 30, 2013, there were 167,626 total phantom units outstanding under the SERP and Deferred Compensation Plan and the total intrinsic value of the SERP and Deferred Compensation Plan phantom units was $12.4 million. As of September 30, 2013, the total obligation associated with the SERP and Deferred Compensation Plan was $11.1 million and is included in the partners’ capital-limited partners line item in our condensed consolidated balance sheets. | |
COMPONENTS_OF_PENSION_PLAN_NET
COMPONENTS OF PENSION PLAN NET PERIODIC BENEFIT COSTS | 9 Months Ended | |||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||
COMPONENTS OF PENSION PLAN NET PERIODIC BENEFIT COSTS | ' | |||||||||||||||||
COMPONENTS OF PENSION PLAN NET PERIODIC BENEFIT COSTS | ' | |||||||||||||||||
12. COMPONENTS OF PENSION PLAN NET PERIODIC BENEFIT COSTS | ||||||||||||||||||
Eligible employees at certain of our mining operations participate in a defined benefit plan (the “Pension Plan”) that we sponsor. The benefit formula for the Pension Plan is a fixed dollar unit based on years of service. | ||||||||||||||||||
Components of the net periodic benefit cost for each of the periods presented are as follows (in thousands): | ||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||
September 30, | September 30, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||
Service cost | $ | 674 | $ | 726 | $ | 2,108 | $ | 2,179 | ||||||||||
Interest cost | 929 | 818 | 2,710 | 2,454 | ||||||||||||||
Expected return on plan assets | (930 | ) | (956 | ) | (3,094 | ) | (2,868 | ) | ||||||||||
Amortization of net loss (1) | 557 | 458 | 1,675 | 1,373 | ||||||||||||||
Net periodic benefit cost | $ | 1,230 | $ | 1,046 | $ | 3,399 | $ | 3,138 | ||||||||||
(1) Amortization of net loss is included in the operating expenses line item within our condensed consolidated statements of income. | ||||||||||||||||||
We previously disclosed in our financial statements for the year ended December 31, 2012 that we expected to contribute $2.4 million to the Pension Plan in 2013. During the nine months ended September 30, 2013, we made contribution payments of $1.6 million for the 2013 plan year. On October 15, 2013, we made a contribution payment of $0.8 million for the 2013 plan year, bringing the total contributions to the Pension Plan in 2013 for the 2013 plan year to $2.4 million as expected. | ||||||||||||||||||
SEGMENT_INFORMATION
SEGMENT INFORMATION | 9 Months Ended | |||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||
SEGMENT INFORMATION | ' | |||||||||||||||||||||
SEGMENT INFORMATION | ' | |||||||||||||||||||||
13. SEGMENT INFORMATION | ||||||||||||||||||||||
We operate in the eastern U.S. as a producer and marketer of coal to major utilities and industrial users. We aggregate multiple operating segments into five reportable segments: the Illinois Basin, Central Appalachia, Northern Appalachia, White Oak and Other and Corporate. The first three reportable segments correspond to the three major coal producing regions in the eastern U.S. Similar economic characteristics for our operating segments within each of these three reportable segments include coal quality, coal seam height, mining and transportation methods and regulatory issues. The White Oak reportable segment includes our activities associated with the White Oak longwall Mine No. 1 development project more fully described below. | ||||||||||||||||||||||
The Illinois Basin reportable segment is comprised of multiple operating segments, including Webster County Coal, LLC’s Dotiki mining complex, Gibson County Coal, LLC’s mining complex, which includes the Gibson North mine and Gibson South project, Hopkins County Coal, LLC’s Elk Creek mining complex, White County Coal, LLC’s Pattiki mining complex, Warrior Coal, LLC’s mining complex, Sebree Mining, LLC’s mining complex, which includes the Onton mine, and River View Coal, LLC’s mining complex. The development of the Gibson South mine is currently underway. For information regarding the acquisition of the Onton mine, which was added to the Illinois Basin segment in April 2012, please see Note 4. | ||||||||||||||||||||||
The Central Appalachian reportable segment is comprised of two operating segments, the MC Mining, LLC and Pontiki mining complexes. | ||||||||||||||||||||||
The Northern Appalachian reportable segment is comprised of multiple operating segments, including the Mettiki mining complex, the Tunnel Ridge, LLC (“Tunnel Ridge”) mining complex and the Penn Ridge Coal, LLC (“Penn Ridge”) property. The Mettiki mining complex includes Mettiki Coal (WV), LLC’s Mountain View mine, Mettiki Coal, LLC’s preparation plant and a small third-party mining operation which has been idled since July 2013. In May 2012, longwall production began at the Tunnel Ridge mine. We are in the process of permitting the Penn Ridge property for future mine development. | ||||||||||||||||||||||
The White Oak reportable segment is comprised of two operating segments, WOR Processing and WOR Properties. WOR Processing includes both the surface operations at White Oak and the equity investment in White Oak. WOR Properties owns coal reserves acquired from White Oak under lease-back arrangements (Note 8). | ||||||||||||||||||||||
Other and Corporate includes marketing and administrative expenses, Alliance Service, Inc. (“ASI”) and its subsidiary, Matrix Design Group, LLC (“Matrix Design”), Alliance Design Group, LLC (“Alliance Design”) (collectively, Matrix Design and Alliance Design are referred to as the “Matrix Group”), ASI’s ownership of aircraft, the Mt. Vernon Transfer Terminal, LLC (“Mt. Vernon”) dock activities, coal brokerage activity, our equity investment in Mid-America Carbonates, LLC and certain activities of Alliance Resource Properties. | ||||||||||||||||||||||
Reportable segment results as of and for the three and nine months ended September 30, 2013 and 2012 are presented below. | ||||||||||||||||||||||
Illinois | Central | Northern | White Oak | Other and | Elimination | Consolidated | ||||||||||||||||
Basin | Appalachia | Appalachia | Corporate | -1 | ||||||||||||||||||
(in thousands) | ||||||||||||||||||||||
Reportable segment results for the three months ended September 30, 2013 were as follows: | ||||||||||||||||||||||
Total revenues (2) | $ | 405,597 | $ | 40,135 | $ | 84,975 | $ | 566 | $ | 8,702 | $ | -2,746 | $ | 537,229 | ||||||||
Segment Adjusted EBITDA Expense (3) | 239,962 | 30,348 | 69,415 | 546 | 8,784 | -2,746 | 346,309 | |||||||||||||||
Segment Adjusted EBITDA (4)(5) | 156,790 | 9,775 | 12,864 | -6,190 | 137 | - | 173,376 | |||||||||||||||
Capital expenditures (7) | 58,569 | 2,459 | 12,284 | 6,632 | 2,137 | - | 82,081 | |||||||||||||||
Reportable segment results for the three months ended September 30, 2012 were as follows: | ||||||||||||||||||||||
Total revenues (2) | $ | 365,119 | $ | 41,790 | $ | 100,142 | $ | - | $ | 8,518 | $ | -4,128 | $ | 511,441 | ||||||||
Segment Adjusted EBITDA Expense (3) | 221,731 | 35,563 | 81,761 | 174 | 7,713 | -4,128 | 342,814 | |||||||||||||||
Segment Adjusted EBITDA (4)(5) | 140,329 | 6,228 | 15,813 | -3,188 | 988 | - | 160,170 | |||||||||||||||
Capital expenditures (7) | 51,541 | 9,395 | 21,422 | 10,468 | 1,197 | - | 94,023 | |||||||||||||||
Reportable segment results as of and for the nine months ended September 30, 2013 were as follows: | ||||||||||||||||||||||
Total revenues (2) | $ | 1,210,806 | $ | 126,701 | $ | 284,303 | $ | 566 | $ | 26,696 | $ | -10,217 | $ | 1,638,855 | ||||||||
Segment Adjusted EBITDA Expense (3) | 707,810 | 96,786 | 219,356 | 1,074 | 28,277 | -10,217 | 1,043,086 | |||||||||||||||
Segment Adjusted EBITDA (4)(5) | 488,634 | 29,691 | 56,074 | -16,777 | -868 | - | 556,754 | |||||||||||||||
Total assets (6) | 1,064,268 | 84,162 | 539,194 | 306,002 | 53,887 | -865 | 2,046,648 | |||||||||||||||
Capital expenditures (7) | 163,595 | 8,758 | 51,154 | 35,502 | 4,962 | - | 263,971 | |||||||||||||||
Reportable segment results as of and for the nine months ended September 30, 2012 were as follows: | ||||||||||||||||||||||
Total revenues (2) | $ | 1,082,057 | $ | 122,989 | $ | 247,104 | $ | - | $ | 46,674 | $ | -13,933 | $ | 1,484,891 | ||||||||
Segment Adjusted EBITDA Expense (3) | 652,231 | 96,920 | 202,449 | -1,517 | 42,562 | -13,933 | 978,712 | |||||||||||||||
Segment Adjusted EBITDA (4)(5) | 419,955 | 25,618 | 37,326 | -10,072 | 4,661 | - | 477,488 | |||||||||||||||
Total assets (6) | 1,030,860 | 81,867 | 521,156 | 198,631 | 34,580 | -825 | 1,866,269 | |||||||||||||||
Capital expenditures (7) | 173,656 | 25,143 | 82,320 | 74,712 | 11,123 | - | 366,954 | |||||||||||||||
(1) The elimination column represents the elimination of intercompany transactions and is primarily comprised of sales from the Matrix Group to our mining operations. | ||||||||||||||||||||||
(2) Revenues included in the Other and Corporate column are primarily attributable to the Matrix Group revenues, Mt. Vernon transloading revenues, administrative service revenues from affiliates and brokerage sales. | ||||||||||||||||||||||
(3) Segment Adjusted EBITDA Expense includes operating expenses, outside coal purchases and other income. Transportation expenses are excluded as these expenses are passed through to our customers and consequently we do not realize any gain or loss on transportation revenues. We review Segment Adjusted EBITDA Expense per ton for cost trends. | ||||||||||||||||||||||
The following is a reconciliation of consolidated Segment Adjusted EBITDA Expense to operating expenses (excluding depreciation, depletion and amortization) (in thousands): | ||||||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||||||
September 30, | September 30, | |||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||||
Segment Adjusted EBITDA Expense | $ | 346,309 | $ | 342,814 | $ | 1,043,086 | $ | 978,712 | ||||||||||||||
Outside coal purchases | (636) | (4,424) | (2,028) | (34,759) | ||||||||||||||||||
Other income | 372 | 254 | 999 | 2,853 | ||||||||||||||||||
Operating expenses (excluding depreciation, depletion and amortization) | $ | 346,045 | $ | 338,644 | $ | 1,042,057 | $ | 946,806 | ||||||||||||||
(4) Segment Adjusted EBITDA is defined as net income before net interest expense, income taxes, depreciation, depletion and amortization, general and administrative expenses and asset impairment charge. Management therefore is able to focus solely on the evaluation of segment operating profitability as it relates to our revenues and operating expenses, which are primarily controlled by our segments. Consolidated Segment Adjusted EBITDA is reconciled to net income as follows (in thousands): | ||||||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||||||
September 30, | September 30, | |||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||||
Consolidated Segment Adjusted EBITDA | $ | 173,376 | $ | 160,170 | $ | 556,754 | $ | 477,488 | ||||||||||||||
General and administrative | -14,893 | -13,598 | -46,736 | -43,939 | ||||||||||||||||||
Depreciation, depletion and amortization | -66,099 | -59,781 | -198,688 | -154,923 | ||||||||||||||||||
Asset impairment charge | - | -19,031 | - | -19,031 | ||||||||||||||||||
Interest expense, net | -5,916 | -7,352 | -18,440 | -21,388 | ||||||||||||||||||
Income tax benefit | 718 | 102 | 1,307 | 726 | ||||||||||||||||||
Net income | $ | 87,186 | $ | 60,510 | $ | 294,197 | $ | 238,933 | ||||||||||||||
(5) Includes equity in income (loss) of affiliates for the three and nine months ended September 30, 2013 of $(6.2) million and $(16.3) million, respectively, included in the White Oak segment and $0.2 million and $0.7 million, respectively, included in the Other and Corporate segment. Includes equity in income (loss) of affiliates for the three and nine months ended September 30, 2012 of $(3.0) million and $(11.6) million, respectively, included in the White Oak segment and $0.1 million and $0.5 million, respectively, included in the Other and Corporate segment. | ||||||||||||||||||||||
(6) Total assets for the White Oak and Other and Corporate Segments include investments in affiliate of $122.7 million and $1.6 million, respectively, at September 30, 2013 and $72.7 million and $1.6 million, respectively, at September 30, 2012. | ||||||||||||||||||||||
(7) Capital expenditures shown above include funding to White Oak of $2.5 million and $21.3 million, respectively, for the three and nine months ended September 30, 2013, and $34.6 million for the three and nine months ended September 30, 2012, for the acquisition and development of coal reserves in our condensed consolidated statements of cash flow. | ||||||||||||||||||||||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2013 | |
SUBSEQUENT EVENTS | ' |
SUBSEQUENT EVENTS | ' |
14. SUBSEQUENT EVENTS | |
On October 28, 2013, we declared a quarterly distribution for the quarter ended September 30, 2013, of $1.175 per unit, on all common units outstanding, totaling approximately $74.2 million (which includes our managing general partner’s incentive distributions), payable on November 14, 2013 to all unitholders of record as of November 7, 2013. | |
Other than those events described above and in Note 7, there were no other subsequent events. | |
ORGANIZATION_AND_PRESENTATION_
ORGANIZATION AND PRESENTATION (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
ORGANIZATION AND PRESENTATION | ' |
Basis Of Presentation | ' |
Basis of Presentation | |
The accompanying condensed consolidated financial statements include the accounts and operations of the ARLP Partnership and present our financial position as of September 30, 2013 and December 31, 2012, the results of our operations and comprehensive income for the three and nine months ended September 30, 2013 and 2012 and the cash flows for the nine months ended September 30, 2013 and 2012. All of our intercompany transactions and accounts have been eliminated. | |
These condensed consolidated financial statements and notes are unaudited. However, in the opinion of management, these financial statements reflect all adjustments (which include only normal recurring adjustments) necessary for a fair presentation of the results for the periods presented. Results for interim periods are not necessarily indicative of results for a full year. | |
These condensed consolidated financial statements and notes are prepared pursuant to the rules and regulations of the Securities and Exchange Commission for interim reporting and should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2012. | |
Use of Estimates | ' |
Use of Estimates | |
The preparation of the ARLP Partnership’s condensed consolidated financial statements in conformity with generally accepted accounting principles (“GAAP”) of the United States (“U.S.”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in our condensed consolidated financial statements. Actual results could differ from those estimates. | |
ACQUISITIONS_Tables
ACQUISITIONS (Tables) | 9 Months Ended | |||
Sep. 30, 2013 | ||||
ACQUISITIONS | ' | |||
Summary of Unaudited Pro Forma Information | ' | |||
Nine Months Ended | ||||
September 30, 2012 | ||||
(in thousands) | ||||
Total revenues | ||||
As reported | $ | 1,484,891 | ||
Pro forma | $ | 1,512,234 | ||
Net income | ||||
As reported | $ | 238,933 | ||
Pro forma | $ | 240,214 |
LONGTERM_DEBT_Tables
LONG-TERM DEBT (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
LONG-TERM DEBT | ' | |||||||||
Schedule of Long-Term Debt Instruments | ' | |||||||||
Long-term debt consists of the following (in thousands): | ||||||||||
September 30, | December 31, | |||||||||
2013 | 2012 | |||||||||
Revolving credit facility | $ | 100,000 | $ | 155,000 | ||||||
$50 million facility | 50,000 | - | ||||||||
Senior notes | 18,000 | 36,000 | ||||||||
Series A senior notes | 205,000 | 205,000 | ||||||||
Series B senior notes | 145,000 | 145,000 | ||||||||
Term loan | 250,000 | 250,000 | ||||||||
768,000 | 791,000 | |||||||||
Less current maturities | (80,500 | ) | (18,000 | ) | ||||||
Total long-term debt | $ | 687,500 | $ | 773,000 |
NET_INCOME_PER_LIMITED_PARTNER1
NET INCOME PER LIMITED PARTNER UNIT (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
NET INCOME PER LIMITED PARTNER UNIT | ' | ||||||||||||||||
Reconciliation of net Income | ' | ||||||||||||||||
The following is a reconciliation of net income used for calculating basic earnings per unit and the weighted average units used in computing EPU for the three and nine months ended September 30, 2013 and 2012 (in thousands, except per unit data): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Net income | $ | 87,186 | $ | 60,510 | $ | 294,197 | $ | 238,933 | |||||||||
Adjustments: | |||||||||||||||||
Managing general partner’s priority distributions | (29,906 | ) | (26,584 | ) | (87,275 | ) | (76,771 | ) | |||||||||
General partners’ 2% equity ownership | (1,146 | ) | (679 | ) | (4,139 | ) | (3,244 | ) | |||||||||
Limited partners’ interest in net income | 56,134 | 33,247 | 202,783 | 158,918 | |||||||||||||
Less: | |||||||||||||||||
Distributions to participating securities | (597 | ) | (531 | ) | (1,749 | ) | (1,549 | ) | |||||||||
Undistributed earnings attributable to participating securities | (167 | ) | - | (1,012 | ) | (541 | ) | ||||||||||
Net income available to limited partners | $ | 55,370 | $ | 32,716 | $ | 200,022 | $ | 156,828 | |||||||||
Weighted average limited partner units outstanding – basic and diluted | 36,963 | 36,875 | 36,949 | 36,859 | |||||||||||||
Basic and diluted net income per limited partner unit (1) | $ | 1.5 | $ | 0.89 | $ | 5.41 | $ | 4.25 | |||||||||
(1) Diluted EPU gives effect to all dilutive potential common units outstanding during the period using the treasury stock method. Diluted EPU excludes all dilutive potential units calculated under the treasury stock method if their effect is anti-dilutive. For the three and nine months ended September 30, 2013 and 2012, LTIP, SERP and Deferred Compensation Plan units of 355,259, 323,146, 328,314 and 338,231 respectively, were considered anti-dilutive under the treasury stock method. |
WORKERS_COMPENSATION_AND_PNEUM1
WORKERS' COMPENSATION AND PNEUMOCONIOSIS (Tables) | 9 Months Ended | |||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||
Accrued Workers Compensation And Pneumoconiosis Benefits | ' | |||||||||||||||||
Reconciliation of Changes in Workers Compensation Liability | ' | |||||||||||||||||
The changes in the workers’ compensation liability (including current and long-term liability balances) for each of the periods presented were as follows (in thousands): | ||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||
September 30, | September 30, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||
Beginning balance | $ | 80,630 | $ | 81,195 | $ | 77,046 | $ | 73,201 | ||||||||||
Accruals increase | 452 | 4,035 | 8,399 | 16,249 | ||||||||||||||
Payments | (2,553 | ) | (2,395 | ) | (8,156 | ) | (7,984 | ) | ||||||||||
Interest accretion | 621 | 685 | 1,861 | 2,054 | ||||||||||||||
Ending balance | $ | 79,150 | $ | 83,520 | $ | 79,150 | $ | 83,520 | ||||||||||
Black Lung | ' | |||||||||||||||||
Accrued Workers Compensation And Pneumoconiosis Benefits | ' | |||||||||||||||||
Components of Net Periodic Benefit Cost | ' | |||||||||||||||||
Components of the net periodic benefit cost for each of the periods presented are as follows (in thousands): | ||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||
September 30, | September 30, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||
Service cost | $ | 953 | $ | 960 | $ | 2,858 | $ | 2,795 | ||||||||||
Interest cost | 563 | 598 | 1,690 | 1,773 | ||||||||||||||
Amortization of net loss (1) | 168 | 194 | 503 | 582 | ||||||||||||||
Net periodic benefit cost | $ | 1,684 | $ | 1,752 | $ | 5,051 | $ | 5,150 | ||||||||||
(1) Amortization of net loss is included in the operating expenses line item within our condensed consolidated statements of income. |
COMPONENTS_OF_PENSION_PLAN_NET1
COMPONENTS OF PENSION PLAN NET PERIODIC BENEFIT COSTS (Tables) (Defined benefit pension plan) | 9 Months Ended | |||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||
Defined benefit pension plan | ' | |||||||||||||||||
Defined Benefit Plan Disclosure | ' | |||||||||||||||||
Components of Net Periodic Benefit Cost | ' | |||||||||||||||||
Components of the net periodic benefit cost for each of the periods presented are as follows (in thousands): | ||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||
September 30, | September 30, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||
Service cost | $ | 674 | $ | 726 | $ | 2,108 | $ | 2,179 | ||||||||||
Interest cost | 929 | 818 | 2,710 | 2,454 | ||||||||||||||
Expected return on plan assets | (930 | ) | (956 | ) | (3,094 | ) | (2,868 | ) | ||||||||||
Amortization of net loss (1) | 557 | 458 | 1,675 | 1,373 | ||||||||||||||
Net periodic benefit cost | $ | 1,230 | $ | 1,046 | $ | 3,399 | $ | 3,138 | ||||||||||
(1) Amortization of net loss is included in the operating expenses line item within our condensed consolidated statements of income. |
SEGMENT_INFORMATION_Tables
SEGMENT INFORMATION (Tables) | 9 Months Ended | |||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||
SEGMENT INFORMATION | ' | |||||||||||||||||||||
Schedule of results of reportable segment | ' | |||||||||||||||||||||
Illinois | Central | Northern | White Oak | Other and | Elimination | Consolidated | ||||||||||||||||
Basin | Appalachia | Appalachia | Corporate | -1 | ||||||||||||||||||
(in thousands) | ||||||||||||||||||||||
Reportable segment results for the three months ended September 30, 2013 were as follows: | ||||||||||||||||||||||
Total revenues (2) | $ | 405,597 | $ | 40,135 | $ | 84,975 | $ | 566 | $ | 8,702 | $ | -2,746 | $ | 537,229 | ||||||||
Segment Adjusted EBITDA Expense (3) | 239,962 | 30,348 | 69,415 | 546 | 8,784 | -2,746 | 346,309 | |||||||||||||||
Segment Adjusted EBITDA (4)(5) | 156,790 | 9,775 | 12,864 | -6,190 | 137 | - | 173,376 | |||||||||||||||
Capital expenditures (7) | 58,569 | 2,459 | 12,284 | 6,632 | 2,137 | - | 82,081 | |||||||||||||||
Reportable segment results for the three months ended September 30, 2012 were as follows: | ||||||||||||||||||||||
Total revenues (2) | $ | 365,119 | $ | 41,790 | $ | 100,142 | $ | - | $ | 8,518 | $ | -4,128 | $ | 511,441 | ||||||||
Segment Adjusted EBITDA Expense (3) | 221,731 | 35,563 | 81,761 | 174 | 7,713 | -4,128 | 342,814 | |||||||||||||||
Segment Adjusted EBITDA (4)(5) | 140,329 | 6,228 | 15,813 | -3,188 | 988 | - | 160,170 | |||||||||||||||
Capital expenditures (7) | 51,541 | 9,395 | 21,422 | 10,468 | 1,197 | - | 94,023 | |||||||||||||||
Reportable segment results as of and for the nine months ended September 30, 2013 were as follows: | ||||||||||||||||||||||
Total revenues (2) | $ | 1,210,806 | $ | 126,701 | $ | 284,303 | $ | 566 | $ | 26,696 | $ | -10,217 | $ | 1,638,855 | ||||||||
Segment Adjusted EBITDA Expense (3) | 707,810 | 96,786 | 219,356 | 1,074 | 28,277 | -10,217 | 1,043,086 | |||||||||||||||
Segment Adjusted EBITDA (4)(5) | 488,634 | 29,691 | 56,074 | -16,777 | -868 | - | 556,754 | |||||||||||||||
Total assets (6) | 1,064,268 | 84,162 | 539,194 | 306,002 | 53,887 | -865 | 2,046,648 | |||||||||||||||
Capital expenditures (7) | 163,595 | 8,758 | 51,154 | 35,502 | 4,962 | - | 263,971 | |||||||||||||||
Reportable segment results as of and for the nine months ended September 30, 2012 were as follows: | ||||||||||||||||||||||
Total revenues (2) | $ | 1,082,057 | $ | 122,989 | $ | 247,104 | $ | - | $ | 46,674 | $ | -13,933 | $ | 1,484,891 | ||||||||
Segment Adjusted EBITDA Expense (3) | 652,231 | 96,920 | 202,449 | -1,517 | 42,562 | -13,933 | 978,712 | |||||||||||||||
Segment Adjusted EBITDA (4)(5) | 419,955 | 25,618 | 37,326 | -10,072 | 4,661 | - | 477,488 | |||||||||||||||
Total assets (6) | 1,030,860 | 81,867 | 521,156 | 198,631 | 34,580 | -825 | 1,866,269 | |||||||||||||||
Capital expenditures (7) | 173,656 | 25,143 | 82,320 | 74,712 | 11,123 | - | 366,954 | |||||||||||||||
(1) The elimination column represents the elimination of intercompany transactions and is primarily comprised of sales from the Matrix Group to our mining operations. | ||||||||||||||||||||||
(2) Revenues included in the Other and Corporate column are primarily attributable to the Matrix Group revenues, Mt. Vernon transloading revenues, administrative service revenues from affiliates and brokerage sales. | ||||||||||||||||||||||
(3) Segment Adjusted EBITDA Expense includes operating expenses, outside coal purchases and other income. Transportation expenses are excluded as these expenses are passed through to our customers and consequently we do not realize any gain or loss on transportation revenues. We review Segment Adjusted EBITDA Expense per ton for cost trends. | ||||||||||||||||||||||
The following is a reconciliation of consolidated Segment Adjusted EBITDA Expense to operating expenses (excluding depreciation, depletion and amortization) (in thousands): | ||||||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||||||
September 30, | September 30, | |||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||||
Segment Adjusted EBITDA Expense | $ | 346,309 | $ | 342,814 | $ | 1,043,086 | $ | 978,712 | ||||||||||||||
Outside coal purchases | (636) | (4,424) | (2,028) | (34,759) | ||||||||||||||||||
Other income | 372 | 254 | 999 | 2,853 | ||||||||||||||||||
Operating expenses (excluding depreciation, depletion and amortization) | $ | 346,045 | $ | 338,644 | $ | 1,042,057 | $ | 946,806 | ||||||||||||||
(4) Segment Adjusted EBITDA is defined as net income before net interest expense, income taxes, depreciation, depletion and amortization, general and administrative expenses and asset impairment charge. Management therefore is able to focus solely on the evaluation of segment operating profitability as it relates to our revenues and operating expenses, which are primarily controlled by our segments. Consolidated Segment Adjusted EBITDA is reconciled to net income as follows (in thousands): | ||||||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||||||
September 30, | September 30, | |||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||||
Consolidated Segment Adjusted EBITDA | $ | 173,376 | $ | 160,170 | $ | 556,754 | $ | 477,488 | ||||||||||||||
General and administrative | -14,893 | -13,598 | -46,736 | -43,939 | ||||||||||||||||||
Depreciation, depletion and amortization | -66,099 | -59,781 | -198,688 | -154,923 | ||||||||||||||||||
Asset impairment charge | - | -19,031 | - | -19,031 | ||||||||||||||||||
Interest expense, net | -5,916 | -7,352 | -18,440 | -21,388 | ||||||||||||||||||
Income tax benefit | 718 | 102 | 1,307 | 726 | ||||||||||||||||||
Net income | $ | 87,186 | $ | 60,510 | $ | 294,197 | $ | 238,933 | ||||||||||||||
(5) Includes equity in income (loss) of affiliates for the three and nine months ended September 30, 2013 of $(6.2) million and $(16.3) million, respectively, included in the White Oak segment and $0.2 million and $0.7 million, respectively, included in the Other and Corporate segment. Includes equity in income (loss) of affiliates for the three and nine months ended September 30, 2012 of $(3.0) million and $(11.6) million, respectively, included in the White Oak segment and $0.1 million and $0.5 million, respectively, included in the Other and Corporate segment. | ||||||||||||||||||||||
(6) Total assets for the White Oak and Other and Corporate Segments include investments in affiliate of $122.7 million and $1.6 million, respectively, at September 30, 2013 and $72.7 million and $1.6 million, respectively, at September 30, 2012. | ||||||||||||||||||||||
(7) Capital expenditures shown above include funding to White Oak of $2.5 million and $21.3 million, respectively, for the three and nine months ended September 30, 2013, and $34.6 million for the three and nine months ended September 30, 2012, for the acquisition and development of coal reserves in our condensed consolidated statements of cash flow. | ||||||||||||||||||||||
Schedule of reconciliation of consolidated Segment Adjusted EBITDA Expense to operating expenses (excluding depreciation, depletion and amortization) | ' | |||||||||||||||||||||
The following is a reconciliation of consolidated Segment Adjusted EBITDA Expense to operating expenses (excluding depreciation, depletion and amortization) (in thousands): | ||||||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||||||
September 30, | September 30, | |||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||||
Segment Adjusted EBITDA Expense | $ | 346,309 | $ | 342,814 | $ | 1,043,086 | $ | 978,712 | ||||||||||||||
Outside coal purchases | (636) | (4,424) | (2,028) | (34,759) | ||||||||||||||||||
Other income | 372 | 254 | 999 | 2,853 | ||||||||||||||||||
Operating expenses (excluding depreciation, depletion and amortization) | $ | 346,045 | $ | 338,644 | $ | 1,042,057 | $ | 946,806 | ||||||||||||||
Schedule of reconciliation of consolidated Segment Adjusted EBITDA to net income | ' | |||||||||||||||||||||
Consolidated Segment Adjusted EBITDA is reconciled to net income as follows (in thousands): | ||||||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||||||
September 30, | September 30, | |||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||||
Consolidated Segment Adjusted EBITDA | $ | 173,376 | $ | 160,170 | $ | 556,754 | $ | 477,488 | ||||||||||||||
General and administrative | -14,893 | -13,598 | -46,736 | -43,939 | ||||||||||||||||||
Depreciation, depletion and amortization | -66,099 | -59,781 | -198,688 | -154,923 | ||||||||||||||||||
Asset impairment charge | - | -19,031 | - | -19,031 | ||||||||||||||||||
Interest expense, net | -5,916 | -7,352 | -18,440 | -21,388 | ||||||||||||||||||
Income tax benefit | 718 | 102 | 1,307 | 726 | ||||||||||||||||||
Net income | $ | 87,186 | $ | 60,510 | $ | 294,197 | $ | 238,933 |
ORGANIZATION_AND_PRESENTATION_1
ORGANIZATION AND PRESENTATION (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Ownership interests | ' | ' | ' | ' |
Ownership percentage by general partners | 2.00% | 2.00% | 2.00% | 2.00% |
ARLP | SGP | ' | ' | ' | ' |
Ownership interests | ' | ' | ' | ' |
Ownership percentage by general partners | ' | ' | 0.01% | ' |
ARLP | MGP | ' | ' | ' | ' |
Ownership interests | ' | ' | ' | ' |
Ownership percentage by general partners | ' | ' | 0.99% | ' |
ARLP | AHGP | ' | ' | ' | ' |
Ownership interests | ' | ' | ' | ' |
Ownership percentage of managing general partner by parent | ' | ' | 100.00% | ' |
Units owned by parent | 15,544,169 | ' | 15,544,169 | ' |
Intermediate Partnership | SGP | ' | ' | ' | ' |
Ownership interests | ' | ' | ' | ' |
Ownership percentage by general partners | ' | ' | 0.01% | ' |
Intermediate Partnership | MGP | ' | ' | ' | ' |
Ownership interests | ' | ' | ' | ' |
Ownership percentage by general partners | ' | ' | 1.00% | ' |
Alliance Coal | MGP | ' | ' | ' | ' |
Ownership interests | ' | ' | ' | ' |
Ownership percentage by general partners | ' | ' | 0.00% | ' |
ACQUISITIONS_Details
ACQUISITIONS (Details) (Alliance Resource Properties, Acquisition of coal reserves from Laurel Run Mining Company, USD $) | 1 Months Ended |
In Millions, unless otherwise specified | Jun. 30, 2013 |
T | |
Alliance Resource Properties | Acquisition of coal reserves from Laurel Run Mining Company | ' |
Asset Acquisition | ' |
Coal reserves, rights purchased (in tons) | 11,600,000 |
Additional coal resources (in tons) | 5,900,000 |
Purchase price | $25.20 |
ACQUISITIONS_Details_2
ACQUISITIONS (Details 2) (USD $) | 9 Months Ended | 0 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2012 | Apr. 02, 2012 |
Green River | ||
T | ||
Acquisition Of Business | ' | ' |
Coal reserves (in tons) | ' | 40,000,000 |
Consideration paid | $100,000 | $100,000 |
ACQUISITIONS_Details_3
ACQUISITIONS (Details 3) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Acquisition Of Business | ' | ' | ' | ' | ||||
Total revenues, As reported | $537,229 | [1] | $511,441 | [1] | $1,638,855 | [1] | $1,484,891 | [1] |
Net income, as reported | 87,186 | 60,510 | 294,197 | 238,933 | ||||
Green River | ' | ' | ' | ' | ||||
Acquisition Of Business | ' | ' | ' | ' | ||||
Total revenues, As reported | ' | ' | ' | 1,484,891 | ||||
Total revenues, Pro forma | ' | ' | ' | 1,512,234 | ||||
Net income, as reported | ' | ' | ' | 238,933 | ||||
Net income, Pro forma | ' | ' | ' | $240,214 | ||||
[1] | Revenues included in the Other and Corporate column are primarily attributable to the Matrix Group revenues, Mt. Vernon transloading revenues, administrative service revenues from affiliates and brokerage sales. |
ASSET_IMPAIRMENT_CHARGE_Detail
ASSET IMPAIRMENT CHARGE (Details) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 12 Months Ended |
Sep. 30, 2012 | Sep. 30, 2012 | Aug. 23, 2012 | Sep. 30, 2012 | Sep. 30, 2013 | |
Pontiki mining complex | Pontiki mining complex | Pontiki mining complex | |||
Central Appalachia | Central Appalachia | Central Appalachia | |||
item | |||||
Asset impairment charges | ' | ' | ' | ' | ' |
Number of clean coal stacking tubes with belt line failure | ' | ' | 2 | ' | ' |
Asset impairment charge | $19,031,000 | $19,031,000 | ' | $19,000,000 | $0 |
Property plant and equipment, fair value | ' | ' | ' | $16,100,000 | ' |
FAIR_VALUE_MEASUREMENTS_Detail
FAIR VALUE MEASUREMENTS (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
FAIR VALUE MEASUREMENTS | ' | ' |
Fair value of long-term debt, including current maturities | $787.30 | $834.30 |
LONGTERM_DEBT_Details
LONG-TERM DEBT (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Long-Term Debt | ' | ' |
Long-term debt including current and non-current | $768,000 | $791,000 |
Less current maturities | -80,500 | -18,000 |
Total long-term debt | 687,500 | 773,000 |
Revolving credit facility | ' | ' |
Long-Term Debt | ' | ' |
Revolving credit facility | 100,000 | 155,000 |
$50 million facility | ' | ' |
Long-Term Debt | ' | ' |
Revolving credit facility | 50,000 | ' |
Senior notes | ' | ' |
Long-Term Debt | ' | ' |
Long-term debt including current and non-current | 18,000 | 36,000 |
Series A Senior Notes | ' | ' |
Long-Term Debt | ' | ' |
Long-term debt including current and non-current | 205,000 | 205,000 |
Series B Senior Notes | ' | ' |
Long-Term Debt | ' | ' |
Long-term debt including current and non-current | 145,000 | 145,000 |
Term loan | ' | ' |
Long-Term Debt | ' | ' |
Long-term debt including current and non-current | 250,000 | 250,000 |
Revolving Credit Facility and the Facility | ' | ' |
Long-Term Debt | ' | ' |
Revolving credit facility | $150,000 | ' |
LONGTERM_DEBT_Details_2
LONG-TERM DEBT (Details 2) (USD $) | 12 Months Ended | 9 Months Ended | 0 Months Ended | ||||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 11, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
ARLP Debt Arrangements | ARLP Debt Arrangements | ARLP Debt Arrangements | Revolving credit facility | Facility | Facility | Revolving Credit Facility and the Facility | |
Maximum | Minimum | ||||||
Long-Term Debt | ' | ' | ' | ' | ' | ' | ' |
Revolving credit facility | ' | ' | ' | $700 | $50 | ' | ' |
Variable rate basis | ' | ' | ' | ' | 'LIBOR | ' | ' |
Basis spread on variable rate (as a percent) | ' | ' | ' | ' | 0.80% | ' | ' |
Effective interest rate (as a percent) | ' | ' | ' | ' | ' | 0.98% | ' |
ARLP debt arrangements requirements, debt to cash flow ratio | ' | 3 | ' | ' | ' | ' | ' |
ARLP debt arrangements requirements, cash flow to interest expense ratio | ' | ' | 3 | ' | ' | ' | ' |
ARLP debt arrangements requirements, period over which the ratios are required to be maintained | '1 year | ' | ' | ' | ' | ' | ' |
Actual debt to cash flow ratio for trailing twelve months | 1.12 | ' | ' | ' | ' | ' | ' |
Actual cash flow to interest expense ratio for trailing twelve months | 19.4 | ' | ' | ' | ' | ' | ' |
Letters of credit outstanding | ' | ' | ' | ' | ' | ' | 23.5 |
Line of credit facility, available for borrowing capacity | ' | ' | ' | ' | ' | ' | $576.50 |
Annual commitment fee percentage, undrawn portion | ' | ' | ' | 0.25% | ' | ' | ' |
WHITE_OAK_TRANSACTIONS_Details
WHITE OAK TRANSACTIONS (Details) (White Oak, USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 15 Months Ended | 24 Months Ended | ||
In Millions, unless otherwise specified | Sep. 22, 2011 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 |
White oak transactions | ' | ' | ' | ' | ' | ' | ' |
Amount funded by partnership | $69.50 | ' | ' | ' | ' | ' | $197.70 |
Total expected funding by partnership | ' | ' | ' | 300.5 | ' | ' | ' |
Expected period of funding | ' | ' | ' | '1 year 6 months | ' | ' | ' |
Purchase of equity investment | 35.7 | ' | ' | 47.5 | ' | 66.8 | ' |
Voting Interest (as a percent) | ' | 20.00% | ' | 20.00% | ' | ' | 20.00% |
Equity method investment, net | ' | 150 | ' | 150 | ' | ' | 150 |
Distributions from White Oak | ' | ' | ' | ' | ' | ' | 0 |
Allocated losses | ' | 6.2 | 3 | 16.3 | 11.6 | ' | ' |
Maximum | ' | ' | ' | ' | ' | ' | ' |
White oak transactions | ' | ' | ' | ' | ' | ' | ' |
Additional equity investment commitment | 125 | ' | ' | ' | ' | ' | ' |
Reserve Acquisition | ' | ' | ' | ' | ' | ' | ' |
White oak transactions | ' | ' | ' | ' | ' | ' | ' |
Payment for acquisition of coal reserves and other assets | 33.8 | ' | ' | 21.3 | ' | ' | ' |
Payment for development of acquired coal reserves | ' | ' | ' | ' | ' | 51.6 | ' |
Commitment for additional coal reserve acquisitions | ' | ' | ' | 33.2 | ' | ' | ' |
Reserve Acquisition, rights purchased on Transaction Date | ' | ' | ' | ' | ' | ' | ' |
White oak transactions | ' | ' | ' | ' | ' | ' | ' |
Coal reserves, rights purchased (in tons) | 204,900,000 | ' | ' | ' | ' | ' | ' |
Coal reserves developed for future mining (in tons) | ' | ' | ' | 105,200,000 | ' | ' | ' |
Reserve Acquisition, rights purchased during first half of 2013 | ' | ' | ' | ' | ' | ' | ' |
White oak transactions | ' | ' | ' | ' | ' | ' | ' |
Coal reserves, rights purchased (in tons) | ' | ' | ' | 75,400,000 | ' | ' | ' |
Coal reserves developed for future mining (in tons) | ' | ' | ' | 38,800,000 | ' | ' | ' |
Services Agreement | ' | ' | ' | ' | ' | ' | ' |
White oak transactions | ' | ' | ' | ' | ' | ' | ' |
Throughput fees | ' | 0.6 | ' | ' | ' | ' | ' |
Additional commitment for construction loan | $10.50 | ' | ' | ' | ' | ' | ' |
Term of construction loan | ' | ' | ' | '20 years | ' | ' | ' |
NET_INCOME_PER_LIMITED_PARTNER2
NET INCOME PER LIMITED PARTNER UNIT (Details) (USD $) | 9 Months Ended |
Sep. 30, 2013 | |
Excess Of $0.275 Per Unit | ' |
Incentive distributions | ' |
General partner incentive distribution percentage | 15.00% |
Threshold distribution of net income per unit (in dollars per unit) | $0.28 |
Excess Of $0.3125 Per Unit | ' |
Incentive distributions | ' |
General partner incentive distribution percentage | 25.00% |
Threshold distribution of net income per unit (in dollars per unit) | $0.31 |
Excess Of $0.375 Per Unit | ' |
Incentive distributions | ' |
General partner incentive distribution percentage | 50.00% |
Threshold distribution of net income per unit (in dollars per unit) | $0.38 |
NET_INCOME_PER_LIMITED_PARTNER3
NET INCOME PER LIMITED PARTNER UNIT (Details 2) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
NET INCOME PER LIMITED PARTNER UNIT | ' | ' | ' | ' | ||||
Net income | $87,186 | $60,510 | $294,197 | $238,933 | ||||
Managing general partner's priority distributions | -29,906 | -26,584 | -87,275 | -76,771 | ||||
General partners' 2% equity ownership | -1,146 | -679 | -4,139 | -3,244 | ||||
LIMITED PARTNERS' INTEREST IN NET INCOME | 56,134 | 33,247 | 202,783 | 158,918 | ||||
Distributions to participating securities | -597 | -531 | -1,749 | -1,549 | ||||
Undistributed earnings attributable to participating securities | -167 | ' | -1,012 | -541 | ||||
Net income available to limited partners | $55,370 | $32,716 | $200,022 | $156,828 | ||||
Weighted average limited partner units outstanding - basic and diluted | 36,963,054 | 36,874,949 | 36,948,531 | 36,859,018 | ||||
Basic and Diluted Net income per limited partner unit (in dollars per unit) | $1.50 | [1] | $0.89 | [1] | $5.41 | [1] | $4.25 | [1] |
Ownership percentage by general partners | 2.00% | 2.00% | 2.00% | 2.00% | ||||
Anti-dilutive under the treasury stock method (in shares) | 355,259 | 323,146 | 328,314 | 338,231 | ||||
[1] | Diluted EPU gives effect to all dilutive potential common units outstanding during the period using the treasury stock method. Diluted EPU excludes all dilutive potential units calculated under the treasury stock method if their effect is anti-dilutive. For the three and nine months ended September 30, 2013 and 2012, LTIP, SERP and Deferred Compensation Plan units of 355,259, 323,146, 328,314 and 338,231 respectively, were considered anti-dilutive under the treasury stock method. |
WORKERS_COMPENSATION_AND_PNEUM2
WORKERS' COMPENSATION AND PNEUMOCONIOSIS (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Reconciliation of the changes in workers' compensation liability | ' | ' | ' | ' |
Beginning balance | $80,630 | $81,195 | $77,046 | $73,201 |
Accruals increase | 452 | 4,035 | 8,399 | 16,249 |
Payments | -2,553 | -2,395 | -8,156 | -7,984 |
Interest accretion | 621 | 685 | 1,861 | 2,054 |
Ending balance | $79,150 | $83,520 | $79,150 | $83,520 |
WORKERS_COMPENSATION_AND_PNEUM3
WORKERS' COMPENSATION AND PNEUMOCONIOSIS (Details 2) (Black Lung, USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Black Lung | ' | ' | ' | ' | ||||
Accrued Workers Compensation And Pneumoconiosis Benefits | ' | ' | ' | ' | ||||
Service cost | $953 | $960 | $2,858 | $2,795 | ||||
Interest cost | 563 | 598 | 1,690 | 1,773 | ||||
Amortization of net loss | 168 | [1] | 194 | [1] | 503 | [1] | 582 | [1] |
Net periodic benefit cost | $1,684 | $1,752 | $5,051 | $5,150 | ||||
[1] | Amortization of net loss is included in the operating expenses line item within our condensed consolidated statements of income. |
COMPENSATION_PLANS_Details
COMPENSATION PLANS (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 36 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||
In Millions, except Share data, unless otherwise specified | Feb. 15, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Jan. 23, 2013 | Jan. 02, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
ARLP LTIP | ARLP LTIP | ARLP LTIP | ARLP LTIP | ARLP LTIP | ARLP LTIP | ARLP LTIP | ARLP LTIP, 2010 Grants | ARLP LTIP, 2010 Grants | SERP and Deferred Compensation Plans | SERP and Deferred Compensation Plans | SERP and Deferred Compensation Plans | SERP and Deferred Compensation Plans | SERP and Deferred Compensation Plans | SERP and Deferred Compensation Plans | |
Phantom Share Units (PSUs) | Phantom Share Units (PSUs) | Phantom Share Units (PSUs) | Phantom Share Units (PSUs) | Phantom Share Units (PSUs) | Phantom Share Units (PSUs) | ||||||||||
Compensation Plans | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Units for which vesting requirements were deemed satisfied | ' | ' | ' | ' | ' | ' | ' | 130,102 | ' | ' | ' | ' | ' | ' | ' |
Forfeited (in units) | ' | ' | ' | ' | ' | ' | ' | ' | 8,028 | ' | ' | ' | ' | ' | ' |
Common units issued upon vesting | 82,400 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common units granted | ' | ' | ' | ' | ' | 146,725 | ' | ' | ' | ' | ' | ' | ' | 10,835 | 7,168 |
Additional grants authorized (in units) | ' | ' | ' | ' | ' | ' | 156,575 | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value as intrinsic value at date of grant (in dollars per unit) | ' | ' | ' | ' | ' | $63.02 | ' | ' | ' | ' | ' | ' | ' | $68.32 | $64.77 |
Share based compensation expense | ' | $1.80 | $1.60 | $5.40 | $4.70 | ' | ' | ' | ' | $0.30 | $0.20 | $0.90 | $0.60 | ' | ' |
Units available for grant | ' | 2,100,000 | ' | 2,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized compensation expense | ' | 10.7 | ' | 10.7 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average period for recognition of expense | ' | ' | ' | '1 year 4 months 24 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intrinsic value of outstanding grants | ' | ' | ' | ' | ' | 25.8 | ' | ' | ' | ' | ' | ' | ' | 12.4 | ' |
Total unit based obligation recorded | ' | $12.70 | ' | $12.70 | ' | ' | ' | ' | ' | $11.10 | ' | $11.10 | ' | ' | ' |
Units outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 167,626 | ' |
COMPONENTS_OF_PENSION_PLAN_NET2
COMPONENTS OF PENSION PLAN NET PERIODIC BENEFIT COSTS (Details) (Pension Plan, USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Oct. 15, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Oct. 15, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |||||
Pension Plan | ' | ' | ' | ' | ' | ' | ' | ||||
Defined Benefit Plan Disclosure | ' | ' | ' | ' | ' | ' | ' | ||||
Service cost | ' | $674,000 | $726,000 | $2,108,000 | ' | $2,179,000 | ' | ||||
Interest cost | ' | 929,000 | 818,000 | 2,710,000 | ' | 2,454,000 | ' | ||||
Expected return on plan assets | ' | -930,000 | -956,000 | -3,094,000 | ' | -2,868,000 | ' | ||||
Amortization of net loss | ' | 557,000 | [1] | 458,000 | [1] | 1,675,000 | [1] | ' | 1,373,000 | [1] | ' |
Net periodic benefit cost | ' | 1,230,000 | 1,046,000 | 3,399,000 | ' | 3,138,000 | ' | ||||
Employer contribution | 800,000 | ' | ' | 1,600,000 | 2,400,000 | ' | ' | ||||
Expected contribution for pension plan in 2013 | ' | ' | ' | ' | ' | ' | $2,400,000 | ||||
[1] | Amortization of net loss is included in the operating expenses line item within our condensed consolidated statements of income. |
SEGMENT_INFORMATION_Details
SEGMENT INFORMATION (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | ||||
segment | |||||||||
Segment Information | ' | ' | ' | ' | ' | ||||
Number of reportable segments | ' | ' | 5 | ' | ' | ||||
Number of reportable segments corresponding to major coal producing regions in the eastern U.S. | ' | ' | 3 | ' | ' | ||||
Reportable segment results | ' | ' | ' | ' | ' | ||||
Total revenues | $537,229 | [1] | $511,441 | [1] | $1,638,855 | [1] | $1,484,891 | [1] | ' |
Segment Adjusted EBITDA Expense | 346,309 | [2] | 342,814 | [2] | 1,043,086 | [2] | 978,712 | [2] | ' |
Segment Adjusted EBITDA | 173,376 | [3],[4] | 160,170 | [3],[4] | 556,754 | [3],[4] | 477,488 | [3],[4] | ' |
Total assets | 2,046,648 | [5] | 1,866,269 | [5] | 2,046,648 | [5] | 1,866,269 | [5] | 1,955,972 |
Capital expenditures | 82,081 | [6] | 94,023 | [6] | 263,971 | [6] | 366,954 | [6] | ' |
Additional information | ' | ' | ' | ' | ' | ||||
Equity in income (loss) of affiliates | -5,990 | -2,832 | -15,556 | -11,040 | ' | ||||
Investments in affiliate | 124,345 | ' | 124,345 | ' | 88,513 | ||||
Payments to affiliate for acquisition and development of coal reserves | ' | ' | 21,318 | 34,601 | ' | ||||
Central Appalachia | ' | ' | ' | ' | ' | ||||
Segment Information | ' | ' | ' | ' | ' | ||||
Number of operating segments within the reportable segment | ' | ' | 2 | ' | ' | ||||
White Oak | ' | ' | ' | ' | ' | ||||
Segment Information | ' | ' | ' | ' | ' | ||||
Number of operating segments within the reportable segment | ' | ' | 2 | ' | ' | ||||
Operating segments | Illinois Basin | ' | ' | ' | ' | ' | ||||
Reportable segment results | ' | ' | ' | ' | ' | ||||
Total revenues | 405,597 | [1] | 365,119 | [1] | 1,210,806 | [1] | 1,082,057 | [1] | ' |
Segment Adjusted EBITDA Expense | 239,962 | [2] | 221,731 | [2] | 707,810 | [2] | 652,231 | [2] | ' |
Segment Adjusted EBITDA | 156,790 | [3],[4] | 140,329 | [3],[4] | 488,634 | [3],[4] | 419,955 | [3],[4] | ' |
Total assets | 1,064,268 | [5] | 1,030,860 | [5] | 1,064,268 | [5] | 1,030,860 | [5] | ' |
Capital expenditures | 58,569 | [6] | 51,541 | [6] | 163,595 | [6] | 173,656 | [6] | ' |
Operating segments | Central Appalachia | ' | ' | ' | ' | ' | ||||
Reportable segment results | ' | ' | ' | ' | ' | ||||
Total revenues | 40,135 | [1] | 41,790 | [1] | 126,701 | [1] | 122,989 | [1] | ' |
Segment Adjusted EBITDA Expense | 30,348 | [2] | 35,563 | [2] | 96,786 | [2] | 96,920 | [2] | ' |
Segment Adjusted EBITDA | 9,775 | [3],[4] | 6,228 | [3],[4] | 29,691 | [3],[4] | 25,618 | [3],[4] | ' |
Total assets | 84,162 | [5] | 81,867 | [5] | 84,162 | [5] | 81,867 | [5] | ' |
Capital expenditures | 2,459 | [6] | 9,395 | [6] | 8,758 | [6] | 25,143 | [6] | ' |
Operating segments | Northern Appalachia | ' | ' | ' | ' | ' | ||||
Reportable segment results | ' | ' | ' | ' | ' | ||||
Total revenues | 84,975 | [1] | 100,142 | [1] | 284,303 | [1] | 247,104 | [1] | ' |
Segment Adjusted EBITDA Expense | 69,415 | [2] | 81,761 | [2] | 219,356 | [2] | 202,449 | [2] | ' |
Segment Adjusted EBITDA | 12,864 | [3],[4] | 15,813 | [3],[4] | 56,074 | [3],[4] | 37,326 | [3],[4] | ' |
Total assets | 539,194 | [5] | 521,156 | [5] | 539,194 | [5] | 521,156 | [5] | ' |
Capital expenditures | 12,284 | [6] | 21,422 | [6] | 51,154 | [6] | 82,320 | [6] | ' |
Operating segments | White Oak | ' | ' | ' | ' | ' | ||||
Reportable segment results | ' | ' | ' | ' | ' | ||||
Total revenues | 566 | [1] | ' | 566 | [1] | ' | ' | ||
Segment Adjusted EBITDA Expense | 546 | [2] | 174 | [2] | 1,074 | [2] | -1,517 | [2] | ' |
Segment Adjusted EBITDA | -6,190 | [3],[4] | -3,188 | [3],[4] | -16,777 | [3],[4] | -10,072 | [3],[4] | ' |
Total assets | 306,002 | [5] | 198,631 | [5] | 306,002 | [5] | 198,631 | [5] | ' |
Capital expenditures | 6,632 | [6] | 10,468 | [6] | 35,502 | [6] | 74,712 | [6] | ' |
Additional information | ' | ' | ' | ' | ' | ||||
Equity in income (loss) of affiliates | -6,200 | -3,000 | -16,300 | -11,600 | ' | ||||
Investments in affiliate | 122,700 | 72,700 | 122,700 | 72,700 | ' | ||||
Payments to affiliate for acquisition and development of coal reserves | 2,500 | 34,600 | 21,300 | 34,600 | ' | ||||
Operating segments | Other And Corporate | ' | ' | ' | ' | ' | ||||
Reportable segment results | ' | ' | ' | ' | ' | ||||
Total revenues | 8,702 | [1] | 8,518 | [1] | 26,696 | [1] | 46,674 | [1] | ' |
Segment Adjusted EBITDA Expense | 8,784 | [2] | 7,713 | [2] | 28,277 | [2] | 42,562 | [2] | ' |
Segment Adjusted EBITDA | 137 | [3],[4] | 988 | [3],[4] | -868 | [3],[4] | 4,661 | [3],[4] | ' |
Total assets | 53,887 | [5] | 34,580 | [5] | 53,887 | [5] | 34,580 | [5] | ' |
Capital expenditures | 2,137 | [6] | 1,197 | [6] | 4,962 | [6] | 11,123 | [6] | ' |
Additional information | ' | ' | ' | ' | ' | ||||
Equity in income (loss) of affiliates | 200 | 100 | 700 | 500 | ' | ||||
Investments in affiliate | 1,600 | 1,600 | 1,600 | 1,600 | ' | ||||
Elimination | ' | ' | ' | ' | ' | ||||
Reportable segment results | ' | ' | ' | ' | ' | ||||
Total revenues | -2,746 | [1],[7] | -4,128 | [1],[7] | -10,217 | [1],[7] | -13,933 | [1],[7] | ' |
Segment Adjusted EBITDA Expense | -2,746 | [2],[7] | -4,128 | [2],[7] | -10,217 | [2],[7] | -13,933 | [2],[7] | ' |
Total assets | ($865) | [5],[7] | ($825) | [5],[7] | ($865) | [5],[7] | ($825) | [5],[7] | ' |
[1] | Revenues included in the Other and Corporate column are primarily attributable to the Matrix Group revenues, Mt. Vernon transloading revenues, administrative service revenues from affiliates and brokerage sales. | ||||||||
[2] | Segment Adjusted EBITDA Expense includes operating expenses, outside coal purchases and other income. Transportation expenses are excluded as these expenses are passed through to our customers and consequently we do not realize any gain or loss on transportation revenues. We review Segment Adjusted EBITDA Expense per ton for cost trends. | ||||||||
[3] | Segment Adjusted EBITDA is defined as net income before net interest expense, income taxes, depreciation, depletion and amortization, general and administrative expenses and asset impairment charge. Management therefore is able to focus solely on the evaluation of segment operating profitability as it relates to our revenues and operating expenses, which are primarily controlled by our segments. | ||||||||
[4] | Includes equity in income (loss) of affiliates for the three and nine months ended September 30, 2013 of $(6.2) million and $(16.3) million, respectively, included in the White Oak segment and $0.2 million and $0.7 million, respectively, included in the Other and Corporate segment. Includes equity in income (loss) of affiliates for the three and nine months ended September 30, 2012 of $(3.0) million and $(11.6) million, respectively, included in the White Oak segment and $0.1 million and $0.5 million, respectively, included in the Other and Corporate segment. | ||||||||
[5] | Total assets for the White Oak and Other and Corporate Segments include investments in affiliate of $122.7 million and $1.6 million, respectively, at September 30, 2013 and $72.7 million and $1.6 million, respectively, at September 30, 2012. | ||||||||
[6] | Capital expenditures shown above include funding to White Oak of $2.5 million and $21.3 million, respectively, for the three and nine months ended September 30, 2013, and $34.6 million for the three and nine months ended September 30, 2012, for the acquisition and development of coal reserves in our condensed consolidated statements of cash flow. | ||||||||
[7] | The elimination column represents the elimination of intercompany transactions and is primarily comprised of sales from the Matrix Group to our mining operations. |
SEGMENT_INFORMATION_Details_2
SEGMENT INFORMATION (Details 2) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Reconciliation of consolidated Segment Adjusted EBITDA Expense to operating expenses (excluding depreciation, depletion and amortization) | ' | ' | ' | ' | ||||
Segment Adjusted EBITDA Expense | $346,309 | [1] | $342,814 | [1] | $1,043,086 | [1] | $978,712 | [1] |
Outside coal purchases | -636 | -4,424 | -2,028 | -34,759 | ||||
Other income | 372 | 254 | 999 | 2,853 | ||||
Operating expenses (excluding depreciation, depletion and amortization) | $346,045 | $338,644 | $1,042,057 | $946,806 | ||||
[1] | Segment Adjusted EBITDA Expense includes operating expenses, outside coal purchases and other income. Transportation expenses are excluded as these expenses are passed through to our customers and consequently we do not realize any gain or loss on transportation revenues. We review Segment Adjusted EBITDA Expense per ton for cost trends. |
SEGMENT_INFORMATION_Details_3
SEGMENT INFORMATION (Details 3) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Reconciliation of consolidated Segment Adjusted EBITDA to net income | ' | ' | ' | ' | ||||
Consolidated Segment Adjusted EBITDA | $173,376 | [1],[2] | $160,170 | [1],[2] | $556,754 | [1],[2] | $477,488 | [1],[2] |
General and administrative | -14,893 | -13,598 | -46,736 | -43,939 | ||||
Depreciation, depletion and amortization | -66,099 | -59,781 | -198,688 | -154,923 | ||||
Asset impairment charge | ' | -19,031 | ' | -19,031 | ||||
Interest expense, net | -5,916 | -7,352 | -18,440 | -21,388 | ||||
Income tax benefit | 718 | 102 | 1,307 | 726 | ||||
NET INCOME | $87,186 | $60,510 | $294,197 | $238,933 | ||||
[1] | Segment Adjusted EBITDA is defined as net income before net interest expense, income taxes, depreciation, depletion and amortization, general and administrative expenses and asset impairment charge. Management therefore is able to focus solely on the evaluation of segment operating profitability as it relates to our revenues and operating expenses, which are primarily controlled by our segments. | |||||||
[2] | Includes equity in income (loss) of affiliates for the three and nine months ended September 30, 2013 of $(6.2) million and $(16.3) million, respectively, included in the White Oak segment and $0.2 million and $0.7 million, respectively, included in the Other and Corporate segment. Includes equity in income (loss) of affiliates for the three and nine months ended September 30, 2012 of $(3.0) million and $(11.6) million, respectively, included in the White Oak segment and $0.1 million and $0.5 million, respectively, included in the Other and Corporate segment. |
SUBSEQUENT_EVENTS_Details
SUBSEQUENT EVENTS (Details) (Subsequent Event, USD $) | 0 Months Ended |
In Millions, except Per Share data, unless otherwise specified | Oct. 28, 2013 |
Subsequent Event | ' |
Subsequent event | ' |
Distributions declared per unit | $1.18 |
Approximate distribution to be paid | $74.20 |