Debt, Net | Debt, Net The Partnership's debt consists of the following: March 31, December 31, (In thousands) 2022 2021 NRP LP debt: 9.125% senior notes, with semi-annual interest payments in June and December, due June 2025, issued at par ("2025 Senior Notes") $ 300,000 $ 300,000 Opco debt: Revolving credit facility $ — $ — Senior Notes 5.55% with semi-annual interest payments in June and December, with annual principal payments in June, due June 2023 $ 4,730 $ 4,730 4.73% with semi-annual interest payments in June and December, with annual principal payments in December, due December 2023 12,008 12,008 5.82% with semi-annual interest payments in March and September, with annual principal payments in March, due March 2024 25,368 38,053 8.92% with semi-annual interest payments in March and September, with annual principal payments in March, due March 2024 8,023 12,035 5.03% with semi-annual interest payments in June and December, with annual principal payments in December, due December 2026 57,104 57,104 5.18% with semi-annual interest payments in June and December, with annual principal payments in December, due December 2026 14,554 14,554 Total Opco Senior Notes $ 121,787 $ 138,484 Total debt at face value $ 421,787 $ 438,484 Net unamortized debt issuance costs (4,578) (4,939) Total debt, net $ 417,209 $ 433,545 Less: current portion of long-term debt (39,046) (39,102) Total long-term debt, net $ 378,163 $ 394,443 NRP LP Debt 2025 Senior Notes The 2025 Senior Notes were issued under an Indenture dated as of April 29, 2019 (the "2025 Indenture"), bear interest at 9.125% per year and mature on June 30, 2025. Interest is payable semi-annually on June 30 and December 30. NRP and NRP Finance have the option to redeem the 2025 Senior Notes, in whole or in part, at any time on or after October 30, 2021, at the redemption prices (expressed as percentages of principal amount) of 104.563% for the 12-month period beginning October 30, 2021, 102.281% for the 12-month period beginning October 30, 2022, and thereafter at 100.000%, together, in each case, with any accrued and unpaid interest to the date of redemption. Furthermore, before October 30, 2021, NRP may on any one or more occasions redeem up to 35% of the aggregate principal amount of the 2025 Senior Notes with the net proceeds of certain public or private equity offerings at a redemption price of 109.125% of the principal amount of 2025 Senior Notes, plus any accrued and unpaid interest, if any, to the date of redemption, if at least 65% of the aggregate principal amount of the 2025 Senior Notes issued under the 2025 Indenture remains outstanding immediately after such redemption and the redemption occurs within 180 days of the closing date of such equity offering. In the event of a change of control, as defined in the 2025 Indenture, the holders of the 2025 Senior Notes may require us to purchase their 2025 Senior Notes at a purchase price equal to 101% of the principal amount of the 2025 Senior Notes, plus accrued and unpaid interest, if any. The 2025 Senior Notes were issued at par. The 2025 Senior Notes are the senior unsecured obligations of NRP and NRP Finance. The 2025 Senior Notes rank equal in right of payment to all existing and future senior unsecured debt of NRP and NRP Finance and senior in right of payment to any of NRP's subordinated debt. The 2025 Senior Notes are effectively subordinated in right of payment to all future secured debt of NRP and NRP Finance to the extent of the value of the collateral securing such indebtedness and are structurally subordinated in right of payment to all existing and future debt and other liabilities of our subsidiaries, including the Opco Credit Facility and each series of Opco’s existing senior notes. "Opco" refers to NRP (Operating) LLC, a wholly owned subsidiary of NRP, and its subsidiaries. None of NRP's subsidiaries guarantee the 2025 Senior Notes. As of March 31, 2022 and December 31, 2021, NRP and NRP Finance were in compliance with the terms of the Indenture relating to their 2025 Senior Notes. Opco Debt All of Opco’s debt is guaranteed by its wholly owned subsidiaries and is secured by certain of the assets of Opco and its wholly owned subsidiaries, other than BRP LLC and NRP Trona LLC. As of March 31, 2022 and December 31, 2021, Opco was in compliance with the terms of the financial covenants contained in its debt agreements. Opco Credit Facility In April 2019, the Partnership entered into the Fourth Amendment (the “Fourth Amendment”) to the Opco Credit Facility (the "Opco Credit Facility"). The Fourth Amendment extended the term of the Opco Credit Facility until April 2023. Lender commitments under the Opco Credit Facility remain at $100.0 million. The Opco Credit Facility contains financial covenants requiring Opco to maintain: • A leverage ratio of consolidated indebtedness to EBITDDA (as defined in the Opco Credit Facility) not to exceed 4.0x; provided, however, that if the Partnership increases its quarterly distribution to its common unitholders above $0.45 per common unit, the maximum leverage ratio under the Opco Credit Facility will permanently decrease from 4.0x to 3.0x; and • a fixed charge coverage ratio of consolidated EBITDDA to consolidated fixed charges (consisting of consolidated interest expense and consolidated lease expense) of not less than 3.5 to 1.0. During the three months ended March 31, 2022 and 2021, the Partnership did not have any borrowings outstanding under the Opco Credit Facility and had $100.0 million in available borrowing capacity at both March 31, 2022 and December 31, 2021. The Opco Credit Facility is collateralized and secured by liens on certain of Opco’s assets with carrying values of $341.7 million and $345.0 million classified as mineral rights, net and other long-term assets, net on the Partnership’s Cons olidated Balance Sheets as of March 31, 2022 and December 31, 2021, respectively. Opco Senior Notes Opco has issued several series of private placement senior notes (the "Opco Senior Notes") with various interest rates and principal due dates. As of March 31, 2022 and December 31, 2021, the Opco Senior Notes had cumulative principal balances of $121.8 million and $138.5 million, respectively. Opco made mandatory principal payments of $16.7 million during the three months ended March 31, 2022 and 2021. The 8.92% Opco Senior Notes also provides that in the event that Opco’s leverage ratio of consolidated indebtedness to consolidated EBITDDA (as defined in the Note Purchase Agreements) exceeds 3.75 to 1.00 at the end of any fiscal quarter, then in addition to all other interest accruing on these notes, additional interest in the amount of 2.00% per annum shall accrue on the notes for the two succeeding quarters and for as long thereafter as the leverage ratio remains above 3.75 to 1.00. Opco has not exceeded the 3.75 to 1.00 ratio at the end of any fiscal quarter through March 31, 2022. |