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Natural Resource Partners Lp (NRP) SEC Filing 8-K Material Event for the period ending Thursday, March 7, 2019

Natural Resource Partners Lp

CIK: 1171486 Ticker: NRP
Exhibit 99.1

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Natural Resource Partners L.P.
1201 Louisiana St., Suite 3400, Houston, TX 77002


NEWS RELEASE
Natural Resource Partners L.P. Reports
Fourth Quarter and Full Year 2018 Results

HOUSTON, March 7, 2019 - Natural Resource Partners L.P. (NYSE:NRP) today reported fourth quarter and full year 2018 results as follows:
 
 
Three Months Ended
 
Year Ended
 
 
December 31,
 
December 31,
(In thousands, except per unit data) (Unaudited)
 
2018
 
2017
 
2018
 
2017
Net income from continuing operations (1)
 
$
35,092

 
$
28,665

 
$
122,360

 
$
82,485

Adjusted EBITDA (2)
 
72,936

 
54,280

 
230,241

 
211,483

Cash flow provided by (used in) continuing operations:
 
 
 
 
 
 
 
 
Operating activities
 
80,489

 
42,434

 
178,282

 
112,151

Investing activities
 
2,078

 
591

 
7,607

 
9,807

Financing activities
 
64,856

 
(136,465
)
 
(6,839
)
 
(134,149
)
Distributable cash flow (2) (3)
 
280,658

 
43,025

 
383,980

 
121,958

Free cash flow (2)
 
80,944

 
42,833

 
183,440

 
121,324

 
 
 
 
 
(1)
Includes $25.0 million from the Hillsboro litigation settlement in the Coal Royalty and Other Segment for the three months and year ended December 31, 2018 and $12.7 million from a royalty dispute settlement in the Soda Ash segment for the year ended December 31, 2018.
(2)
See "Non-GAAP Financial Measures" and reconciliation tables at the end of this release.
(3)
Includes net proceeds from sale of construction aggregates business which are classified as investing cash flow from discontinued operations.
  
"NRP ended the year delivering another robust quarter of financial results, highlighted by the favorable Hillsboro settlement and the successful sale of our construction aggregates business," stated NRP’s President and Chief Operating Officer, Craig Nunez. “We generated significant amounts of cash from operations as we continued to see strong demand for our metallurgical and thermal coal throughout 2018. Additionally, the sale of our construction aggregates business for $205 million accelerated the de-levering and de-risking of our capital structure as we used the net cash proceeds to repay $143 million of debt to date, and plan to use the remaining proceeds to repay our Opco notes as they amortize in 2019, all at par value. This has been a transformative year for NRP and we are focused on continuing to position the company for a more secure future.”

NRP's liquidity was $306.0 million at December 31, 2018, consisting of $101.8 million of cash, $104.2 million of cash restricted for debt repayment ($49 million of which was used to repay Opco notes in January 2019) and $100.0 million of borrowing capacity available under its credit facility. NRP's consolidated Debt-to-Adjusted EBITDA ratio at December 31, 2018 was 3.0x, down over 15% from 2017 and down over 40% from the high of 5.3x at year-end 2015.

NRP declared a cash distribution of $0.45 per common unit and a cash distribution of $7.5 million on NRP’s preferred units for the fourth quarter of 2018. NRP's distribution coverage ratio over the last twelve months, excluding proceeds from sale of assets included in discontinued operations, was 8.4x before taking into account the $30 million annual distribution on NRP's preferred units, and 7.1x after taking into account the preferred unit distribution.





1


Fourth Quarter Segment Results (Unaudited)
 
 
Operating Business Segments
 
 
 
 
 
 
Coal Royalty and Other
 
Soda Ash
 
Corporate and Financing
 
Total
(In thousands)
 
 
 
 
Three Months Ended December 31, 2018
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
 
$
44,487

 
$
13,320

 
$
(22,715
)
 
$
35,092

Adjusted EBITDA (1)
 
68,850

 
9,800

 
(5,714
)
 
72,936

Cash flow provided by (used in) continuing operations:
 
 
 
 
 
 
 
 
Operating activities
 
80,272

 
9,800

 
(9,583
)
 
80,489

Investing activities
 
2,078

 

 

 
2,078

Financing activities
 

 

 
64,856

 
64,856

Distributable cash flow (1) (2)
 
82,350

 
9,800

 
(9,583
)
 
280,658

Free cash flow (1)
 
80,727

 
9,800

 
(9,583
)
 
80,944

 
 
 
 
 
 
 
 
 
Three Months Ended December 31, 2017
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
 
$
39,642

 
$
12,781

 
$
(23,758
)
 
$
28,665

Adjusted EBITDA (1)
 
46,592

 
12,250

 
(4,562
)
 
54,280

Cash flow provided by (used in) continuing operations:
 
 
 
 
 
 
 
 
Operating activities
 
45,550

 
12,250

 
(15,366
)
 
42,434

Investing activities
 
591

 

 

 
591

Financing activities
 

 

 
(136,465
)
 
(136,465
)
Distributable cash flow (1)
 
46,141

 
12,250

 
(15,366
)
 
43,025

Free cash flow (1)
 
45,949

 
12,250

 
(15,366
)
 
42,833

 
 
 
 
 
(1)
See "Non-GAAP Financial Measures" and reconciliation tables at the end of this release.
(2)
Includes net proceeds from sale of construction aggregates business which are classified as investing cash flow from discontinued operations.
Coal Royalty and Other
Total coal production and the average coal royalty revenue per ton remained stable compared to the prior year quarter as NRP continued to see strong coal pricing driven by solid export demand and stable domestic markets for metallurgical and thermal coal. Approximately 65% of NRP's coal royalty revenues and approximately 45% of its coal royalty production was derived from metallurgical coal during the three months ended December 31, 2018.
Net income and Adjusted EBITDA increased compared to the prior year quarter primarily as a result of the $25 million Hillsboro litigation settlement; Net income was partially offset by a $16.8 million increase in non-cash asset impairments.
Distributable cash flow and Free cash flow increased compared to the prior year quarter primarily as a result of the $25 million Hillsboro litigation settlement and increased cash receipts from higher metallurgical prices and production.
Soda Ash
Soda Ash segment operating performance was consistent with the prior year quarter as improved international sales pricing during the fourth quarter of 2018 was partially offset by increased freight costs.
Adjusted EBITDA, Distributable cash flow and Free cash flow decreased $2.5 million due to lower fourth quarter cash distributions received from Ciner Wyoming.
Corporate and Finance
Corporate and Finance segment Net income, Free cash flow and Distributable cash flow results improved compared to the prior year quarter primarily due to lower interest as a result of continued repayment of debt.



2


Full Year Segment Results (Unaudited)
 
 
Operating Business Segments
 
 
 
 
 
 
Coal Royalty and Other
 
Soda Ash
 
Corporate and Financing
 
Total
(In thousands)
 
 
 
 
Year Ended December 31, 2018
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
 
$
160,728

 
$
48,306

 
$
(86,674
)
 
$
122,360

Adjusted EBITDA (1)
 
200,187

 
46,550

 
(16,496
)
 
230,241

Cash flow provided by (used in) continuing operations:
 
 
 
 
 
 
 
 
Operating activities
 
212,394

 
44,453

 
(78,565
)
 
178,282

Investing activities
 
5,510

 
2,097

 

 
7,607

Financing activities
 

 

 
(6,839
)
 
(6,839
)
Distributable cash flow (1) (2)
 
217,904

 
46,550

 
(78,565
)
 
383,980

Free cash flow (1)
 
215,455

 
46,550

 
(78,565
)
 
183,440

 
 
 
 
 
 
 
 
 
Year Ended December 31, 2017
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
 
$
154,604

 
$
40,457

 
$
(112,576
)
 
$
82,485

Adjusted EBITDA (1)
 
180,985

 
49,000

 
(18,502
)
 
211,483

Cash flow provided by (used in) continuing operations:
 
 
 
 
 
 
 
 
Operating activities
 
166,138

 
43,354

 
(97,341
)
 
112,151

Investing activities
 
4,161

 
5,646

 

 
9,807

Financing activities
 
517

 

 
(134,666
)
 
(134,149
)
Distributable cash flow (1)
 
170,299

 
49,000

 
(97,341
)
 
121,958

Free cash flow (1)
 
169,665

 
49,000

 
(97,341
)
 
121,324

 
 
 
 
 
(1)
See "Non-GAAP Financial Measures" and reconciliation tables at the end of this release.
(2)
Includes net proceeds from sale of construction aggregates business which are classified as investing cash flow from discontinued operations.
Coal Royalty and Other
Full year 2018 total coal production remained stable and the average coal royalty revenue per ton increased as a result of higher metallurgical and thermal coal prices and higher metallurgical coal production driven by solid export demand and stable domestic markets for metallurgical and thermal coal, partially offset by lower thermal coal production as a result of capital constraints and declining overall demand for certain of our lessees, as well as temporary relocation of certain production off of NRP's coal reserves in the Illinois Basin. Approximately 65% of NRP's coal royalty revenues and approximately 55% of its coal royalty production was derived from metallurgical coal during the year ended December 31, 2018.
Net income and Adjusted EBITDA increased compared to the prior year primarily as a result of the $25 million Hillsboro litigation settlement; Net income was partially offset by a $15.3 million increase in non-cash asset impairments.
Distributable cash flow and Free cash flow increased compared to the prior year primarily as a result of the $25 million Hillsboro litigation settlement in addition to increased cash receipts from higher metallurgical prices and production and increased cash from other revenues.
Soda Ash
Soda Ash segment operating performance increased compared to the prior year primarily as a result of Ciner Wyoming's litigation settlement of a royalty dispute that resulted in $12.7 million of income. This increase was partially offset by a $4.9 million decrease in income primarily due to lower production and sales resulting from unexpected repairs during scheduled outages and ore grade degradation.
Adjusted EBITDA, Distributable cash flow and Free cash flow decreased $2.5 million compared to the prior year as a result of lower cash distributions received from Ciner Wyoming in the fourth quarter of 2018.

3


Corporate and Finance
Corporate and Finance segment results improved compared to the prior year primarily due to lower interest as a result of continued repayment of debt and lower employee-related costs.
Conference Call
A conference call will be held today at 10:00 a.m. ET. To join the conference call, dial (844) 379-6938 and provide the conference code 55454891. Investors may also listen to the call via the Investor Relations section of the NRP website at www.nrplp.com. To access the replay, please visit the Investor Relations section of NRP’s website.
Company Profile

Natural Resource Partners L.P., a master limited partnership headquartered in Houston, TX, is a diversified natural resource company that owns, manages and leases a diversified portfolio of mineral properties in the United States including interests in coal, industrial minerals and other natural resources. A large percentage of NRP's revenues are generated from royalties and other passive income. In addition, NRP owns an equity investment in Ciner Wyoming, a trona/soda ash operation.

For additional information, please contact Tiffany Sammis at 713-751-7515 or tsammis@nrplp.com. Further information about NRP is available on the partnership’s website at http://www.nrplp.com.

Forward-Looking Statements

This press release includes “forward-looking statements” as defined by the Securities and Exchange Commission. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that the partnership expects, believes or anticipates will or may occur in the future are forward-looking statements. These statements are based on certain assumptions made by the partnership based on its experience and perception of historical trends, current conditions, expected future developments and other factors it believes are appropriate in the circumstances. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the partnership. These risks include, but are not limited to, commodity prices; decreases in demand for coal, aggregates and industrial minerals, including trona/soda ash; changes in operating conditions and costs; production cuts by our lessees; unanticipated geologic problems; our liquidity, leverage and access to capital and financing sources; changes in the legislative or regulatory environment, litigation risk, and other factors detailed in Natural Resource Partners’ Securities and Exchange Commission filings. Natural Resource Partners L.P. has no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
        

4


Non-GAAP Financial Measures

"Adjusted EBITDA" is a non-GAAP financial measure that we define as net income (loss) from continuing operations less equity earnings from unconsolidated investment, net income attributable to non-controlling interest and gain on reserve swap; plus total distributions from unconsolidated investment, interest expense, net, debt modification expense, loss on extinguishment of debt, depreciation, depletion and amortization and asset impairments. Adjusted EBITDA should not be considered an alternative to, or more meaningful than, net income or loss, net income or loss attributable to partners, operating income, cash flows from operating activities or any other measure of financial performance presented in accordance with GAAP as measures of operating performance, liquidity or ability to service debt obligations. There are significant limitations to using Adjusted EBITDA as a measure of performance, including the inability to analyze the effect of certain recurring items that materially affect our net income (loss), the lack of comparability of results of operations of different companies and the different methods of calculating Adjusted EBITDA reported by different companies. In addition, Adjusted EBITDA presented below is not calculated or presented on the same basis as Consolidated EBITDA as defined in our partnership agreement or Consolidated EBITDDA as defined in Opco's debt agreements. Adjusted EBITDA is a supplemental performance measure used by our management and by external users of our financial statements, such as investors, commercial banks, research analysts and others to assess the financial performance of our assets without regard to financing methods, capital structure or historical cost basis.
“Distributable cash flow” or "DCF" is a non-GAAP financial measure that we define as net cash provided by (used in) operating activities of continuing operations plus distributions from unconsolidated investment in excess of cumulative earnings, proceeds from sales of assets, including sales of discontinued operations, and return of long-term contract receivables (including affiliate); less maintenance capital expenditures and distributions to non-controlling interest. DCF is not a measure of financial performance under GAAP and should not be considered as an alternative to cash flows from operating, investing or financing activities. DCF may not be calculated the same for us as for other companies. In addition, Distributable cash flow is not calculated or presented on the same basis as distributable cash flow as defined in our partnership agreement, which is used as a metric to determine whether we are able to increase quarterly distributions to our common unitholders. Distributable cash flow is a supplemental liquidity measure used by our management and by external users of our financial statements, such as investors, commercial banks, research analysts and others to assess our ability to make cash distributions and repay debt.
“Free cash flow” or "FCF" is a non-GAAP financial measure that we define as net cash provided by (used in) operating activities of continuing operations plus distributions from unconsolidated investment in excess of cumulative earnings and return of long-term contract receivables (including affiliate); less maintenance and expansion capital expenditures, cash flow used in acquisition costs classified as financing activities and distributions to non-controlling interest. FCF is calculated before mandatory debt repayments. Free cash flow is not a measure of financial performance under GAAP and should not be considered as an alternative to cash flows from operating, investing or financing activities. Free cash flow may not be calculated the same for us as for other companies. Free cash flow is a supplemental liquidity measure used by our management and by external users of our financial statements, such as investors, commercial banks, research analysts and others to assess our ability to make cash distributions and repay debt.
“Free cash flow excluding discontinued operations and one-time beneficial items” is a non-GAAP financial measure that we define as Free cash flow excluding discontinued operations and one-time beneficial items. Free cash flow excluding discontinued operations and one-time beneficial items is not a measure of financial performance under GAAP and should not be considered as an alternative to cash flows from operating, investing or financing activities. Free cash flow excluding discontinued operations and one-time beneficial items may not be calculated the same for us as for other companies. Free cash flow excluding discontinued operations and one-time beneficial items is a supplemental liquidity measure used by our management to assess our ability to make cash distributions and repay debt.

5


"Cash flow cushion" is a non-GAAP financial measure that we define as Free cash flow excluding discontinued operations and one-time beneficial items less mandatory Opco debt amortization payments, preferred unit distributions and common unit distributions. Cash flow cushion is not a measure of financial performance under GAAP and should not be considered as an alternative to cash flows from operating, investing or financing activities. Cash flow cushion is a supplemental liquidity measure used by our management to assess the Partnership's ability to make or raise cash distributions to our common and preferred unitholders and our general partner and repay debt or redeem preferred units.
“Net income attributable to common unitholders excluding discontinued operations and one-time beneficial items” is a non-GAAP financial measure that we define as Net income attributable to NRP less gain on litigation settlements, income from discontinued operations, income attributable to preferred unitholders and Net income attributable to the general partner excluding discontinued operations and one-time beneficial items. Net income attributable to common unitholders excluding discontinued operations and one-time beneficial items should not be considered in isolation or as a substitute for operating income (loss), net income (loss), cash flows provided by operating, investing and financial activities, or other income or cash flow statement data prepared in accordance with GAAP. Our management team believes Net income attributable to common unitholders excluding discontinued operations and one-time beneficial items is useful in evaluating our financial performance because litigation settlements are one-time charges, gains on asset sales are not related to the operations of our business and income attributable to preferred unitholders and the general partner are unrelated to common unitholders. Excluding these from net income allows us to better compare results from ongoing operations attributable to common unitholders period-over-period .
"Return on capital employed" or "ROCE" is a non-GAAP financial measure that we define as Net income from continuing operations plus interest expense divided by the sum of equity excluding equity of discontinued operations, and debt. Return on capital employed should not be considered an alternative to, or more meaningful than, net income or loss, net income or loss attributable to partners, operating income, cash flows from operating activities or any other measure of financial performance presented in accordance with GAAP as measures of operating performance, liquidity or ability to service debt obligations. Return on capital employed is a supplemental performance measure used by our management team that measures our profitability and efficiency with which our capital is employed. The measure provides an indication of operating performance before the impact of leverage in the capital structure.
"Return on capital employed excluding discontinued operations and one-time beneficial items" is a non-GAAP financial measure that we define as Return on capital employed excluding one-time beneficial items. Return on capital employed excluding discontinued operations and one-time beneficial items should not be considered an alternative to, or more meaningful than, net income or loss, net income or loss attributable to partners, operating income, cash flows from operating activities or any other measure of financial performance presented in accordance with GAAP as measures of operating performance, liquidity or ability to service debt obligations. Return on capital employed excluding discontinued operations and one-time beneficial items is a supplemental performance measure used by our management team that measures our profitability and efficiency with which our capital is employed excluding the impact of one-time beneficial items. The measure provides an indication of operating performance before the impact of leverage in the capital structure and excluding the impact of one-time beneficial items.


-Financial Tables, Reconciliation of Non-GAAP Measures and Recap of Metrics Follow-


6


Natural Resource Partners L.P.
Financial Tables
(Unaudited)

Consolidated Statements of Comprehensive Income
 
 
Three Months Ended
 
Year Ended
 
December 31,
 
September 30,
 
December 31,
(In thousands, except per unit data)
2018
 
2017
 
2018
 
2018
 
2017
Revenues and other income
 
 
 
 
 
 
 
 
 
Coal royalty and other
$
43,966

 
$
47,130

 
$
42,459

 
$
178,394

 
$
158,399

Coal royalty and other—affiliates

 
223

 
59

 
484

 
23,402

Transportation and processing services
6,649

 
4,793

 
6,853

 
23,887

 
14,510

Transportation and processing services—affiliates

 

 

 

 
6,012

Equity in earnings of Ciner Wyoming
13,320

 
12,781

 
8,836

 
48,306

 
40,457

Gain on litigation settlement
25,000

 

 

 
25,000

 

Gain on asset sales, net
1,622

 
178

 

 
2,441

 
3,545

Total revenues and other income
$
90,557

 
$
65,105

 
$
58,207

 
$
278,512

 
$
246,325

Operating expenses
 
 
 
 
 
 
 
 
 
Operating and maintenance expenses
$
4,941

 
$
3,479

 
$
4,650

 
$
17,894

 
$
16,771

Operating and maintenance expenses—affiliates
3,446

 
2,253

 
2,140

 
11,615

 
8,112

Depreciation, depletion and amortization
6,325

 
5,761

 
4,888

 
21,689

 
22,406

Amortization expense—affiliate

 

 

 

 
1,008

General and administrative
4,770

 
2,756

 
2,249

 
12,838

 
13,513

General and administrative—affiliates
944

 
1,806

 
934

 
3,658

 
4,989

Asset impairments
18,038

 
1,189

 

 
18,280

 
2,967

Total operating expenses
$
38,464

 
$
17,244

 
$
14,861

 
$
85,974

 
$
69,766

Income from operations
$
52,093

 
$
47,861

 
$
43,346

 
$
192,538

 
$
176,559

Other expense, net
 
 
 
 
 
 
 
 
 
Interest expense, net
$
(17,001
)
 
$
(19,196
)
 
$
(17,493
)
 
$
(70,178
)
 
$
(82,028
)
Debt modification expense

 

 

 

 
(7,939
)
Loss on extinguishment of debt

 

 

 

 
(4,107
)
Total other expense, net
$
(17,001
)
 
$
(19,196
)
 
$
(17,493
)
 
$
(70,178
)
 
$
(94,074
)
Net income from continuing operations
$
35,092

 
$
28,665

 
$
25,853

 
$
122,360

 
$
82,485

Income from discontinued operations
13,966

 
2,042

 
2,688

 
17,687

 
6,182

Net income
$
49,058

 
$
30,707

 
$
28,541

 
$
140,047

 
$
88,667

Net loss (income) attributable to non-controlling interest

 

 
359

 
(510
)
 

Net income attributable to NRP
$
49,058

 
$
30,707

 
$
28,900

 
$
139,537

 
$
88,667

Less: income attributable to preferred unitholders
(7,500
)
 
(7,765
)
 
(7,500
)
 
(30,000
)
 
(25,453
)
Net income attributable to common unitholders and general partner
$
41,558

 
$
22,942

 
$
21,400

 
$
109,537

 
$
63,214

Net income attributable to common unitholders
$
40,727

 
$
22,483

 
$
20,972

 
$
107,346

 
$
61,950

Net income attributable to the general partner
$
831

 
$
459

 
$
428

 
$
2,191

 
$
1,264

Income from continuing operations per common unit
 
 
 
 
 
 
 
 
 
Basic
$
2.21

 
$
1.67

 
$
1.50

 
$
7.35

 
$
4.57

Diluted
$
1.69

 
$
1.18

 
$
1.18

 
$
5.90

 
$
3.68

Net income per common unit
 
 
 
 
 
 
 
 
 
Basic
$
3.33

 
$
1.84

 
$
1.71

 
$
8.77

 
$
5.06

Diluted
$
2.36

 
$
1.26

 
$
1.30

 
$
6.76

 
$
3.96

 
 
 
 
 
 
 
 
 
 
Net income
$
49,058

 
$
30,707

 
$
28,541

 
$
140,047

 
$
88,667

Comprehensive income (loss) from unconsolidated investment and other
619

 
(234
)
 
791

 
(149
)
 
(1,647
)
Comprehensive income
$
49,677

 
$
30,473

 
$
29,332

 
$
139,898

 
$
87,020

Comprehensive loss (income) attributable to non-controlling interest

 

 
359

 
(510
)
 

Comprehensive income attributable to NRP
$
49,677

 
$
30,473

 
$
29,691

 
$
139,388

 
$
87,020


7


Natural Resource Partners L.P.
Financial Tables
(Unaudited)

Consolidated Statements of Cash Flows
 
 
 
 
Three Months Ended
 
Year Ended
 
 
December 31,
 
September 30,
 
December 31,
(In thousands)
 
2018
 
2017
 
2018
 
2018
 
2017
Cash flows from operating activities
 
 
 
 
 
 
 
 
 
 
Net income
 
$
49,058

 
$
30,707

 
$
28,541

 
$
140,047

 
$
88,667

Adjustments to reconcile net income to net cash provided by operating activities of continuing operations:
 
 
 
 
 
 
 
 
 
 
Depreciation, depletion and amortization
 
6,325

 
5,761

 
4,887

 
21,689

 
22,406

Amortization expense—affiliates
 

 

 

 

 
1,008

Distributions from unconsolidated investment
 
9,800

 
12,250

 
12,250

 
44,453

 
43,354

Equity earnings from unconsolidated investment
 
(13,320
)
 
(12,781
)
 
(8,836
)
 
(48,306
)
 
(40,457
)
Gain on asset sales, net
 
(1,622
)
 
(178
)
 

 
(2,441
)
 
(3,545
)
Debt modification expense
 

 

 

 

 
7,939

Loss on extinguishment of debt
 

 

 

 

 
4,107

Income (loss) from discontinued operations
 
(13,966
)
 
(2,251
)
 
(2,803
)
 
(17,687
)
 
(6,182
)
Asset impairments
 
18,038

 
1,189

 

 
18,280

 
2,967

Unit-based compensation expense
 
290

 
103

 
8

 
1,434

 
18

Amortization of debt issuance costs and other
 
4,757

 
2,156

 
(229
)
 
7,334

 
9,077

Other—affiliates
 
(1,645
)
 
2,181

 
1,635

 
(201
)
 
1,207

Change in operating assets and liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts receivable
 
171

 
1,838

 
645

 
(6,251
)
 
5,905

Accounts receivable—affiliates
 
(12
)
 
82

 
118

 
127

 
367

Accounts payable
 
(220
)
 
282

 
39

 
(238
)
 
(185
)
Accounts payable—affiliates
 
1,268

 
(107
)
 
(812
)
 
1,376

 
1

Accrued liabilities
 
2,812

 
(788
)
 
157

 
134

 
(8,478
)
Accrued liabilities—affiliates
 
400

 
515

 

 
(115
)
 
515

Accrued interest
 
8,806

 
5,217

 
(9,069
)
 
(1,138
)
 
(105
)
Deferred revenue
 
10,265

 
(5,786
)
 
193

 
19,465

 
(5,791
)
Deferred revenue—affiliates
 

 

 

 

 
(10,166
)
Other items, net
 
(716
)
 
2,044

 
(238
)
 
320

 
(478
)
Net cash provided by operating activities of continuing operations
 
$
80,489


$
42,434

 
$
26,486

 
$
178,282

 
$
112,151

Net cash provided by operating activities of discontinued operations
 
886

 
3,918

 
6,919

 
10,641

 
14,988

Net cash provided by operating activities
 
$
81,375

 
$
46,352

 
$
33,405

 
$
188,923

 
$
127,139

Cash flows from investing activities
 
 
 
 
 
 
 
 
 
 
Distributions from unconsolidated investment in excess of cumulative earnings
 
$

 
$

 
$

 
$
2,097

 
$
5,646

Proceeds from sale of assets
 
1,623

 
192

 

 
2,449

 
1,151

Return of long-term contract receivables
 
455

 
399

 
1,590

 
3,061

 
2,206

Return of long-term contract receivables—affiliate
 

 

 

 

 
804

Acquisition of plant and equipment and other
 

 

 

 

 

Net cash provided by investing activities of continuing operations
 
$
2,078

 
$
591

 
$
1,590

 
$
7,607

 
$
9,807

Net cash provided by (used in) investing activities of discontinued operations
 
192,364

 
(694
)
 
(3,571
)
 
183,021

 
(6,264
)
Net cash provided by (used in) investing activities
 
$
194,442

 
$
(103
)
 
$
(1,981
)
 
$
190,628

 
$
3,543


8


Natural Resource Partners L.P.
Financial Tables
(Unaudited)

Consolidated Statements of Cash Flows—Continued

 
 
 
 
 
 
 
Three Months Ended
 
Year Ended
 
 
December 31,
 
September 30,
 
December 31,
(In thousands)
 
2018
 
2017
 
2018
 
2018
 
2017
Cash flows from financing activities
 
 
 
 
 
 
 
 
 
 
Proceeds from issuance of preferred units and warrants, net
 
$

 
$

 
$

 
$

 
$
242,100

Proceeds from issuance of 2022 Senior Notes, net
 

 

 

 

 
103,688

Borrowings on credit facility
 

 
8,000

 

 
35,000

 
77,000

Repayments of loans
 
(119,986
)
 
(136,027
)
 
(7,648
)
 
(175,706
)
 
(492,319
)
Redemption of preferred units paid-in-kind
 

 

 

 
(8,844
)
 

Distributions to common unitholders and general partner
 
(5,623
)
 
(5,617
)
 
(5,623
)
 
(22,486
)
 
(22,467
)
Distributions to preferred unitholders
 
(7,500
)
 
(3,825
)
 
(7,500
)
 
(30,265
)
 
(8,844
)
Contributions from (to) discontinued operations
 
197,965

 
1,004

 
(25
)
 
195,690

 
5,784

Debt issuance costs and other
 

 

 
(2
)
 
(228
)
 
(39,091
)
Net cash provided by (used in) financing activities of continuing operations
 
$
64,856

 
$
(136,465
)
 
$
(20,798
)
 
$
(6,839
)
 
$
(134,149
)
Net cash used in financing activities of discontinued operations
 
(198,030
)
 
(1,201
)
 
(214
)
 
(196,509
)
 
(7,077
)
Net cash used in financing activities
 
$
(133,174
)
 
$
(137,666
)
 
$
(21,012
)
 
$
(203,348
)
 
$
(141,226
)
 
 
 
 
 
 
 
 
 
 
 
Net increase (decrease) in cash, cash equivalents and restricted cash
 
$
142,643

 
$
(91,417
)
 
$
10,412

 
$
176,203


$
(10,544
)
 
 
 
 
 
 
 
 
 
 
 
Cash, cash equivalents and restricted cash of continuing operations at beginning of period
 
$
58,607

 
$
120,420

 
$
51,329

 
$
26,980

 
$
39,171

Cash, cash equivalents and restricted cash of discontinued operations at beginning of period
 
4,780

 
824

 
1,646

 
2,847

 
1,200

Cash, cash equivalents and restricted cash at beginning of period
 
63,387

 
121,244

 
52,975

 
29,827


40,371

 
 
 
 
 
 
 
 
 
 
 
Cash, cash equivalents and restricted cash at end of period
 
$
206,030

 
$
29,827

 
$
63,387

 
$
206,030


$
29,827

Less: cash, cash equivalents and restricted cash of discontinued operations at end of period
 

 
2,847

 
4,780

 

 
2,847

Cash, cash equivalents and restricted cash of continuing operations at end of period
 
$
206,030

 
$
26,980

 
$
58,607

 
$
206,030


$
26,980

 
 
 
 
 
 
 
 
 
 
 
Supplemental cash flow information:
 
 
 
 
 
 
 
 
 
 
Cash paid during the period for interest from continuing operations
 
$
6,838

 
$
10,993

 
$
24,998

 
$
64,991

 
$
72,850

Non-cash investing and financing activities:
 
 
 
 
 
 
 
 
 
 
Issuance of 2022 Senior Notes in exchange for 2018 Senior Notes
 
$

 
$

 
$

 
$

 
$
240,638






9


Natural Resource Partners L.P.
Financial Tables
(Unaudited)

Consolidated Balance Sheets
 
 
December 31,
 
2018
 
2017
(In thousands, except unit data)
 
 
 
ASSETS
 
 
 
Current assets
 
 
 
Cash and cash equivalents
$
101,839

 
$
26,980

Restricted cash
104,191

 

Accounts receivable, net
32,024

 
24,050

Accounts receivable—affiliates
34

 
161

Prepaid expenses and other
3,462

 
3,782

Current assets of discontinued operations
993

 
36,423

Total current assets
242,543

 
91,396

Land
24,008

 
24,008

Plant and equipment, net
984

 
1,348

Mineral rights, net
743,112

 
778,419

Intangible assets, net
42,513

 
46,820

Equity in unconsolidated investment
247,051

 
245,433

Long-term contracts receivable
38,945

 
40,776

Long-term assets of discontinued operations

 
155,942

Other assets
2,491

 
4,866

Other assets—affiliate

 
156

Total assets
$
1,341,647

 
$
1,389,164

LIABILITIES AND CAPITAL
 
 
 
Current liabilities
 
 
 
Accounts payable
$
548

 
$
1,010

Accounts payable—affiliates
1,866

 
490

Accrued liabilities
12,347

 
11,542

Accrued liabilities—affiliates

 
515

Accrued interest
14,345

 
15,484

Current portion of deferred revenue
3,509

 

Current portion of long-term debt, net
115,184

 
79,740

Current liabilities of discontinued operations
947

 
11,768

Total current liabilities
148,746

 
120,549

Deferred revenue
49,044

 
100,605

Long-term debt, net
557,574

 
729,608

Long-term liabilities of discontinued operations

 
2,220

Other non-current liabilities
1,150

 
588

Other non-current liabilities—affiliate

 
346

Total liabilities
756,514

 
953,916

Commitments and contingencies

 
 
Class A Convertible Preferred Units (250,000 and 258,844 units issued and outstanding at December 31, 2018 and 2017, respectively, at $1,000 par value per unit; liquidation preference of $1,500 per unit)
164,587

 
173,431

Partners’ capital:
 
 
 
Common unitholders’ interest (12,249,469 and 12,232,006 units issued and outstanding at December 31, 2018 and 2017, respectively)
355,113

 
199,851

General partner’s interest
5,014

 
1,857

Warrant holders' interest
66,816

 
66,816

Accumulated other comprehensive loss
(3,462
)
 
(3,313
)
Total partners’ capital
423,481

 
265,211

Non-controlling interest
(2,935
)
 
(3,394
)
Total capital
420,546

 
261,817

Total liabilities and capital
$
1,341,647

 
$
1,389,164


10


Natural Resource Partners L.P.
Financial Tables
(Unaudited)

Consolidated Statement of Partners' Capital

 
Common Unitholders
 
General Partner
 
Warrant Holders
 
Accumulated
Other
Comprehensive
Loss
 
Partners' Capital Excluding Non-Controlling Interest
 
Non-Controlling Interest
 
Total Capital
 
(In thousands)
Units
 
Amounts
 
Balance at December 31, 2017
12,232

 
$
199,851

 
$
1,857

 
$
66,816

 
$
(3,313
)
 
$
265,211

 
$
(3,394
)
 
$
261,817

Cumulative effect of adoption of accounting standard

 
69,057

 
1,409

 

 

 
70,466

 

 
70,466

Net income (1)

 
136,746

 
2,791

 

 

 
139,537

 
510

 
140,047

Distributions to common unitholders and general partner

 
(22,036
)
 
(450
)
 

 

 
(22,486
)
 

 
(22,486
)
Distributions to preferred unitholders

 
(29,660
)
 
(605
)
 

 

 
(30,265
)
 

 
(30,265
)
Issuance of unit-based awards
17

 
546

 

 

 

 
546

 

 
546

Unit-based awards amortization and vesting

 
560

 

 

 

 
560

 

 
560

Comprehensive income (loss) from unconsolidated investment and other

 
49

 
12

 

 
(149
)
 
(88
)
 
(51
)
 
(139
)
Balance at December 31, 2018
12,249

 
$
355,113

 
$
5,014

 
$
66,816

 
$
(3,462
)
 
$
423,481

 
$
(2,935
)
 
$
420,546

 
 
 
 
 
(1)
Net income includes $30.0 million attributable to Preferred Unitholders that accumulated during the period, of which $29.4 million is allocated to the common unitholders and $0.6 million is allocated to the general partner.





11


Natural Resource Partners L.P.
Financial Tables
(Unaudited)

The tables below presents NRP's unaudited business results by segment for the three months ended December 31, 2018 and 2017 and September 30, 2018 and the years ended December 31, 2018 and 2017:
 
 
Operating Business Segments
 
 
 
 
 
 
Coal Royalty and Other
 
 
 
Corporate and Financing
 
 
(In thousands)
 
 
Soda Ash
 
 
Total
Three Months Ended December 31, 2018
 
 
 
 
 
 
 
 
Revenues
 
$
50,615

 
$
13,320

 
$

 
$
63,935

Gain on litigation settlement
 
25,000

 

 

 
25,000

Gains on asset sales, net
 
1,622

 

 

 
1,622

Total revenues and other income
 
$
77,237

 
$
13,320

 
$

 
$
90,557

Asset impairments
 
$
18,038

 
$

 
$

 
$
18,038

Net income (loss) from continuing operations
 
$
44,487

 
$
13,320

 
$
(22,715
)
 
$
35,092

Adjusted EBITDA (1)
 
$
68,850

 
$
9,800

 
$
(5,714
)
 
$
72,936

Distributable cash flow (1) (2)
 
$
82,350

 
$
9,800

 
$
(9,583
)
 
$
280,658

Free cash flow (1)
 
$
80,727

 
$
9,800

 
$
(9,583
)
 
$
80,944

 
 
 
 
 
 
 
 
 
Three Months Ended December 31, 2017
 
 
 
 
 
 
 
 
Revenues
 
$
52,146

 
$
12,781

 
$

 
$
64,927

Gains on asset sales, net
 
178

 

 

 
178

Total revenues and other income
 
$
52,324

 
$
12,781

 
$

 
$
65,105

Asset impairments
 
$
1,189

 
$

 
$

 
$
1,189

Net income (loss) from continuing operations
 
$
39,642

 
$
12,781

 
$
(23,758
)
 
$
28,665

Adjusted EBITDA (1)
 
$
46,592

 
$
12,250

 
$
(4,562
)
 
$
54,280

Distributable cash flow (1)
 
$
46,141

 
$
12,250

 
$
(15,366
)
 
$
43,025

Free cash flow (1)
 
$
45,949

 
$
12,250

 
$
(15,366
)
 
$
42,833

 
 
 
 
 
 
 
 

Three Months Ended September 30, 2018
 
 
 
 
 
 
 

Revenues
 
$
49,371

 
$
8,836

 
$

 
$
58,207

Gains on asset sales, net
 

 

 

 

Total revenues and other income
 
$
49,371

 
$
8,836

 
$

 
$
58,207

Asset impairments
 
$

 
$

 
$

 
$

Net income (loss) from continuing operations
 
$
37,693

 
$
8,836

 
$
(20,676
)
 
$
25,853

Adjusted EBITDA (1)
 
$
42,940

 
$
12,250

 
$
(3,183
)
 
$
52,007

Cash flow provided by (used in) continuing operations:
 
 
 
 
 
 
 
 
Operating activities
 
$
41,604

 
$
12,250

 
$
(27,368
)
 
$
26,486

Investing activities
 
$
1,590

 
$

 
$

 
$
1,590

Financing activities
 
$

 
$

 
$
(20,798
)
 
$
(20,798
)
Distributable cash flow (1)
 
$
43,194

 
$
12,250

 
$
(27,368
)
 
$
28,076

Free cash flow (1)
 
$
43,194

 
$
12,250

 
$
(27,368
)
 
$
28,076

 
 
 
 
 
(1)
See "Non-GAAP Financial Measures" and reconciliation tables at the end of this release.
(2)
Includes net proceeds from sale of construction aggregates business which are classified as investing cash flow from discontinued operations.


12


Natural Resource Partners L.P.
Financial Tables
(Unaudited)

 
 
Operating Business Segments
 
 
 
 
 
 
Coal Royalty and Other
 
 
 
Corporate and Financing
 
 
(In thousands)
 
 
Soda Ash
 
 
Total
Year Ended December 31, 2018
 
 
 
 
 
 
 
 
Revenues
 
$
202,765

 
$
48,306

 
$

 
$
251,071

Gain on litigation settlement
 
25,000

 

 

 
25,000

Gains on asset sales, net
 
2,441

 

 

 
2,441

Total revenues and other income
 
$
230,206

 
$
48,306

 
$

 
$
278,512

Asset impairments
 
$
18,280

 
$

 
$

 
$
18,280

Net income (loss) from continuing operations
 
$
160,728

 
$
48,306

 
$
(86,674
)
 
$
122,360

Adjusted EBITDA (1)
 
$
200,187

 
$
46,550

 
$
(16,496
)
 
$
230,241

Distributable cash flow (1) (2)
 
$
217,904

 
$
46,550

 
$
(78,565
)
 
$
383,980

Free cash flow (1)
 
$
215,455

 
$
46,550

 
$
(78,565
)
 
$
183,440

Cash flow cushion (1)
 
N/A

 
N/A

 
N/A

 
$
16,080

 
 
 
 
 
 
 
 


Year Ended December 31, 2017
 
 
 
 
 
 
 


Revenues
 
$
202,323

 
$
40,457

 
$

 
$
242,780

Gains on asset sales, net
 
3,545

 

 

 
3,545

Total revenues and other income
 
$
205,868

 
$
40,457

 
$

 
$
246,325

Asset impairments
 
$
2,967

 
$

 
$

 
$
2,967

Net income (loss) from continuing operations
 
$
154,604

 
$
40,457

 
$
(112,576
)
 
$
82,485

Adjusted EBITDA (1)
 
$
180,985

 
$
49,000

 
$
(18,502
)
 
$
211,483

Distributable cash flow (1)
 
$
170,299

 
$
49,000

 
$
(97,341
)
 
$
121,958

Free cash flow (1)
 
$
169,665

 
$
49,000

 
$
(97,341
)
 
$
121,324

Cash flow cushion (1)
 
N/A

 
N/A

 
N/A

 
$
9,248

 
 
 
 
 
(1)
See "Non-GAAP Financial Measures" and reconciliation tables at the end of this release.
(2)
Includes net proceeds from sale of construction aggregates business which are classified as investing cash flow from discontinued operations.


13


Natural Resource Partners L.P.
Financial Tables
(Unaudited)

Operating Statistics - Coal Royalty and Other
 
 
 
 
Three Months Ended
 
Year Ended
 
 
December 31,
 
September 30,
 
December 31,
(In thousands, except per ton data)
 
2018
 
2017
 
2018
 
2018
 
2017
Coal production (tons)
 
 
 
 
 
 
 
 
 
 
Appalachia
 
 
 
 
 
 
 
 
 
 
Northern
 
1,697

 
464

 
349

 
3,187

 
2,136

Central
 
3,415

 
3,542