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What changed in NATURAL RESOURCE PARTNERS LP's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of NATURAL RESOURCE PARTNERS LP's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+359 added−257 removedSource: 10-K (2025-02-28) vs 10-K (2024-03-07)

Top changes in NATURAL RESOURCE PARTNERS LP's 2024 10-K

359 paragraphs added · 257 removed · 197 edited across 6 sections

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

145 edited+142 added−45 removed308 unchanged
Biggest changeThe remainder of our thermal coal is located in Montana, the Gulf Coast and Appalachia. 3 Table of Contents Coal Production Information The following tables present the type of coal sales volumes by major coal region for the years ended December 31, 2023, 2022 and 2021: For the Year Ended December 31, 2023 Type of Coal (Tons in thousands) Thermal Metallurgical Total Appalachia Basin Northern 794 351 1,145 Central 1,418 12,509 13,927 Southern — 2,670 2,670 Total Appalachia Basin 2,212 15,530 17,742 Illinois Basin 8,119 — 8,119 Northern Powder River Basin 4,589 — 4,589 Gulf Coast 1,477 — 1,477 Total 16,397 15,530 31,927 For the Year Ended December 31, 2022 Type of Coal (Tons in thousands) Thermal Metallurgical Total Appalachia Basin Northern 1,166 530 1,696 Central 1,186 12,460 13,646 Southern 93 1,691 1,784 Total Appalachia Basin 2,445 14,681 17,126 Illinois Basin 11,135 — 11,135 Northern Powder River Basin 4,288 — 4,288 Gulf Coast 385 — 385 Total 18,253 14,681 32,934 For the Year Ended December 31, 2021 Type of Coal (Tons in thousands) Thermal Metallurgical Total Appalachia Basin Northern 718 617 1,335 Central 1,140 11,139 12,279 Southern 119 1,452 1,571 Total Appalachia Basin 1,977 13,208 15,185 Illinois Basin 9,388 — 9,388 Northern Powder River Basin 3,151 — 3,151 Gulf Coast 55 55 Total 14,571 13,208 27,779 Major Coal Producing Properties The following table provides a summary of our significant coal royalty properties for 2023 and is followed by additional information for each property: Region Property/Lease Name Operator(s) Coal Type Appalachia Basin Central Alpha-CAPP (VA) Alpha Metallurgical Resources Inc.
Biggest changeThe remainder of our thermal coal is located in Montana, the Gulf Coast and Appalachia. 3 Table of Contents Coal Production Information The following tables present the type of coal sales volumes by major coal region for the years ended December 31, 2024, 2023 and 2022: For the Year Ended December 31, 2024 Type of Coal (Tons in thousands) Thermal Metallurgical Total Appalachia Basin Northern 560 471 1,031 Central 1,782 12,355 14,137 Southern — 2,661 2,661 Total Appalachia Basin 2,342 15,487 17,829 Illinois Basin 5,723 — 5,723 Northern Powder River Basin 2,826 — 2,826 Gulf Coast 1,342 — 1,342 Total 12,233 15,487 27,720 For the Year Ended December 31, 2023 Type of Coal (Tons in thousands) Thermal Metallurgical Total Appalachia Basin Northern 794 351 1,145 Central 1,418 12,509 13,927 Southern — 2,670 2,670 Total Appalachia Basin 2,212 15,530 17,742 Illinois Basin 8,119 — 8,119 Northern Powder River Basin 4,589 — 4,589 Gulf Coast 1,477 — 1,477 Total 16,397 15,530 31,927 For the Year Ended December 31, 2022 Type of Coal (Tons in thousands) Thermal Metallurgical Total Appalachia Basin Northern 1,166 530 1,696 Central 1,186 12,460 13,646 Southern 93 1,691 1,784 Total Appalachia Basin 2,445 14,681 17,126 Illinois Basin 11,135 — 11,135 Northern Powder River Basin 4,288 — 4,288 Gulf Coast 385 — 385 Total 18,253 14,681 32,934 Major Coal Producing Properties The following table provides a summary of our significant coal royalty properties for 2024 and is followed by additional information for each property: Region Property/Lease Name Operator Coal Type Appalachia Basin Central Alpha-CAPP (VA) Alpha Metallurgical Resources Inc.
Additional Mineral Rights segment revenues come from carbon neutral initiatives such the sale of carbon offset credits from our forestlands, potential sub-surface carbon dioxide sequestration in our pore space and opportunities to generate geothermal energy from our ownership.
Additional Mineral Rights segment revenues come from carbon neutral initiatives such the sale of carbon offset credits from forestlands, potential sub-surface carbon dioxide sequestration in our pore space and opportunities to generate geothermal energy from our ownership.
The rules require that reserve estimates be based on and disclosures include technical reports prepared using extensive mine-specific geological and engineering data, as well as market and cost assumptions that we as a mineral owner do not have, including, but not limited to a) site infrastructure costs; b) processing plant costs; c) detailed analysis of environmental compliance and permitting requirements; d) detailed baseline studies with impact assessment; and e) detailed tailings disposal, reclamation and mitigation plans.
The rules require that reserve estimates be based on and that disclosures include technical reports prepared using extensive mine-specific geological and engineering data, as well as market and cost assumptions that we as a mineral owner do not have, including, but not limited to a) site infrastructure costs; b) processing plant costs; c) detailed analysis of environmental compliance and permitting requirements; d) detailed baseline studies with impact assessment; and e) detailed tailings disposal, reclamation and mitigation plans.
The issuance of additional common units or other equity securities of equal or senior rank will have the following effects: • an existing unitholder’s proportionate ownership interest in NRP will decrease; • the amount of cash available for distribution on each unit may decrease; and • the relative voting strength of each previously outstanding unit may be diminished; and the market price of the common units may decline.
The issuance of additional common units or other equity securities of equal or senior rank will have the following effects: • an existing unitholder’s proportionate ownership interest in NRP will decrease; • the amount of cash available for distribution on each unit may decrease; • the relative voting strength of each previously outstanding unit may be diminished; and • the market price of the common units may decline.
Our unitholders' share of our portfolio income may be taxable to them even though they receive other losses from our activities. • We may engage in transactions to reduce our indebtedness and manage our liquidity that generate taxable income (including income and gain from the sale of properties and cancellation of indebtedness income) allocable to our unitholders, and income tax liabilities arising therefrom may exceed any distributions made with respect to their units. • If the IRS contests the U.S. federal income tax positions we take, the market for our units may be adversely impacted and the cost of any IRS contest will reduce our cash available for distribution to our unitholders. • If the IRS makes audit adjustments to our income tax returns, it (and some states) may assess and collect any taxes (including any applicable penalties and interest) resulting from such audit adjustments directly from us, in which case our cash available for distribution to our unitholders might be substantially reduced. • Tax gain or loss on the disposition of our common units could be more or less than expected. • Our unitholders may be subject to limitation on their ability to deduct interest expense incurred by us. • Tax-exempt entities face unique tax issues from owning our units that may result in adverse tax consequences to them. • Non-U.S. unitholders will be subject to U.S. federal income taxes and withholding with respect to their income and gain from owning our units. • We will treat each purchaser of our common units as having the same tax benefits without regard to the actual common units purchased.
Our unitholders' share of our portfolio income may be taxable to them even though they receive other losses from our activities. • We may engage in transactions to reduce our indebtedness and manage our liquidity that generate taxable income (including income and gain from the sale of properties and cancellation of indebtedness income) allocable to our unitholders, and income tax liabilities arising therefrom may exceed any distributions made with respect to their units. • If the IRS contests the U.S. federal income tax positions we take, the market for our units may be adversely impacted and the cost of any IRS contest will reduce our cash available for distribution to our unitholders. • If the IRS makes audit adjustments to our income tax returns, it (and some states) may assess and collect any taxes (including any applicable penalties and interest) resulting from such audit adjustments directly from us, in which case our cash available for distribution to our unitholders might be substantially reduced. • Tax gain or loss on the disposition of our common units could be more or less than expected. • Our unitholders may be subject to limitation on their ability to deduct interest expense incurred by us. • Tax-exempt entities face unique tax issues from owning our units that may result in adverse tax consequences to them. • Non-U.S. unitholders will be subject to U.S. federal income taxes and withholding from their distributions and sale proceeds with respect to their income and gain from owning our units. • We will treat each purchaser of our common units as having the same tax benefits without regard to the actual common units purchased.
Cyber-attacks are similarly evolving and include without limitation use of malicious software, surveillance, credential stuffing, spear phishing, social engineering, use of deepfakes ( i.e ., highly realistic synthetic media generated by artificial intelligence), attempts to gain unauthorized access to data, and other electronic security breaches that could lead to disruptions in critical systems, unauthorized release of confidential or otherwise protected information and corruption of data.
Cyber-attacks are similarly evolving and include, without limitation, use of malicious software, surveillance, credential stuffing, spear phishing, social engineering, use of deepfakes ( i.e ., highly realistic synthetic media generated by artificial intelligence), attempts to gain unauthorized access to data, and other electronic security breaches that could lead to disruptions in critical systems, unauthorized release of confidential or otherwise protected information and loss or corruption of data.
Sisecam Wyoming generated approximately half of its gross revenue from export sales, which consist of both customers as well as distributors who serve as its channel partners in certain markets. For customers in North America, Sisecam Chemicals Resources typically enters into contracts on Sisecam Wyoming’s behalf with terms ranging from one to three years.
Sisecam Wyoming generated approximately half of its gross revenue from export sales, which consist of both customers as well as distributors who serve as its channel partners in certain markets. For customers in North America, Sisecam Chemicals typically enters into contracts on Sisecam Wyoming’s behalf with terms ranging from one to three years.
As a minority interest owner in Sisecam Wyoming, we do not operate and are not involved in the day-to-day operation of the trona ore mine or soda ash production plant. Our partner, SCW, manages the mining and plant operations.
As a minority interest owner in Sisecam Wyoming, we do not operate and are not involved in the day-to-day operation of the trona ore mine or soda ash production plant. Our partner, SCW LLC, manages the mining and plant operations.
In addition, the following provisions of our partnership agreement may discourage a person or group from attempting to remove our general partner or otherwise change our management: • generally, if a person (other than the holders of preferred units) acquires 20% or more of any class of units then outstanding other than from our general partner or its affiliates, the units owned by such person cannot be voted on any matter; and • our partnership agreement contains limitations upon the ability of unitholders to call meetings or to acquire information about our operations, as well as other limitations upon the unitholders’ ability to influence the manner or direction of management.
In addition, the following provisions of our partnership agreement may discourage a person or group from attempting to remove our general partner or otherwise change our management: • generally, if a person acquires 20% or more of any class of units then outstanding other than from our general partner or its affiliates, the units owned by such person cannot be voted on any matter; and • our partnership agreement contains limitations upon the ability of unitholders to call meetings or to acquire information about our operations, as well as other limitations upon the unitholders’ ability to influence the manner or direction of management.
The occurrence of any of these events or conditions could have a material adverse effect on our business and results of operations. 18 Table of Contents The adoption of climate change legislation and regulations restricting emissions of greenhouse gases and other hazardous air pollutants have resulted in changes in fuel consumption patterns by electric power generators and a corresponding decrease in coal production by our lessees and reduced coal-related revenues.
The occurrence of any of these events or conditions could have a material adverse effect on our business and results of operations. 27 Table of Contents The adoption of climate change legislation and regulations restricting emissions of greenhouse gases and other hazardous air pollutants have resulted in changes in fuel consumption patterns by electric power generators and a corresponding decrease in coal production by our lessees and reduced coal-related revenues.
During 2023, Sisecam Wyoming had no shortfall payments and does not expect to make any such payments in the future. A leased fleet of hopper cars serve as dedicated modes of shipment to Sisecam Wyoming's domestic and international customers. For exports, soda ash is shipped on unit trains primarily out of Longview, Washington for bulk shipments.
During 2024, Sisecam Wyoming had no shortfall payments and does not expect to make any such payments in the future. A leased fleet of hopper cars serve as dedicated modes of shipment to Sisecam Wyoming's domestic and international customers. For exports, soda ash is shipped on unit trains primarily out of Longview, Washington for bulk shipments.
Our principal executive office is located at 1415 Louisiana Street, Suite 3325, Houston, Texas 77002 and our telephone number is (713) 751-7507. 1 Table of Contents Segment and Geographic Information The amount of 2023 revenues and other income from our two operating segments is shown below. For additional business segment information, please see " Item 7.
Our principal executive office is located at 1415 Louisiana Street, Suite 3325, Houston, Texas 77002 and our telephone number is (713) 751-7507. 1 Table of Contents Segment and Geographic Information The amount of 2024 revenues and other income from our two operating segments is shown below. For additional business segment information, please see " Item 7.
Copies of our annual report, our Code of Business Conduct and Ethics, our Disclosure Controls and Procedures Policy, our Corporate Governance Guidelines and our committee charters will be made available upon written request to our principal executive office at 1415 Louisiana St., Suite 3325, Houston, Texas 77002. 15 Table of Contents ITEM 1A.
Copies of our annual report, our Code of Business Conduct and Ethics, our Disclosure Controls and Procedures Policy, our Corporate Governance Guidelines and our committee charters will be made available upon written request to our principal executive office at 1415 Louisiana St., Suite 3325, Houston, Texas 77002. 24 Table of Contents ITEM 1A.
It is the unitholder's responsibility to file all U.S. federal, state and local tax returns and pay any taxes due in these jurisdictions. Unitholders should consult with their own tax advisors regarding the filing of such tax returns, the payment of such taxes, and the deductibility of any taxes paid. General Risks Our business is subject to cybersecurity risks.
It is the unitholder's responsibility to file all U.S. federal, state and local tax returns and pay any taxes due in these jurisdictions. Unitholders should consult with their own tax advisors regarding the filing of such tax returns, the payment of such taxes, and the deductibility of any taxes paid. General Risk Factors Our business is subject to cybersecurity risks.
The prices our lessees receive for their coal depend upon factors beyond their or our control, including: • the supply of and demand for domestic and foreign coal; • domestic and foreign governmental regulations and taxes; • changes in fuel consumption patterns of electric power generators; • the price and availability of alternative fuels, especially natural gas; • global economic conditions, including the strength of the U.S. dollar relative to other currencies; • global and domestic demand for steel; • tariff rates on imports and trade disputes, particularly involving the United States and China; • the availability of, proximity to and capacity of transportation networks and facilities; • global or national health concerns, including the outbreak of pandemic or contagious disease, such as the COVID-19 pandemic; • weather conditions; and • the effect of worldwide energy conservation measures.
The prices our lessees receive for their coal depend upon factors beyond their or our control, including: • the supply of and demand for domestic and foreign coal; • domestic and foreign governmental regulations and taxes; • changes in fuel consumption patterns of electric power generators; • the price and availability of alternative fuels, especially natural gas; • global economic conditions, including the strength of the U.S. dollar relative to other currencies; • global and domestic demand for steel; • tariff rates on imports and trade disputes, particularly involving the United States and China; • the availability of, proximity to and capacity of transportation networks and facilities; • global or national health concerns, including the outbreak of pandemic or contagious disease; • weather conditions; and • the effect of worldwide energy conservation measures.
The Kepler property is located in Wyoming County, West Virginia. Substantially all of the coal sold from this property in 2023 was metallurgical coal. We lease this property to a subsidiary of Alpha. Coal is produced from underground mines and transported by belt or truck to the preparation plant on the property.
The Kepler property is located in Wyoming County, West Virginia. Substantially all of the coal sold from this property in 2024 was metallurgical coal. We lease this property to a subsidiary of Alpha. Metallurgical coal is produced from underground mines and transported by belt or truck to the preparation plant on the property.
In October of 2022, we announced our second subsurface CO 2 transaction with the execution of a lease for approximately 65,000 acres of pore space we control near southeast Texas with estimated storage capacity of at least 500 million metric tons of CO 2 .
In October of 2022, we announced our second subsurface CO 2 transaction with the execution of a lease for approximately 65,000 acres of pore space we control near southeast Texas with estimated storage capacity of at least 500 million metric tons of CO 2 . Renewable Energy.
The Alpha-CAPP (VA) property is located in Wise, Dickenson, Russell and Buchanan Counties, Virginia. Substantially all of the tons sold from this property in 2023 were metallurgical coal. We lease this property to subsidiaries of Alpha Metallurgical Resources Inc. ("Alpha") and previously leased it to subsidiaries of Contura Energy, Inc.
The Alpha-CAPP (VA) property is located in Wise, Dickenson, Russell and Buchanan Counties, Virginia. Substantially all of the tons sold from this property in 2024 were metallurgical coal. We lease this property to subsidiaries of Alpha Metallurgical Resources Inc. ("Alpha") and previously leased it to subsidiaries of Contura Energy, Inc.
Corporate Governance Matters Our Code of Business Conduct and Ethics, our Disclosure Controls and Procedures Policy and our Corporate Governance Guidelines adopted by the Board of Directors, as well as the charter for our Audit Committee are available on our website at www.nrplp.com.
Corporate Governance Matters Our Code of Business Conduct and Ethics, our Disclosure Controls and Procedures Policy and our Corporate Governance Guidelines adopted by the Board of Directors, as well as the charter for our Audit Committee and Compensation, Nominating and Governance Committee are available on our website at www.nrplp.com.
New environmental legislation, new regulations and new interpretations of existing environmental laws, including regulations governing permitting requirements, could further regulate or tax mining industries and may also require significant changes to operations, the incurrence of increased costs or the requirement to obtain new or different permits, any of which could decrease our revenues and have a material adverse effect on our financial condition or results of operations.
New environmental legislation, new regulations and new interpretations of existing environmental laws, including regulations governing permitting requirements, or changes in presidential administrations, could further regulate or tax mining industries and may also require significant changes to operations, the incurrence of increased costs or the requirement to obtain new or different permits, any of which could decrease our revenues and have a material adverse effect on our financial condition or results of operations.
Under our standard royalty lease, we grant the operators the right to mine and sell our minerals in exchange for royalty payments based on the greater of a percentage of the sale price or fixed royalty per ton of minerals mined and sold.
Under our standard royalty lease, we grant the operators the right to mine and sell our minerals in exchange for royalty payments based on the greater of a percentage of the sales price or fixed royalty per ton of minerals mined and sold.
You are urged to consult with your own tax advisor with respect to the status of regulatory or administrative developments and proposals and their potential effect on your investment in our units. 23 Table of Contents Certain U.S. federal income tax preferences currently available with respect to coal exploration and development may be eliminated as a result of future legislation.
You are urged to consult with your own tax advisor with respect to the status of regulatory or administrative developments and proposals and their potential effect on your investment in our units. Certain U.S. federal income tax preferences currently available with respect to coal exploration and development may be eliminated as a result of future legislation.
For the year ended December 31, 2023, Sisecam Wyoming shipped over 90% of its soda ash from the Green River facility on a single rail line owned and controlled by Union Pacific.
For the year ended December 31, 2024, Sisecam Wyoming shipped over 90% of its soda ash from the Green River facility on a single rail line owned and controlled by Union Pacific.
If we were to experience an attack and our security measures failed, the potential consequences to our business and the communities in which we operate could be significant and could harm our reputation and lead to financial losses from remedial actions, loss of business or potential liability, including regulatory enforcement, violation of privacy or securities laws and regulations, and individual or class action claims.
If we were to experience an attack and our security measures failed, the potential consequences to our business and the communities in which we operate could be significant and could harm our reputation and lead to financial losses, loss of business or potential liability, including regulatory enforcement, violation of privacy or securities laws and regulations, and individual or class action claims.
Any changes to the distribution policy or the capital expenditure plans approved by the newly constituted Board of Managers could adversely affect the future cash flows to NRP and the financial condition and results of operations of Sisecam Wyoming.
Any changes to the distribution policy or the capital expenditure plans approved by the Board of Managers could adversely affect the future cash flows to NRP and the financial condition and results of operations of Sisecam Wyoming.
If, as a result of any such audit adjustment, we are required to make payments of taxes, penalties and interest, our cash available for distribution to our unitholders might be substantially reduced. 24 Table of Contents Tax gain or loss on the disposition of our common units could be more or less than expected.
If, as a result of any such audit adjustment, we are required to make payments of taxes, penalties and interest, our cash available for distribution to our unitholders might be substantially reduced. Tax gain or loss on the disposition of our common units could be more or less than expected.
In addition, our debt agreements and our partnership agreement place restrictions on our ability to pay, and in some cases raise, the quarterly distribution under certain circumstances. • Our leverage and debt service obligations may adversely affect our financial condition, results of operations and business prospects. • Global pandemics, including the COVID-19 pandemic, have in the past and may continue to adversely affect our business. • Prices for both metallurgical and thermal coal are volatile and depend on a number of factors beyond our control.
In addition, our debt agreements and our partnership agreement place restrictions on our ability to pay, and in some cases raise, the quarterly distribution under certain circumstances. • Our leverage and debt service obligations may adversely affect our financial condition, results of operations and business prospects. • Global pandemics have in the past and may continue to adversely affect our business. • Prices for both metallurgical and thermal coal are volatile and depend on a number of factors beyond our control.
We have regional offices through which we conduct our operations, the largest of which is located at 5260 Irwin Road, Huntington, West Virginia 25705 and the telephone number is (304) 522-5757.
We have regional offices through which we conduct our operations, the largest of which is located at 175 Irwin Road, Huntington, West Virginia 25705 and the telephone number is (304) 522-5757.
Sisecam Wyoming has yearly and multiyear contracts for a portion of its ocean freight with vessel owners and carriers securing capacity and reducing market risk fluctuation. 10 Table of Contents Customers .
Sisecam Wyoming has yearly and multiyear contracts for a portion of its ocean freight with vessel owners and carriers securing capacity and reducing market risk fluctuation. 13 Table of Contents Customers .
Any cyber incident could have a material adverse effect on our business, financial condition and results of operations. 26 Table of Contents ITEM 1B. UNRESOLVED STAFF COMMENTS None.
Any cyber incident could have a material adverse effect on our business, financial condition and results of operations. 36 Table of Contents ITEM 1B. UNRESOLVED STAFF COMMENTS None.
If we do not have sufficient funds, we may be required to refinance all or part of our existing debt, borrow more money, or sell assets or raise equity at unattractive prices, including higher interest rates. We are required to make substantial principal repayments each year in connection with Opco’s senior notes, with approximately $31 million due thereunder during 2024.
If we do not have sufficient funds, we may be required to refinance all or part of our existing debt, borrow more money, or sell assets or raise equity at unattractive prices, including higher interest rates. We are required to make substantial principal repayments each year in connection with Opco’s senior notes, with approximately $14 million due thereunder during 2025.
Non-U.S. unitholders will be subject to U.S. federal income taxes and withholding with respect to their income and gain from owning our units. Non-U.S. unitholders are generally taxed and subject to income tax filing requirements by the United States on income effectively connected with a U.S. trade or business.
Non-U.S. unitholders will be subject to U.S. federal income taxes and withholding from their distributions and sale proceeds with respect to their income and gain from owning our units. Non-U.S. unitholders are generally taxed and subject to income tax filing requirements by the United States on income effectively connected with a U.S. trade or business.
As promulgated, the rule would force many existing coal-fired power plants to incur substantial costs in order to comply or alternatively result in the closure of some of these plants, likely resulting in a material adverse effect on the demand for coal by electric power generators.
As promulgated, the rule would have forced many existing coal-fired power plants to incur substantial costs in order to comply or alternatively result in the closure of some of these plants, likely resulting in a material adverse effect on the demand for coal by electric power generators.
A long-term asset generally is deemed impaired when the future expected cash flow from its use and disposition is less than its book value. For the year ended December 31, 2023, we recorded impairment charges of approximately $0.6 million related to properties that we believe our current or future lessees are unable to operate profitably.
A long-term asset generally is deemed impaired when the future expected cash flow from its use and disposition is less than its book value. For the year ended December 31, 2024, we recorded impairment charges of approximately $0.1 million related to properties that we believe our current or future lessees are unable to operate profitably.
In October 2021, the Biden Administration proposed the rollback of new rules promulgated under the Trump Administration and published an advanced notice of proposed rulemaking to codify a general prohibition on incidental take while establishing a process to regulate or permit exceptions to such a prohibition.
For example, in October 2021, the Biden Administration proposed the rollback of new rules promulgated under the first Trump Administration and published an advanced notice of proposed rulemaking to codify a general prohibition on incidental take while establishing a process to regulate or permit exceptions to such a prohibition.
Furthermore, if our competitors’ ESG performance is perceived to be greater than ours, potential or current investors may elect to invest in our competitors instead. In addition to climate change and other Clean Air Act legislation, our businesses are subject to numerous other federal, state and local laws and regulations that may limit production from our properties and our profitability.
Furthermore, if our competitors’ ESG performance is perceived to be greater than ours, potential or current investors may elect to invest in our competitors instead. 28 Table of Contents In addition to climate change and other Clean Air Act legislation, our businesses are subject to numerous other federal, state and local laws and regulations that may limit production from our properties and our profitability.
In addition, EPA has used its authority to create significant delays in the issuance of new permits and the modification of existing permits, which has led to substantial delays and increased costs for coal operators. Employees and Labor Relations As of December 31, 2023, affiliates of our general partner employed 55 people who directly supported our operations.
In addition, EPA has used its authority to create significant delays in the issuance of new permits and the modification of existing permits, which has led to substantial delays and increased costs for coal operators. Employees and Labor Relations As of December 31, 2024, affiliates of our general partner employed 54 people who directly supported our operations.
We lease a portion of these minerals to third parties in exchange for royalty payments. The structure of these leases is similar to our coal leases, and these leases typically require minimum rental payments in addition to royalties. During 2023, we received $2.9 million i n aggregates royalty revenues, including overriding royalty revenues.
We lease a portion of these minerals to third parties in exchange for royalty payments. The structure of these leases is similar to our coal leases, and these leases typically require minimum rental payments in addition to royalties. During 2024, we received $2.9 million in aggregates royalty revenues, including overriding royalty revenues.
References to "NRP" and "Natural Resource Partners" refer to Natural Resource Partners L.P. only, and not to NRP (Operating) LLC or any of Natural Resource Partners L.P.’s subsidiaries. References to "Opco" refer to NRP (Operating) LLC, a wholly owned subsidiary of NRP, and its subsidiaries.
References to "NRP" and "Natural Resource Partners" refer to Natural Resource Partners L.P. only, and not to NRP (Operating) LLC or any of Natural Resource Partners L.P.’s subsidiaries. References to "Opco" refer to NRP (Operating) LLC, a wholly owned subsidiary of NRP, and its subsidiaries. ITEMS 1. AND 2.
Challenges in the coal mining industry have led to significant consolidation activity. We own significant interests in several of Alpha's mining operations, which accounted for approximately 23% of our total revenues in 2023. We also own significant interests in all of Foresight’s mining operations, which accounted for approximately 16% of our total revenues in 2023.
Challenges in the coal mining industry have led to significant consolidation activity. We own significant interests in several of Alpha's mining operations, which accounted for approximately 28% of our total revenues in 2024. We also own significant interests in all of Foresight’s mining operations, which accounted for approximately 16% of our total revenues in 2024.
Any substantial or extended decline in soda ash prices could have an adverse effect on Sisecam Wyoming’s ability to continue to make distributions to us. • We derive a large percentage of our revenues and other income from a small number of coal lessees. • Bankruptcies in the coal industry, and/or the idling or closure of mines on our properties could have a material adverse effect on our business and results of operations. • Mining operations are subject to operating risks that could result in lower revenues to us. • The adoption of climate change legislation and regulations restricting emissions of greenhouse gases and other hazardous air pollutants have resulted in changes in fuel consumption patterns by electric power generators and a corresponding decrease in coal production by our lessees and reduced coal-related revenues. • Concerns about the environmental impacts of coal combustion, including perceived impacts on global climate issues, are also resulting in unfavorable lending and investment policies by institutions and insurance companies which could significantly affect our ability to raise capital or maintain current insurance levels. • Increased attention to climate change, environmental, social and governance ("ESG") matters and conservation measures may adversely impact our business. • In addition to climate change and other Clean Air Act legislation, our businesses are subject to numerous other federal, state and local laws and regulations that may limit production from our properties and our profitability. • If our lessees do not manage their operations well, their production volumes and our royalty revenues could decrease. • We have limited approval rights with respect to the management of our Sisecam Wyoming soda ash joint venture, including with respect to cash distributions and capital expenditures.
Any substantial or extended decline in soda ash prices could have an adverse effect on Sisecam Wyoming’s ability to continue to make distributions to us. • We derive a large percentage of our revenues and other income from a small number of coal lessees. • Bankruptcies in the coal industry, and/or the idling or closure of mines on our properties could have a material adverse effect on our business and results of operations. • Mining operations are subject to operating risks that could result in lower revenues to us. • The adoption of climate change legislation and regulations restricting emissions of greenhouse gases and other hazardous air pollutants have resulted in changes in fuel consumption patterns by electric power generators and a corresponding decrease in coal production by our lessees and reduced coal-related revenues. • Concerns about the environmental impacts of coal combustion, including perceived impacts on global climate issues, are also resulting in unfavorable lending and investment policies by institutions and insurance companies which could significantly affect our ability to raise capital or maintain current insurance levels. • Increased attention to climate change, environmental, social and governance ("ESG") matters and conservation measures may adversely impact our business. • In addition to climate change and other Clean Air Act legislation, our businesses are subject to numerous other federal, state and local laws and regulations that may limit production from our properties and our profitability.
The actual amount of cash we have to distribute each quarter is reduced by payments in respect of debt service and other contractual obligations, including distributions on the preferred units, fixed charges, maintenance capital expenditures, and reserves for future operating or capital needs that the Board of Directors may determine are appropriate.
The actual amount of cash we have to distribute each quarter is reduced by payments in respect of debt service and other contractual obligations, fixed charges, maintenance capital expenditures, and reserves for future operating or capital needs that the Board of Directors may determine are appropriate. We have significant debt service obligations.
Unlike the holders of common stock in a corporation, unitholders have only limited voting rights on matters affecting our business. Unitholders have no right to elect the general partner or the Board of Directors on an annual or any other basis.
Our managing general partner manages and operates NRP. Unlike the holders of common stock in a corporation, unitholders have only limited voting rights on matters affecting our business. Unitholders have no right to elect the general partner or the Board of Directors on an annual or any other basis.
Business and Properties—Regulation and Environmental Matters. ” 19 Table of Contents If our lessees do not manage their operations well, their production volumes and our royalty revenues could decrease. We depend on our lessees to effectively manage their operations on our properties.
Business and Properties—Regulation and Environmental Matters. ” If our lessees do not manage their operations well, their production volumes and our royalty revenues could decrease. We depend on our lessees to effectively manage their operations on our properties.
Carbon Neutral Initiatives We continue to explore and identify alternative carbon neutral revenue sources across our large portfolio of surface, mineral, and timber assets, including the permanent sequestration of carbon dioxide ("CO 2 ") underground and in standing forests, and the generation of electricity using geothermal, solar and wind energy, as well as lithium production.
Carbon Neutral Initiatives We continue to explore and identify carbon neutral revenue sources across our large portfolio of surface, mineral, and timber assets, including the sequestration of carbon dioxide ("CO 2 ") in our underground pore space and standing forests, lithium production, and the generation of electricity using geothermal, solar and wind energy.
Our business is increasingly dependent on information and operational technologies and services. Threats to information technology systems associated with cybersecurity risks and cyber incidents or attacks continue to grow.
Our business is increasingly dependent on our information and operational technologies and services, and those of our service providers. Threats to information and operational technology systems associated with cybersecurity risks and cyber incidents or attacks continue to grow.
Any undiscovered reporting errors could result in a loss of royalty revenues and errors identified in subsequent periods could lead to accounting disputes as well as disputes with our lessees. Risks Related to Our Structure Unitholders may not be able to remove our general partner even if they wish to do so. Our managing general partner manages and operates NRP.
Any undiscovered reporting errors could result in a loss of royalty revenues and errors identified in subsequent periods could lead to accounting disputes as well as disputes with our lessees. 30 Table of Contents Risks Related to Our Structure Unitholders may not be able to remove our general partner even if they wish to do so.
Oil and Gas / Industrial Minerals / Construction Aggregates Our oil and gas properties are predominately located in Louisiana and during 2023, we received $7.4 million in oil and gas royalty revenues. Our various industrial mineral and construction aggregates properties are located across the United States and include minerals such as limestone, frac sand, copper, lead and zinc.
Oil and Gas / Industrial Minerals / Construction Aggregates Our oil and gas properties are predominately located in Louisiana and during 2024, we received $8.6 million in oil and gas royalty revenues. Our various industrial mineral and construction aggregates properties are located across the United States and include minerals such as limestone, frac sand, copper, lead and zinc.
Failure to comply with these covenants would result in an event of default under our indebtedness, and such an event of default could adversely affect our business, financial condition and results of operations. 16 Table of Contents Global pandemics, including the COVID-19 pandemic have in the past and may continue to adversely affect our business.
Failure to comply with these covenants would result in an event of default under our indebtedness, and such an event of default could adversely affect our business, financial condition and results of operations. 25 Table of Contents Global pandemics have in the past and may continue to adversely affect our business.
The book value of this property was $37.0 million at December 31, 2023. Below is a map of our Williamson property: 7 Table of Contents Hillsboro. The Hillsboro property is located in Montgomery and Bond Counties, Illinois. This property is under lease to Hillsboro Energy, a subsidiary of Foresight.
The book value of this property was $34.4 million at December 31, 2024. Below is a map of our Williamson property: 7 Table of Contents Hillsboro. The Hillsboro property is located in Montgomery and Bond Counties, Illinois. This property is under lease to Hillsboro Energy, a subsidiary of Foresight.
Sisecam Chemicals has now completed three full years directly managing its international sales, marketing and logistics activities since exiting ANSAC at the end of 2020. Sisecam Chemicals took direct control of these activities to improve access to customers and gain control over placement of its sales in the international marketplace.
Sisecam Chemicals has now completed four full years directly managing its international sales, marketing and logistics activities since exiting American Natural Soda Ash Corporation ("ANSAC") at the end of 2020. Sisecam Chemicals took direct control of these activities to improve access to customers and gain control over placement of its sales in the international marketplace.
The final rule is expected in 2024. Certain authorizations required for certain mining and oil and gas operations may be difficult to obtain or use due to challenges from environmental advocacy groups to the environmental analyses conducted by federal agencies before granting permits.
Certain authorizations required for certain mining and oil and gas operations may be difficult to obtain or use due to challenges from environmental advocacy groups to the environmental analyses conducted by federal agencies before granting permits.
The market price of soda ash directly affects the profitability of Sisecam Wyoming’s soda ash production operations. If the market price for soda ash declines, Sisecam Wyoming’s sales will decrease. Historically, the global market and, to a lesser extent, the domestic market for soda ash has been volatile, and those markets are likely to remain volatile in the future.
If the market price for soda ash declines, Sisecam Wyoming’s sales will decrease. Historically, the global market and, to a lesser extent, the domestic market for soda ash has been volatile, and those markets are likely to remain volatile in the future.
Production comes from underground room and pillar and surface mines and is trucked to one of two preparation plants. Coal is shipped via the CSX and Norfolk Southern railroads to domestic and export metallurgical customers. The book value of this property was $46.3 million at December 31, 2023. Below is a map of our Alpha-CAPP (VA) property: Elk Creek.
Production comes from underground room and pillar and surface mines and is trucked to one of two preparation plants. Coal is shipped via the CSX and Norfolk Southern railroads to domestic and export metallurgical customers. The book value of this property was $44.0 million at December 31, 2024. Below is a map of our Alpha-CAPP (VA) property: Kepler .
Because of their substantial ownership in us, the removal of our general partner would be difficult without the consent of both our general partner and its affiliates and the holders of the preferred units.
Because of their substantial ownership in us, the removal of our general partner would be difficult without the consent of our general partner and its affiliates.
The Sisecam Wyoming plant receives rail service exclusively from Union Pacific. The agreement with Union Pacific expires on December 31, 2025 and there can be no assurance that it will be renewed on terms favorable to Sisecam Wyoming or at all.
The agreement with Union Pacific expires on December 31, 2025 and there can be no assurance that it will be renewed on terms favorable to Sisecam Wyoming or at all.
Debt, Net ." Our leverage and debt service obligations may adversely affect our financial condition, results of operations and business prospects. As of December 31, 2023, we and our subsidiaries had approximately $155.5 million of total indebtedness.
Debt, Net ." Our leverage and debt service obligations may adversely affect our financial condition, results of operations and business prospects. As of December 31, 2024, we and our subsidiaries had approximately $142.3 million of total indebtedness.
Our lessees have obtained or applied for permits to mine a majority of the coal that is currently planned to be mined over the next five years. Our lessees are also in the planning phase for obtaining permits for the additional coal planned to be mined over the following five years.
The majority of our lessees have obtained or applied for permits to mine a significant portion of its coal that is currently planned to be mined over the next five years, and continue to be in the planning phase for obtaining permits for the additional coal planned to be mined over the following five years.
Table of Contents Risks Related to Our Structure • Unitholders may not be able to remove our general partner even if they wish to do so. • The preferred units are senior in right of distributions and liquidation and upon conversion, would result in the issuance of additional common units in the future, which could result in substantial dilution of our common unitholders’ ownership interests. • We may issue additional common units or preferred units without common unitholder approval, which would dilute a unitholder’s existing ownership interests. • Our general partner has a limited call right that may require unitholders to sell their units at an undesirable time or price. • Cost reimbursements due to our general partner may be substantial and will reduce our cash available for distribution to unitholders. • Conflicts of interest could arise among our general partner and us or the unitholders. • The control of our general partner may be transferred to a third party without unitholder consent.
Table of Contents Risks Related to Our Structure • Unitholders may not be able to remove our general partner even if they wish to do so. • We may issue additional common units or other equity securities without common unitholder approval, which could dilute a unitholder’s existing ownership interests. • Our general partner has a limited call right that may require unitholders to sell their units at an undesirable time or price. • Cost reimbursements due to our general partner may be substantial and will reduce our cash available for distribution to unitholders. • Conflicts of interest could arise among our general partner and us or the unitholders. • The control of our general partner may be transferred to a third party without unitholder consent.
Additionally, in June 2022, the USFWS and the National Marine Fisheries Service published a final rule rescinding the 2020 regulatory definition of “habitat.” If the USFWS were to designate species indigenous to the areas in which we operate as threatened or endangered or to redesignate a species from threatened to endangered, we or the operators of the properties in which we hold oil and gas or mineral interests could be subject to additional regulatory and permitting requirements, which in turn could increase operating costs or adversely affect our revenues. 14 Table of Contents Other Regulations Affecting the Mining Industry Mine Health and Safety Laws The operations of our coal lessees and Sisecam Wyoming are subject to stringent health and safety standards that have been imposed by federal legislation since the adoption of the Mine Health and Safety Act of 1969.
If the USFWS were to designate species indigenous to the areas in which we operate as threatened or endangered or to redesignate a species from threatened to endangered, we or the operators of the properties in which we hold oil and gas or mineral interests could be subject to additional regulatory and permitting requirements, which in turn could increase operating costs or adversely affect our revenues. 22 Table of Contents Other Regulations Affecting the Mining Industry Mine Health and Safety Laws The operations of our coal lessees and Sisecam Wyoming are subject to stringent health and safety standards that have been imposed by federal legislation since the adoption of the Mine Health and Safety Act of 1969.
General Risks • Our business is subject to cybersecurity risks.
General Risk Factors • Our business is subject to cybersecurity risks.
While the full extent and impact of these actions is unclear at this time, any disruption in the ability to obtain required permits may result in increased costs and project delays.
While the full extent and impact of these actions is unclear at this time due to the litigation and the new U.S. presidential administration, any disruption in the ability to obtain required permits may result in increased costs and project delays.
We cannot be certain that our cash flow will be sufficient to allow us to pay the principal and interest on our debt and meet our other obligations, including payment of distributions on the preferred units.
We cannot be certain that our cash flow will be sufficient to allow us to pay the principal and interest on our debt and meet our other obligations.
Coal is shipped by rail via either the Union Pacific, Norfolk Southern or Canadian National railroads, or by barges to domestic utilities customers. The book value of this property was $209.3 million at December 31, 2023.
Coal is shipped by rail via either the Union Pacific, Norfolk Southern or Canadian National railroads, or by barges to domestic utility customers. The book value of this property was $203.9 million at December 31, 2024.
The amount of thermal coal produced in the United States has been steadily falling over the last decade as energy providers shift from coal-fired plants to natural gas-fired facilities, and to a lesser extent, alternative energy sources such as geothermal, wind and solar. We believe the long-term secular decline experienced by thermal coal over the last decade will continue.
The amount of thermal coal produced in the United States has been steadily falling over the last decade as energy providers shift from coal-fired plants to natural gas-fired facilities, and to a lesser extent, alternative energy sources such as geothermal, wind and solar.
Met Central Elk Creek Ramaco Royalty Company, LLC Met Central Coal Mountain ECP Met Southern Oak Grove Hatfield Metallurgical Coal Holdings, LLC Met Illinois Basin Williamson Foresight Energy Resources LLC Thermal Illinois Basin Hillsboro Foresight Energy Resources LLC Thermal Northern Powder River Basin Western Energy Rosebud Mining, LLC Thermal 4 Table of Contents Appalachia Basin — Central Appalachia Alpha-CAPP (VA).
Met Central Elk Creek Ramaco Royalty Company, LLC Met Southern Oak Grove Alabama Kanu Holdings, LLC Met Illinois Basin Williamson Foresight Energy Resources LLC Thermal Illinois Basin Hillsboro Foresight Energy Resources LLC Thermal Northern Powder River Basin Western Energy Westmoreland Mining LLC Thermal 4 Table of Contents Appalachia Basin — Central Appalachia Alpha-CAPP (VA).
If our “business interest” is subject to limitation under these rules, our unitholders will be limited in their ability to deduct their share of any interest expense that has been allocated to them. As a result, unitholders may be subject to limitation on their ability to deduct interest expense incurred by us.
If our “business interest” is subject to limitation under these rules, our unitholders will be limited in their ability to deduct their share of any interest expense that has been allocated to them.
The U.S. Fish and Wildlife Service (“USFWS”) works closely with state regulatory agencies to ensure that species subject to the ESA are protected from potential impacts from mining-related and oil and gas exploration and production activities.
The U.S. Fish and Wildlife Service (“USFWS”) works closely with state regulatory agencies to ensure that species subject to the ESA are protected from potential impacts from mining-related and oil and gas exploration and production activities. In recent years, there has been uncertainty with respect to ESA regulation.
Below is a map of our Oak Grove property: 6 Table of Contents Illinois Basin Williamson. The Williamson property is located in Franklin and Williamson Counties, Illinois. This property is under leases to Williamson Energy, a subsidiary of Foresight Energy Resources LLC ("Foresight"). The current leases expire in 2026 and 2033 and will automatically renew unless otherwise notified.
The Williamson property is located in Franklin and Williamson Counties, Illinois. This property is under leases to Williamson Energy, a subsidiary of Foresight Energy Resources LLC ("Foresight"). The current leases expire in 2026 and 2033 and will automatically renew unless otherwise notified.
We could become liable under federal and state Superfund and waste management statutes if our lessees are unable to pay environmental cleanup costs relating to hazardous substances. In addition, we may have liability for environmental clean-up costs in connection with Sisecam Wyoming's soda ash businesses. Water Discharges Operations conducted on our properties can result in discharges of pollutants into waters.
We could become liable under federal and state Superfund and waste management statutes if our lessees are unable to pay environmental cleanup costs relating to hazardous substances. In addition, we may have liability for environmental clean-up costs in connection with Sisecam Wyoming's soda ash businesses.
The offset credits were issued to us by the California Air Resources Board under its cap-and-trade program and represent 1.1 million metric tons of carbon sequestered in approximately 39,000 acres of our forestland in West Virginia.
We executed our first carbon neutral project in 2021 through the sale of 1.1 million carbon offset credits for $13.8 million. The offset credits were issued to us by the California Air Resources Board under its cap-and-trade program and represent 1.1 million metric tons of carbon sequestered in approximately 39,000 acres of our forestland in West Virginia.
Upon completion of the mining, reclamation generally is completed by seeding with grasses or planting trees for use as pasture or timberland, as specified in the reclamation plan approved by the state regulatory authority. In addition, higher and better uses of the reclaimed property are encouraged.
Upon completion of the mining, reclamation generally is completed by seeding with grasses or planting trees for use as pasture or timberland, as specified in the reclamation plan approved by the state regulatory authority.
Bureau of Land Management and Sweetwater Royalties LLC, a subsidiary of Sweetwater Trona OpCo LLC and the successor in interest to the license with the Rock Springs Royalty Company LLC, an affiliate of Occidental Petroleum Corporation (formerly an affiliate of Anadarko Petroleum Corporation).
Bureau of Land Management, Sweetwater Royalties LLC, a subsidiary of Sweetwater Trona OpCo LLC and the successor in interest to the license with the Rock Springs Royalty Company LLC, an affiliate of Occidental Petroleum Corporation (formerly an affiliate of Anadarko Petroleum Corporation), and other private paarties which provide for royalties based upon production volume.
Competitive pressures could make it more difficult for Sisecam Wyoming to retain its existing customers and attract new customers, and could also intensify the negative impact of factors that decrease demand for soda ash in the markets it serves, such as adverse economic conditions, weather, higher fuel costs and taxes or other governmental or regulatory actions that directly or indirectly increase the cost or limit the use of soda ash. 11 Table of Contents Title to Property We owned substantially all of our coal and aggregates mineral rights in fee as of December 31, 2023.
Competitive pressures could make it more difficult for Sisecam Wyoming to retain its existing customers and attract new customers, and could also intensify the negative impact of factors that decrease demand for soda ash in the markets it serves, such as adverse economic conditions, weather, higher fuel costs and taxes or other governmental or regulatory actions that directly or indirectly increase the cost or limit the use of soda ash.
During the continuance of an event of default under our debt agreements, the administrative agent may terminate any outstanding commitments of the lenders to extend credit to us and/or declare all amounts payable by us immediately due and payable.
During the continuance of an event of default under our debt agreements, the administrative agent may terminate any outstanding commitments of the lenders to extend credit to us and/or declare all amounts payable by us immediately due and payable. A change of control also may trigger payment obligations under various compensation arrangements with our officers.
The infrastructure at the Sugar Camp mine is leased to a subsidiary of Foresight and we collect minimums and throughput fees. We recorded $14.9 million in revenue related to our coal transportation and processing assets during the year ended December 31, 2023 . We also own transportation and processing infrastructure, including loadout and other transportation assets at Foresight's Macoupin mine.
The infrastructure at the Sugar Camp mine is leased to a subsidiary of Foresight and we collect minimums and throughput fees. We recorded $10.9 million in reve nue related to our coal transportation and processing assets during the year ended December 31, 2024 .
As previously mentioned, the Macoupin mine was temporarily ceased in March 2020 and Foresight is no longer obligated to make transportation fee payments to us under the transportation agreements.
We also own transportation and processing infrastructure, including loadout and other transportation assets at Foresight's Macoupin mine. As previously mentioned, the Macoupin mine was temporarily ceased in March 2020 and Foresight is no longer obligated to make transportation fee payments to us under the transportation agreements.
With regards to geothermal, the technology to generate safe and reliable “green” electricity using heat found deep underground is advancing rapidly. Once limited to the geologic “hot spots,” new technology has made geothermal energy projects feasible in many places previously thought impossible. Our geothermal opportunities are predominately located in the South, Midwest and Northwest parts of the United States.
Once limited to the geologic “hot spots,” new technology has made geothermal energy projects feasible in many places previously thought impossible. Our geothermal opportunities are predominately located in the South, Midwest and Northwest parts of the United States.
The Supreme Court stayed this vacatur and, in September 2023, the EPA finalized its Clean Water Act Section 401 Water Quality Certification Improvement Rule, effective as of November 27, 2023.
The Supreme Court stayed this vacatur and, in September 2023, the EPA finalized its Clean Water Act Section 401 Water Quality Certification Improvement Rule, effective as of November 27, 2023. The Water Quality Certification Improvement Rule was challenged by various states and a coalition of industry groups and the challenge remains ongoing.
Our general partner may not be removed except upon the vote of the holders of at least 66 2/3% of our outstanding common units (including common units held by our general partner and its affiliates and including common units deemed to be held by the holders of the preferred units who vote along with the common unitholders on an as-converted basis).
Our general partner may not be removed except upon the vote of the holders of at least 66 2/3% of our outstanding common units (including common units held by our general partner and its affiliates).

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeOur overall risk management program includes a cybersecurity risk assessment process, that routinely evaluates potential impacts of cybersecurity risks on our business, including our operations, financial stability, and reputation. These assessments inform our cybersecurity risk mitigation strategies. The results are regularly shared with management and the Audit Committee as part of their involvement in managing and overseeing cybersecurity risks.
Biggest changeOur cyber risk management program is integrated into our overall risk management system, which includes a cybersecurity risk assessment process, that routinely evaluates potential impacts of cybersecurity risks on our business, including our operations, financial stability, and reputation. These assessments inform our cybersecurity risk mitigation strategies.
Our management team stays informed about and monitor efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means, which may include briefings from internal information technology personnel, threat intelligence and other information obtained from public or private sources, including external consultants engaged by us, and alerts and reports produced by security tools deployed in the IT environment.
Our management team stays informed about and monitors efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means, which may include briefings from internal information technology personnel, threat intelligence and other information obtained from public or private sources, including external consultants engaged by us, and alerts and reports produced by security tools deployed in the IT environment.
We face ongoing risks from certain cybersecurity threats that, if realized, are reasonably likely to materially affect us, including our operations, business strategy, results of operations, or financial condition. See " Item 1A. Risk Factors – Our business is subject to cybersecurity risks " included elsewhere in this Annual Report on Form 10-K.
Despite implementation of our cybersecurity process, we face ongoing risks from certain cybersecurity threats that, if realized, are reasonably likely to materially affect us, including our operations, business strategy, results of operations, or financial condition. See "Item 1A. Risk Factors – Our business is subject to cybersecurity risks" included elsewhere in this Annual Report on Form 10-K.
In addition, management updates our Audit Committee, as necessary, regarding significant cybersecurity incidents. Our Audit Committee reports to the full Board of Directors regarding its activities, including those related to cybersecurity. Our Board of Directors also receives briefings from management on our cybersecurity risk management program.
In addition, management updates our Audit Committee, as necessary, regarding significant cybersecurity incidents. Our Audit Committee reports to the full Board of Directors regarding its activities, including those related to cybersecurity.
Board members receive presentations on cybersecurity topics from IT leadership, which includes our Chief Sustainability and Administrative Officer ("CSAO"), or external experts as part of the Board’s continuing education on topics that impact public companies.
Our Board of Directors also receives, as necessary, briefings from management on our cybersecurity risk management program and receive presentations on cybersecurity topics from IT leadership, which includes our Chief Sustainability and Administrative Officer ("CSAO"), or external experts as part of the Board’s continuing education on topics that impact public companies.
The team has primary responsibility for our overall cybersecurity risk management program and supervises both our internal cybersecurity personnel and our retained external cybersecurity consultants. Our cybersecurity team includes professionals with deep cybersecurity expertise across multiple industries.
The team has primary responsibility for our overall cybersecurity risk management program and supervises both our internal cybersecurity personnel and our retained external cybersecurity consultants. Our cybersecurity team includes professionals with deep cybersecurity expertise across multiple industries. The CSAO has over 20 years of audit, risk management and cybersecurity experience covering the energy, pipeline, utilities, manufacturing, and financial services industries.
We have not identified risks from known cybersecurity threats, including as a result of any prior cybersecurity incidents, that have materially affected us, including our operations, business strategy, results of operations, or financial condition.
As of the date of this report, though the Partnership and our service providers have experienced certain cybersecurity incidents, we have not identified any risks from known cybersecurity threats, including as a result of any prior cybersecurity incidents, that have materially affected or are reasonably likely to materially affect us, including our operations, business strategy, results of operations, or financial condition.
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The results are regularly shared with management and the Audit Committee as part of their involvement in managing and overseeing cybersecurity risks.
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We have established separate processes and procedures to oversee and identify cybersecurity risks associated with our use of third -party service providers. All third parties involved in our cybersecurity risk assessments and risk management are required to provide reports designed to allow us to monitor and assess such third parties’ security controls.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeMINE SAFETY DISCLOSURES None. 27 Table of Contents PART II
Biggest changeMINE SAFETY DISCLOSURES None. 37 Table of Contents PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED UNITHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES NRP Common Units Our common units are listed and traded on the NYSE under the symbol "NRP." As of February 22, 2024 , there were approximately 10,250 b eneficial and registered holders of our common units.
Biggest changeITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED UNITHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES NRP Common Units Our common units are listed and traded on the NYSE under the symbol "NRP." As of February 14, 2025 , there were approximately 10,935 beneficial and registered holders of our common units.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeHowever, we believe this increase in global soda ash production will result in an oversupplied market and a decline in soda ash prices in 2024. 31 Table of Contents Results of Operations Year Ended December 31, 2023 and 2022 Compared Revenues and Other Income The following table includes our revenues and other income by operating segment: For the Year Ended December 31, Increase Percentage Operating Segment (In thousands) 2023 2022 (Decrease) Change Mineral Rights $ 296,612 $ 329,167 $ (32,555 ) (10 )% Soda Ash 73,397 59,795 13,602 23 % Total $ 370,009 $ 388,962 $ (18,953 ) (5 )% 32 Table of Contents The changes in revenues and other income are discussed for each of the operating segments below: Mineral Rights The following table presents coal sales volumes, coal royalty revenue per ton and coal royalty revenues by major coal producing region, the significant categories of other revenues and other income: For the Year Ended December 31, Increase Percentage (In thousands, except per ton data) 2023 2022 (Decrease) Change Coal sales volumes (tons) Appalachia Northern 1,145 1,696 (551 ) (32 )% Central 13,927 13,646 281 2 % Southern 2,670 1,784 886 50 % Total Appalachia 17,742 17,126 616 4 % Illinois Basin 8,119 11,135 (3,016 ) (27 )% Northern Powder River Basin 4,589 4,288 301 7 % Gulf Coast 1,477 385 1,092 284 % Total coal sales volumes 31,927 32,934 (1,007 ) (3 )% Coal royalty revenue per ton Appalachia Northern $ 7.15 $ 8.75 $ (1.60 ) (18 )% Central 8.95 10.47 (1.52 ) (15 )% Southern 12.81 13.50 (0.69 ) (5 )% Illinois Basin 3.61 2.50 1.11 44 % Northern Powder River Basin 4.50 4.07 0.43 11 % Gulf Coast 0.66 0.58 0.08 14 % Combined average coal royalty revenue per ton 6.83 6.90 (0.07 ) (1 )% Coal royalty revenues Appalachia Northern $ 8,192 $ 14,836 $ (6,644 ) (45 )% Central 124,631 142,930 (18,299 ) (13 )% Southern 34,205 24,076 10,129 42 % Total Appalachia 167,028 181,842 (14,814 ) (8 )% Illinois Basin 29,350 27,856 1,494 5 % Northern Powder River Basin 20,666 17,437 3,229 19 % Gulf Coast 969 223 746 335 % Unadjusted coal royalty revenues 218,013 227,358 (9,345 ) (4 )% Coal royalty adjustment for minimum leases (2 ) (402 ) 400 100 % Total coal royalty revenues $ 218,011 $ 226,956 $ (8,945 ) (4 )% Other revenues Production lease minimum revenues $ 3,322 $ 5,854 $ (2,532 ) (43 )% Minimum lease straight-line revenues 19,389 18,792 597 3 % Carbon neutral initiative revenues 2,969 8,600 (5,631 ) (65 )% Wheelage revenues 12,191 13,961 (1,770 ) (13 )% Property tax revenues 6,219 5,878 341 6 % Coal overriding royalty revenues 2,175 3,434 (1,259 ) (37 )% Lease amendment revenues 3,070 3,201 (131 ) (4 )% Aggregates royalty revenues 2,876 3,299 (423 ) (13 )% Oil and gas royalty revenues 7,387 16,161 (8,774 ) (54 )% Other revenues 1,124 877 247 28 % Total other revenues $ 60,722 $ 80,057 $ (19,335 ) (24 )% Royalty and other mineral rights $ 278,733 $ 307,013 $ (28,280 ) (9 )% Transportation and processing services revenues 14,923 21,072 (6,149 ) (29 )% Gain on asset sales and disposals 2,956 1,082 1,874 173 % Total Mineral Rights segment revenues and other income $ 296,612 $ 329,167 $ (32,555 ) (10 )% 33 Table of Contents Coal Royalty Revenues Approximately 70% of coal royalty revenues and approximately 50% of coal royalty sales volumes were derived from metallurgical coal during the year ended December 31, 2023.
Biggest changeAs this challenging market persists, distributions from Sisecam Wyoming are expected to be below historical levels. 41 Table of Contents Results of Operations Year Ended December 31, 2024 and 2023 Compared Revenues and Other Income The following table includes our revenues and other income by operating segment: For the Year Ended December 31, Percentage Operating Segment (In thousands) 2024 2023 Decrease Change Mineral Rights $ 249,872 $ 296,612 $ (46,740 ) (16 )% Soda Ash 18,135 73,397 (55,262 ) (75 )% Total $ 268,007 $ 370,009 $ (102,002 ) (28 )% The changes in revenues and other income are discussed for each of the operating segments below: 42 Table of Contents Mineral Rights The following table presents coal sales volumes, coal royalty revenue per ton and coal royalty revenues by major coal producing region, the significant categories of other revenues and other income: For the Year Ended December 31, Increase Percentage (In thousands, except per ton data) 2024 2023 (Decrease) Change Coal sales volumes (tons) Appalachia Northern 1,031 1,145 (114 ) (10 )% Central 14,137 13,927 210 2 % Southern 2,661 2,670 (9 ) (0 )% Total Appalachia 17,829 17,742 87 0 % Illinois Basin 5,723 8,119 (2,396 ) (30 )% Northern Powder River Basin 2,826 4,589 (1,763 ) (38 )% Gulf Coast 1,342 1,477 (135 ) (9 )% Total coal sales volumes 27,720 31,927 (4,207 ) (13 )% Coal royalty revenue per ton Appalachia Northern $ 3.25 $ 7.15 $ (3.90 ) (55 )% Central 7.13 8.95 (1.82 ) (20 )% Southern 10.22 12.81 (2.59 ) (20 )% Illinois Basin 2.26 3.61 (1.35 ) (37 )% Northern Powder River Basin 4.87 4.50 0.37 8 % Gulf Coast 0.80 0.66 0.14 21 % Combined average coal royalty revenue per ton 5.74 6.83 (1.09 ) (16 )% Coal royalty revenues Appalachia Northern $ 3,348 $ 8,192 $ (4,844 ) (59 )% Central 100,845 124,631 (23,786 ) (19 )% Southern 27,185 34,205 (7,020 ) (21 )% Total Appalachia 131,378 167,028 (35,650 ) (21 )% Illinois Basin 12,927 29,350 (16,423 ) (56 )% Northern Powder River Basin 13,768 20,666 (6,898 ) (33 )% Gulf Coast 1,069 969 100 10 % Unadjusted coal royalty revenues 159,142 218,013 (58,871 ) (27 )% Coal royalty adjustment for minimum leases (109 ) (2 ) (107 ) (5,350 )% Total coal royalty revenues $ 159,033 $ 218,011 $ (58,978 ) (27 )% Other revenues Production lease minimum revenues $ 4,365 $ 3,322 $ 1,043 31 % Minimum lease straight-line revenues 16,530 19,389 (2,859 ) (15 )% Carbon neutral revenues 15,703 2,969 12,734 429 % Wheelage revenues 9,324 12,191 (2,867 ) (24 )% Property tax revenues 7,100 6,219 881 14 % Coal overriding royalty revenues 2,358 2,175 183 8 % Lease amendment revenues 3,724 3,070 654 21 % Aggregates royalty revenues 2,904 2,876 28 1 % Oil and gas royalty revenues 8,566 7,387 1,179 16 % Other revenues 4,542 1,124 3,418 304 % Total other revenues $ 75,116 $ 60,722 $ 14,394 24 % Royalty and other mineral rights $ 234,149 $ 278,733 $ (44,584 ) (16 )% Transportation and processing services revenues 10,878 14,923 (4,045 ) (27 )% Gain on asset sales and disposals 4,845 2,956 1,889 64 % Total Mineral Rights segment revenues and other income $ 249,872 $ 296,612 $ (46,740 ) (16 )% 43 Table of Contents Coal Royalty Revenues Approximately 75% of coal royalty revenues and approximately 55% of coal royalty sales volumes were derived from metallurgical coal during the year ended December 31, 2024.
Leverage ratio may not be calculated the same for us as for other companies and is not a substitute for, and should not be used in conjunction with, GAAP financial ratios. 29 Table of Contents Executive Overview We are a diversified natural resource company engaged principally in the business of owning, managing and leasing a diversified portfolio of mineral properties in the United States, including interests in coal and other natural resources and own a non-controlling 49% interest in Sisecam Wyoming LLC ("Sisecam Wyoming"), a trona ore mining and soda ash production business.
Leverage ratio may not be calculated the same for us as for other companies and is not a substitute for, and should not be used in conjunction with, GAAP financial ratios. 39 Table of Contents Executive Overview We are a diversified natural resource company engaged principally in the business of owning, managing and leasing a diversified portfolio of mineral properties in the United States, including interests in coal and other natural resources and own a non-controlling 49% interest in Sisecam Wyoming LLC ("Sisecam Wyoming"), a trona ore mining and soda ash production business.
In February 2024, we exercised our option under the Opco Credit Facility to increase the total aggregate commitment under the Opco Credit Facility twice, initially by $30 million from $155.0 million to $185.0 million and subsequently by $15.0 million from $185.0 million to $200.0 million.
In 2024, we exercised our option under the Opco Credit Facility to increase the total aggregate commitment under the Opco Credit Facility twice, initially by $30.0 million from $155.0 million to $185.0 million and subsequently by $15.0 million from $185.0 million to $200.0 million.
Certain Relationships and Related Transactions, and Director Independence " in this Annual Report on Form 10-K and is incorporated by reference herein. 38 Table of Contents Summary of Critical Accounting Estimates Preparation of the accompanying financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses.
Certain Relationships and Related Transactions, and Director Independence " in this Annual Report on Form 10-K and is incorporated by reference herein. 48 Table of Contents Summary of Critical Accounting Estimates Preparation of the accompanying financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses.
For discussion of our Cash Flows comparing 2022 to 2021, refer to our 2022 Annual Report on Form 10-K filed March 3, 2023 under Part II, "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.
For discussion of our Cash Flows comparing 2023 to 2022, refer to our 2023 Annual Report on Form 10-K filed March 7, 2024 under Part II, "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.
For discussion of our Results of Operations comparing 2022 to 2021, refer to our 2022 Annual Report on Form 10-K filed March 3, 2023 under Part II, "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations .
For discussion of our Results of Operations comparing 2023 to 2022, refer to our 2023 Annual Report on Form 10-K filed March 7, 2024 under Part II, "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.
We continue to explore and identify carbon neutral revenue sources across our large portfolio of surface, mineral, and timber assets, including the permanent sequestration of carbon dioxide underground and in standing forests, and the generation of electricity using geothermal, solar and wind energy, as well as lithium production.
We continue to explore and identify carbon neutral revenue sources across our large portfolio of surface, mineral, and timber assets, including the sequestration of carbon dioxide in our underground pore space and standing forests, lithium production, and the generation of electricity using geothermal, solar, and wind energy.
In February 2024, the Board of Directors declared a cash distribution of $0.75 per common unit of NRP with respect to the fourth quarter of 2023 as well as a $2.15 million cash distribution on the preferred units with respect to the fourth quarter of 2023.
In February 2024, we paid a cash distribution of $0.75 per common unit of NRP with respect to the fourth quarter of 2023 as well as a $2.15 million cash distribution on the preferred units with respect to the fourth quarter of 2023.
We have debt service obligations, including approximately $31 million of principal repayments on Opco’s senior notes in 2024. As of December 31, 2023 our leverage ratio was 0.5x.
We have debt service obligations, including approximately $14 million of principal repayments on Opco’s senior notes in 2025. As of December 31, 2024 our leverage ratio was 0.6x.
Additionally, NRP has announced it will pay special cash distribution of $2.44 in March 2024 to help cover unitholder tax liabilities associated with owning NRP's common units in 2023. Future distributions on our common and preferred units will be determined on a quarterly basis by the Board of Directors.
Additionally, NRP has announced it will pay special cash distribution of $1.21 in March 2025 to help cover unitholder tax liabilities associated with owning NRP's common units in 2024. Future distributions on our common units will be determined on a quarterly basis by the Board of Directors.
Transportation and Processing Services Revenues Transportation and processing services revenues decreased $6.1 million during the year ended December 31, 2023 as compared to the prior year primarily due to a temporary relocation of certain production off of NRP's coal reserves.
Transportation and Processing Services Revenues Transportation and processing services revenues decreased $4.0 million during the year ended December 31, 2024 as compared to the prior year primarily due to a temporary relocation of certain production off of NRP's coal reserves.
Recent Accounting Standards In November 2023, the FASB issued ASU No. 2023-07 — Segment Reporting (Topic 280)—Improvements to Reportable Segment Disclosures ("ASU 2023-07"). The amendments in ASU 2023-07 improve reportable segment disclosure requirements, primarily through enhanced disclosures about segment expenses.
Recently Adopted Accounting Standards In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07—Segment Reporting (Topic 280)—Improvements to Reportable Segment Disclosures ("ASU 2023-07"). The amendments in ASU 2023-07 improve reportable segment disclosure requirements, primarily through enhanced disclosures about segment expenses.
The increase in sales volumes was due to our lessee mining more on our property during 2023 as compared to 2022 in accordance with its mine plan.
The decrease in sales volumes was due to our lessee mining less on our property during 2024 as compared to 2023 in accordance with its mine plan.
References to "NRP" and "Natural Resource Partners" refer to Natural Resource Partners L.P. only, and not to NRP (Operating) LLC or any of Natural Resource Partners L.P.’s subsidiaries. References to "Opco" refer to NRP (Operating) LLC, a wholly owned subsidiary of NRP, and its subsidiaries.
References to "NRP" and "Natural Resource Partners" refer to Natural Resource Partners L.P. only, and not to NRP (Operating) LLC or any of Natural Resource Partners L.P.’s subsidiaries.
" 37 Table of Contents Capital Resources and Obligations Debt, Net We had the following debt outstanding as of December 31, 2023 and 2022: December 31, (In thousands) 2023 2022 Current portion of long-term debt, net $ 30,785 $ 39,076 Long-term debt, net 124,273 129,205 Total debt, net $ 155,058 $ 168,281 We have been and continue to be in compliance with the terms of the financial covenants contained in our debt agreements.
" 47 Table of Contents Capital Resources and Obligations Debt, Net We had the following debt outstanding as of December 31, 2024 and 2023: December 31, (In thousands) 2024 2023 Current portion of long-term debt, net $ 14,192 $ 30,785 Long-term debt, net 127,876 124,273 Total debt, net $ 142,068 $ 155,058 We have been and continue to be in compliance with the terms of the financial covenants contained in our debt agreements.
Debt Obligations The following table reflects our long-term, non-cancelable debt obligations as of December 31, 2023: Payments Due by Period Debt Obligations (In thousands) Total 2024 2025 2026 2027 2028 Thereafter Opco: Debt principal payments (including current maturities) (1) $ 155,525 $ 31,028 $ 14,332 $ 14,331 $ 95,834 $ - $ — Debt interest payments (2) 4,899 2,724 1,450 725 — — — Total $ 160,424 $ 33,752 $ 15,782 $ 15,056 $ 95,834 $ — $ — (1) The amounts indicated in the table include principal due on Opco’s senior notes and credit facility.
Debt Obligations The following table reflects our long-term, non-cancelable debt obligations as of December 31, 2024: Payments Due by Period Debt Obligations (In thousands) Total 2025 2026 2027 2028 2029 Thereafter Opco: Debt principal payments (including current maturities) (1) $ 142,347 $ 14,332 $ 14,331 $ — $ — $ 113,684 $ — Debt interest payments (2) 2,175 1,450 725 — — — — Total $ 144,522 $ 15,782 $ 15,056 $ — $ — $ 113,684 $ — (1) The amounts indicated in the table include principal due on Opco’s senior notes and credit facility.
NRP Finance Corporation ("NRP Finance") is a wholly owned subsidiary of NRP and was a co-issuer with NRP on the 9.125% senior notes due 2025 (the "2025 Senior Notes"). 28 Table of Contents Non-GAAP Financial Measures Adjusted EBITDA Adjusted EBITDA is a non-GAAP financial measure that we define as net income (loss) 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.
References to "Opco" refer to NRP (Operating) LLC, a wholly owned subsidiary of NRP, and its subsidiaries. 38 Table of Contents Non-GAAP Financial Measures Adjusted EBITDA Adjusted EBITDA is a non-GAAP financial measure that we define as net income (loss) 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.
The discussion by region is as follows: • Appalachia : Coal royalty revenues decreased $14.8 million primarily due to decreased metallurgical coal sales prices during the year ended December 31, 2023, as compared to the prior year. • Illinois Basin : Coal royalty revenues increased $1.5 million primarily due to higher thermal coal sales prices, partially offset by lower coal sales volumes as compared to the prior year. • Northern Powder River Basin : Coal royalty revenues increased $3.2 million due to increased sales volumes and higher coal sales prices during the year ended December 31, 2023, as compared to the prior year.
The discussion by region is as follows: • Appalachia : Coal royalty revenues decreased $35.7 million primarily due to decreased metallurgical coal sales prices during the year ended December 31, 2024, as compared to the prior year. • Illinois Basin : Coal royalty revenues decreased $16.4 million primarily due to lower thermal coal sales volumes and prices as compared to the prior year. • Northern Powder River Basin : Coal royalty revenues decreased $6.9 million primarily due to decreased sales volumes during the year ended December 31, 2024, as compared to the prior year.
" 36 Table of Contents Liquidity and Capital Resources Current Liquidity As of December 31, 2023, we had total liquidity of $71.2 million, consisting of $12.0 million of cash and cash equivalents and $59.2 million in borrowing capacity under our Opco Credit Facility.
" 46 Table of Contents Liquidity and Capital Resources Current Liquidity As of December 31, 2024, we had total liquidity of $116.7 million, consisting of $30.4 million of cash and cash equivalents and $86.3 million in borrowing capacity under our Opco Credit Facility.
The following table calculates our leverage ratio: (In thousands) For the Year Ended December 31, 2023 Adjusted EBITDA $ 319,664 Debt—at December 31, 2023 $ 155,525 Leverage Ratio 0.5x Cash Flows Year Ended December 31, 2023 and 2022 Compared Cash flows provided by operating activities increased $44.1 million, from $266.8 million during the year ended December 31, 2022 to $311.0 million during the year ended December 31, 2023 due to increased cash flow within our Soda Ash and Corporate and Financing segments, partially offset by decreased cash flow within our Mineral Rights segment, all discussed above.
The following table calculates our leverage ratio: (In thousands) For the Year Ended December 31, 2024 Adjusted EBITDA $ 235,466 Debt—at December 31, 2024 $ 142,347 Leverage Ratio 0.6x Cash Flows Year Ended December 31, 2024 and 2023 Compared Cash flows provided by operating activities decreased $62.5 million, from $311.0 million during the year ended December 31, 2023 to $248.5 million during the year ended December 31, 2024 primarily due to decreased cash flow within our Mineral Rights and Soda Ash segments, all discussed above.
Distributable Cash Flow ("DCF") and Free Cash Flow ("FCF") (Non-GAAP Financial Measures) The following table presents the three major categories of the statement of cash flows by business segment: Operating Segments Corporate and For the Year Ended (In thousands) Mineral Rights Soda Ash Financing Total December 31, 2023 Cash flow provided by (used in) Operating activities $ 259,983 $ 81,207 $ (30,212 ) $ 310,978 Investing activities 5,426 — (10 ) 5,416 Financing activities (583 ) — (342,913 ) (343,496 ) December 31, 2022 Cash flow provided by (used in) Operating activities $ 262,807 $ 44,672 $ (40,641 ) $ 266,838 Investing activities 2,806 — (118 ) 2,688 Financing activities (614 ) — (365,341 ) (365,955 ) 35 Table of Contents The following tables reconcile net cash provided by (used in) operating activities (the most comparable GAAP financial measure) by business segment to DCF and FCF: Operating Segments Corporate and For the Year Ended (In thousands) Mineral Rights Soda Ash Financing Total December 31, 2023 Net cash provided by (used in) operating activities $ 259,983 $ 81,207 $ (30,212 ) $ 310,978 Add: proceeds from asset sales and disposals 2,963 — — 2,963 Add: return of long-term contract receivable 2,463 — — 2,463 Less: maintenance capital expenditures — — (10 ) (10 ) Distributable cash flow $ 265,409 $ 81,207 $ (30,222 ) $ 316,394 Less: proceeds from asset sales and disposals (2,963 ) — — (2,963 ) Free cash flow $ 262,446 $ 81,207 $ (30,222 ) $ 313,431 Operating Segments Corporate and For the Year Ended (In thousands) Mineral Rights Soda Ash Financing Total December 31, 2022 Net cash provided by (used in) operating activities $ 262,807 $ 44,672 $ (40,641 ) $ 266,838 Add: proceeds from asset sales and disposals 1,083 — — 1,083 Add: return of long-term contract receivable 1,723 — — 1,723 Less: maintenance capital expenditures — — (118 ) (118 ) Distributable cash flow $ 265,613 $ 44,672 $ (40,759 ) $ 269,526 Less: proceeds from asset sales and disposals (1,083 ) — — (1,083 ) Free cash flow $ 264,530 $ 44,672 $ (40,759 ) $ 268,443 Cash provided by operating activities, DCF and FCF increased $44.1 million, $46.9 million and $45.0 million, respectively from 2022 to 2023.
Distributable Cash Flow ("DCF") and Free Cash Flow ("FCF") (Non-GAAP Financial Measures) The following table presents the three major categories of the statement of cash flows by business segment: Operating Segments Corporate and For the Year Ended (In thousands) Mineral Rights Soda Ash Financing Total December 31, 2024 Cash flow provided by (used in) Operating activities $ 242,168 $ 38,610 $ (32,285 ) $ 248,493 Investing activities 7,511 — — 7,511 Financing activities (1,086 ) — (236,463 ) (237,549 ) December 31, 2023 Cash flow provided by (used in) Operating activities $ 259,983 $ 81,207 $ (30,212 ) $ 310,978 Investing activities 5,426 — (10 ) 5,416 Financing activities (583 ) — (342,913 ) (343,496 ) 45 Table of Contents The following tables reconcile net cash provided by (used in) operating activities (the most comparable GAAP financial measure) by business segment to DCF and FCF: Operating Segments Corporate and For the Year Ended (In thousands) Mineral Rights Soda Ash Financing Total December 31, 2024 Net cash provided by (used in) operating activities $ 242,168 $ 38,610 $ (32,285 ) $ 248,493 Add: proceeds from asset sales and disposals 4,846 — — 4,846 Add: return of long-term contract receivable 2,665 — — 2,665 Distributable cash flow $ 249,679 $ 38,610 $ (32,285 ) $ 256,004 Less: proceeds from asset sales and disposals (4,846 ) — — (4,846 ) Free cash flow $ 244,833 $ 38,610 $ (32,285 ) $ 251,158 December 31, 2023 Net cash provided by (used in) operating activities $ 259,983 $ 81,207 $ (30,212 ) $ 310,978 Add: proceeds from asset sales and disposals 2,963 — — 2,963 Add: return of long-term contract receivable 2,463 — — 2,463 Less: maintenance capital expenditures — — (10 ) (10 ) Distributable cash flow $ 265,409 $ 81,207 $ (30,222 ) $ 316,394 Less: proceeds from asset sales and disposals (2,963 ) — — (2,963 ) Free cash flow $ 262,446 $ 81,207 $ (30,222 ) $ 313,431 Cash provided by operating activities, DCF and FCF decreased $62.5 million, $60.4 million and $62.3 million, respectively from 2023 to 2024.
Total coal royalty revenues decreased $8.9 million from 2022 to 2023.
Total coal royalty revenues decreased $59.0 million from 2023 to 2024.
Total other expenses, net decreas ed $22.6 million pri marily due to a $12.2 million decrease in interest expense, net as a result of less debt outstanding during 2023 as compared to the prior year, and a $10.5 million decrease related to the loss on early extinguishment of debt related to the retirement of the 2025 Senior Notes during the year ended December 31, 2022. 34 Table of Contents Adjusted EBITDA (Non-GAAP Financial Measure) The following table reconciles net income (loss) (the most comparable GAAP financial measure) to Adjusted EBITDA by business segment: Operating Segments Corporate and For the Year Ended (In thousands) Mineral Rights Soda Ash Financing Total December 31, 2023 Net income (loss) $ 245,527 $ 73,140 $ (40,232 ) $ 278,435 Less: equity earnings from unconsolidated investment — (73,397 ) — (73,397 ) Add: total distributions from unconsolidated investment — 81,478 — 81,478 Add: interest expense, net — — 14,103 14,103 Add: depreciation, depletion and amortization 18,471 — 18 18,489 Add: asset impairments 556 — — 556 Adjusted EBITDA $ 264,554 $ 81,221 $ (26,111 ) $ 319,664 December 31, 2022 Net income (loss) $ 267,448 $ 59,635 $ (58,591 ) $ 268,492 Less: equity earnings from unconsolidated investment — (59,795 ) — (59,795 ) Add: total distributions from unconsolidated investment — 44,835 — 44,835 Add: interest expense, net — — 26,274 26,274 Add: loss on extinguishment of debt — — 10,465 10,465 Add: depreciation, depletion and amortization 22,519 — — 22,519 Add: asset impairments 4,457 — — 4,457 Adjusted EBITDA $ 294,424 $ 44,675 $ (21,852 ) $ 317,247 Net income increased $9.9 million primarily due to the decrease in operating and other expenses, net, partially offset by the decrease in revenues and other income, both discussed above.
Interest Expense, Net Interest expense, net increased $1.5 million primarily due to higher borrowings outstanding on the Opco Credit Facility during the year ended December 31, 2024 as compared to the year ended December 31, 2023. 44 Table of Contents Adjusted EBITDA (Non-GAAP Financial Measure) The following table reconciles net income (loss) (the most comparable GAAP financial measure) to Adjusted EBITDA by business segment: Operating Segments Corporate and For the Year Ended (In thousands) Mineral Rights Soda Ash Financing Total December 31, 2024 Net income (loss) $ 206,403 $ 17,964 $ (40,723 ) $ 183,644 Less: equity earnings from unconsolidated investment — (18,135 ) — (18,135 ) Add: total distributions from unconsolidated investment — 38,781 — 38,781 Add: interest expense, net — — 15,554 15,554 Add: depreciation, depletion and amortization 15,517 — 18 15,535 Add: asset impairments 87 — — 87 Adjusted EBITDA $ 222,007 $ 38,610 $ (25,151 ) $ 235,466 December 31, 2023 Net income (loss) $ 245,527 $ 73,140 $ (40,232 ) $ 278,435 Less: equity earnings from unconsolidated investment — (73,397 ) — (73,397 ) Add: total distributions from unconsolidated investment — 81,478 — 81,478 Add: interest expense, net — — 14,103 14,103 Add: depreciation, depletion and amortization 18,471 — 18 18,489 Add: asset impairments 556 — — 556 Adjusted EBITDA $ 264,554 $ 81,221 $ (26,111 ) $ 319,664 Net income decreased $94.8 million as compared to the prior year primarily due to the decrease in revenues and other income as discussed above.
Class A Convertible Preferred Units and Warrants " in this Annual Report on Form 10-K. Inflation Despite rising costs beginning in 2021 and continuing into 2023, inflation did not have a material impact on operations for the years ended December 31, 2023, 2022 and 2021.
(2) The amounts indicated in the table include interest due on Opco’s senior notes. Inflation Despite rising costs beginning in 2021 and continuing into 2024, inflation did not have a material impact on operations for the years ended December 31, 2024, 2023 and 2022.
Cash provided by operating activities and free cash flow decreased $2.8 million and $2.1 million, respectively, compared to the prior year period primarily due to the lower revenues during the year ended December 31, 2023 as compared to the prior year period.
Mineral Rights Business Segment Revenues and other income during the year ended December 31, 2024 decreased $46.7 million, or 16%, as compared to the prior year. Cash provided by operating activities and free cash flow during the year ended December 31, 2024 decreased $17.8 million and $17.6 million, respectively, compared to the prior year.
In January and February 2024, holders of our warrants exercised a total of 1,219,665 warrants with a strike price of $34.00. We settled the warrants on a net basis with a total of $56 million in cash and 198,767 common units. Following these transactions, of the originally issued 4,000,000 warrants, 320,335 warrants with a strike price of $34.00 remain outstanding.
As of December 31, 2024 our leverage ratio was 0.6x. In the first quarter of 2024, holders of our warrants to purchase common units (the "warrants") exercised a total of 1,219,665 warrants with a strike price of $34.00. We settled these warrants on a net basis with a total of $55.7 million in cash and 198,767 common units.
Adjusted EBITDA increased $2.4 million primarily due to a $36.5 million increase in Adjusted EBITDA within our Soda Ash segment as a result of higher cash distributions received from Sisecam Wyoming during the year ended December 31, 2023 as compared to the prior year due to Sisecam Wyoming's strong operating performance in the first half of 2023.
Adjusted EBITDA decreased $84.2 million as compared to the prior year primarily due to a $42.5 million decrease in Adjusted EBITDA within our Mineral Rights segment as a result of lower revenues and other income during the year ended December 31, 2024 as discussed above and a $42.6 million decrease in Adjusted EBITDA within our Soda Ash segment primarily due to lower distributions received from Sisecam Wyoming during the year ended December 31, 2024.
This overriding royalty expense is fully offset by coal royalty revenue we receive from this property. • A $3.9 million decrease in asset impairments as compared to the prior year. • A $4.0 million decrease in depreciation, depletion and amortization expense primarily driven by lower Illinois Basin coal royalty sales volumes during the year ended December 31, 2023, as compared to the prior year.
The decrease in operating and maintenance expenses was primarily due to lower overriding royalty expense from an agreement with WPPLP during the year ended December 31, 2024 as compared to the year ended December 31, 2023. This overriding royalty expense is fully offset by coal royalty revenue we receive from this property.
Soda Ash Revenues and other income related to our Soda Ash segment increased $13.6 million c ompared to the prior year primarily due to higher sales prices driven by strong demand domestically, partially offset by lower soda ash production and sales volumes.
Soda Ash Revenues and other income related to our Soda Ash segment decreased $55.3 million c ompared to the prior year primarily due to lower international soda ash sales prices due to increased global soda ash capacity and weaker global demand for new construction and automobiles.
Cash provided by operating activities and free cash flow during the year ended December 31, 2023 increased $36.5 million as compared to the prior year period due to higher distributions received from Sisecam Wyoming in 2023 stemming from Sisecam Wyoming's strong operating performance in the first half of the year.
Cash provided by operating activities and free cash flow during the year ended December 31, 2024 decreased $42.6 million as compared to the prior year as the decline in revenues and other income resulted in lower cash distributions received from Sisecam Wyoming during the year ended December 31, 2024.
Soda Ash Business Segment Revenues and other income during the year ended December 31, 2023 were higher by $13.6 million, or 23%, as compared to the prior year primarily due to higher sales prices driven by strong demand domestically, partially offset by lower soda ash production and sales volumes.
Soda Ash Business Segment Revenues and other income during the year ended December 31, 2024 decreased $55.3 million, or 75%, as compared to the prior year primarily due to lower international soda ash sales prices due to increased global soda ash capacity and weaker global demand for new construction and automobiles.
The discussion by segment is as follows. • Mineral Rights Segment: Cash provided by operating activities, DCF and FCF decreased $2.8 million, $0.2 million and $2.1 million, respectively primarily due to the segment's decrease in revenues and other income as discussed above. • Soda Ash Segment: Cash provided by operating activities, DCF and FCF increased $36.5 million as a result of higher cash distributions received from Sisecam Wyoming in 2023 driven by Sisecam Wyoming's strong operating performance in the first half of 2023. • Corporate and Financing Segment: Cash used in operating activities decreased $10.4 million and DCF and FCF increased $10.5 million primarily due to lower cash paid for interest in 2023 as a result of the retirement of the 2025 Senior Notes in 2022.
The discussion by segment is as follows: • Mineral Rights Segment: Cash provided by operating activities, DCF and FCF decreased $17.8 million, $15.7 million and $17.6 million, respectively, primarily due to lower metallurgical coal sales prices and lower thermal coal sales prices and volumes during 2024 as compared to the prior year, partially offset by cash received from one-time carbon neutral revenues in 2024. • Soda Ash Segment: Cash provided by operating activities, DCF and FCF decreased $42.6 million primarily due to lower distributions received from Sisecam Wyoming in 2024 as compared to 2023. • Corporate and Financing Segment: Cash used in operating activities increased $2.1 million primarily due to higher cash paid for interest resulting from higher borrowings outstanding on the Opco Credit Facility during the year ended December 31, 2024.
Our financial results by segment for the year ended December 31, 2023 are as follows: Operating Segments Corporate and (In thousands) Mineral Rights Soda Ash Financing Total Revenues and other income $ 296,612 $ 73,397 $ — $ 370,009 Net income (loss) $ 245,527 $ 73,140 $ (40,232 ) $ 278,435 Asset impairments 556 — — 556 Net income (loss) excluding asset impairments $ 246,083 $ 73,140 $ (40,232 ) $ 278,991 Adjusted EBITDA (1) $ 264,554 $ 81,221 $ (26,111 ) $ 319,664 Cash flow provided by (used in) continuing operations Operating activities $ 259,983 $ 81,207 $ (30,212 ) $ 310,978 Investing activities $ 5,426 $ — $ (10 ) $ 5,416 Financing activities $ (583 ) $ — $ (342,913 ) $ (343,496 ) Distributable cash flow (1) $ 265,409 $ 81,207 $ (30,222 ) $ 316,394 Free cash flow (1) $ 262,446 $ 81,207 $ (30,222 ) $ 313,431 (1) See"—Results of Operations" below for reconciliations to the most comparable GAAP financial measures. 30 Table of Contents Current Results/Market Commentary Business Outlook and Quarterly Distributions We generated $311.0 million of operating cash flow and $313.4 million of free cash flow during the year ended December 31, 2023, and ended the year w ith $71.2 million of liq uidity consisting of $12.0 million of cash and cash equivalents a nd $59.2 million of borrowing capacity under our Opco Credit Facility.
Our financial results by segment for the year ended December 31, 2024 are as follows: Operating Segments Corporate and (In thousands) Mineral Rights Soda Ash Financing Total Revenues and other income $ 249,872 $ 18,135 $ — $ 268,007 Net income (loss) $ 206,403 $ 17,964 $ (40,723 ) $ 183,644 Adjusted EBITDA (1) $ 222,007 $ 38,610 $ (25,151 ) $ 235,466 Cash flow provided by (used in) Operating activities $ 242,168 $ 38,610 $ (32,285 ) $ 248,493 Investing activities $ 7,511 $ — $ — $ 7,511 Financing activities $ (1,086 ) $ — $ (236,463 ) $ (237,549 ) Distributable cash flow (1) $ 249,679 $ 38,610 $ (32,285 ) $ 256,004 Free cash flow (1) $ 244,833 $ 38,610 $ (32,285 ) $ 251,158 (1) See"—Results of Operations" below for reconciliations to the most comparable GAAP financial measures. 40 Table of Contents Current Results/Market Commentary Business Outlook and Quarterly Distributions We generated $248.5 million of operating cash flow and $251.2 million of free cash flow during the year ended December 31, 2024, and ended the year with $116.7 million of liquidity consisting of $30.4 million of cash and cash equivalents and $86.3 million of borrowing capacity under our Opco Credit Facility.
The guidance is effective for annual and interim periods beginning after December 15, 2023 and is to be adopted retrospectively to all prior periods presented in the financial statements. We do not expect the adoption of ASU 2023-07 to have a material effect on our Consolidated Financial Statements. 39 Table of Contents
The guidance is effective for annual periods beginning after December 15, 2026 and quarterly periods beginning after December 31, 2027 and can be adopted prospectively to financial statements issued for reporting periods after the effective date or retrospectively to all prior periods presented in the financial statements.
These decreases were partially offset by a $4.3 million increase in general and administrative expenses primarily due to higher long-term incentive expense during the year ended December 31, 2023, as compared to the prior year.
This decrease in operating and maintenance expense was partially offset by higher bad debt expense during the year ended December 31, 2024 as compared to the prior year.
Operating and Other Expenses The following table presents the significant categories of our consolidated operating and other expenses: For the Year Ended December 31, Increase Percentage (In thousands) 2023 2022 (Decrease) Change Operating expenses Operating and maintenance expenses $ 32,315 $ 34,903 $ (2,588 ) (7 )% Depreciation, depletion and amortization 18,489 22,519 (4,030 ) (18 )% General and administrative expenses 26,111 21,852 4,259 19 % Asset impairments 556 4,457 (3,901 ) (88 )% Total operating expenses $ 77,471 $ 83,731 $ (6,260 ) (7 )% Other expenses, net Interest expense, net $ 14,103 $ 26,274 $ (12,171 ) (46 )% Loss on extinguishment of debt — 10,465 (10,465 ) (100 )% Total other expenses, net $ 14,103 $ 36,739 $ (22,636 ) (62 )% Total operating expenses decreased $6.3 million primarily due to the following: • A $2.6 million decrease in operating and maintenance expenses primarily as a result of lower overriding royalty expense from an agreement with Western Pocahontas Properties Limited Partnership ("WPPLP") in 2023 as compared to 2022.
Operating Expenses The following table presents the significant categories of our consolidated operating expenses: For the Year Ended December 31, Percentage (In thousands) 2024 2023 Decrease Change Operating expenses Operating and maintenance expenses $ 28,036 $ 32,315 $ (4,279 ) (13 )% Depreciation, depletion and amortization 15,535 18,489 (2,954 ) (16 )% General and administrative expenses 25,151 26,111 (960 ) (4 )% Asset impairments 87 556 (469 ) (84 )% Total operating expenses $ 68,809 $ 77,471 $ (8,662 ) (11 )% Total operating expenses decreased $8.7 million primarily due to a $4.3 million decrease in operating and maintenance expenses during the year ended December 31, 2024 and a $3.0 million decrease in depreciation, depletion and amortization compared to the prior year.
These decreases in cash flow used were partially offset by the following: • $178.3 million of cash used to redeem the preferred units in 2023; • $223.0 million of cash used to repay a portion of the Opco Credit Facility in 2023; • $56.1 million of cash used to settle certain of our warrants in 2023; and • $35.5 million of increased cash distributions to common unitholders and the general partner as a result of the special cash distribution of $2.43/unit made in the first quarter of 2023 in addition to increasing our common unit distributions to $0.75/unit beginning in the second quarter of 2022.
These decreases in cash flow used were partially offset by the following: • $81.0 million of decreased borrowings on the Opco Credit Facility in 2024 as compared to 2023; • $9.6 million of increased cash used for the warrant settlements in 2024 as compared to 2023; • $4.9 million of increased cash used for other items, net in 2024 as compared to 2023; and • $2.2 million of increased distributions to common unitholders and the general partner in 2024 as compared to 2023.
Cash flows used in financing activities decreased $22.5 million, from $366.0 million used during the year ended December 31, 2022 to $343.5 million used during the year ended December 31, 2023 primarily due to the following: • $300.0 million of cash used to retire the 2025 Senior Notes in 2022; • $178.8 million o f increased borrowings on the Opco Credit Facility in 2023; • $19.3 million of cash used to redeem the preferred units paid-in-kind in 2022; • $9.1 million of decreased cash used for other items, net primarily due to the premiums paid related to the retirement of the 2025 Senior Notes in 2022; and • $8.2 million of decreased cash used for preferred unit distributions as a result of the preferred unit redemptions in 2023.
Cash flows used in financing activities decreased $105.9 million, from $343.5 million used during the year ended December 31, 2023 to $237.5 million used during the year ended December 31, 2024 primarily due to the following: • $106.7 million of decreased cash used for the redemption of preferred units in 2024 as compared to 2023; • $81.4 million of decreased debt repayments in 2024 as compared to 2023; and • $15.7 million decreased distributions to preferred unitholders in 2024 as compared to 2023.
We chose to redeem the preferred units for $83.3 million in cash rather than converting them into common units. In 2023, we also executed negotiated transactions with holders of the preferred units pursuant to which we repurchased and retired an aggregate of 95,001 preferred units for $95.0 million in cash.
Following these transactions, of the originally issued 4.0 million warrants, after giving effect to these settlements and all prior settlements, no warrants remain outstanding. In May 2024, we executed a negotiated transaction with holders of our Class A Preferred Units ("preferred units") pursuant to which we repurchased an aggregate of 40,000 preferred units for $40.0 million in cash.
Removed
As of December 31, 2023 our leverage ratio was 0.5x. In 2023, we received notices from holders of the Class A Convertible Preferred Units representing limited partner interests in NRP (the "preferred units") exercising their right to either convert or redeem, at our election, an aggregate of 83,333 preferred units.
Added
In the second quarter of 2024, holders of our warrants exercised the remaining 320,335 warrants with a strike price of $34.00. We settled these warrants on a net basis with $10.0 million in cash and 89,059 common units.
Removed
Of the originally issued 250,000 preferred units, 71,666 preferred units remain outstanding as of December 31, 2023. Following these redemptions and repurchases, the subject units were retired and no longer remain outstanding and Blackstone ceased to own any preferred units. All rights of Blackstone related to its ownership of preferred units ceased, including Blackstone's right to appoint a board designee.
Added
In September 2024, we redeemed the remaining 31,666 preferred units for $31.7 million in cash. Of the originally issued 250,000 preferred units, after giving effect to these redemptions and all prior redemptions, no preferred units remain outstanding.
Removed
In 2023, we negotiated transactions with holders of the warrants to purchase common units (the "warrants") pursuant to which we repurchased and retired an aggregate of 752,500 warrants with a strike price of $22.81 and 710,000 warrants with a strike price of $34.00 for approximately $56.1 million in cash.
Added
These increases in the total aggregate commitment were made pursuant to an accordion feature of the Opco Credit Facility. In October 2024, we entered into the Seventh Amendment to the Opco Credit Facility which extended the maturity from August 2027 to October 2029.
Removed
These increases in the total aggregate commitment were made pursuant to an accordion feature of the Opco Credit Facility. In connection with the initial increase, a new lender joined the lending group with a commitment of $30.0 million. The Opco Credit Facility otherwise continues to operate under its existing terms and conditions in all material respects.
Added
The Seventh Amendment also removed reference to the preferred units and warrants, which are no longer outstanding, and includes modifications to Opco's ability to declare and make certain restricted payments.
Removed
Mineral Rights Business Segment Revenues and other income during the year ended December 31, 2023 decreased $32.6 million, or 10%, as compared to the prior year primarily due to decreased metallurgical coal sales prices, decreased revenues from oil and gas royalties, lower transportation and processing services revenues and certain carbon neutral initiative transactions entered into in 2022.
Added
We paid a special cash distribution of $2.44 per common unit of NRP in March 2024 to help cover unitholder tax liabilities associated with owning NRP's common units in 2023.
Removed
Metallurgical and thermal coal prices saw significant variability in 2023, and were off the record highs seen in 2022, but finished the year strong relative to historical norms.
Added
In May 2024, we paid a cash distribution of $0.75 per common unit of NRP with respect to the first quarter of 2024 as well as a $2.15 million cash distribution on the preferred units with respect to the first quarter of 2024.
Removed
We believe limitations from ongoing labor shortages, access to capital, and inflationary pressures should provide continued price support for metallurgical and thermal coal in 2024, despite headwinds from lower steel demand and the long-term secular decline in thermal energy production.
Added
In August 2024, we paid a cash distribution of $0.75 per common unit of NRP with respect to the second quarter of 2024 as well as a $0.95 million cash distribution on the preferred units with respect to the second quarter of 2024.
Removed
While the timing and likelihood of additional cash flows being realized from these activities is uncertain, we believe our large ownership footprint throughout the United States provides additional opportunities to create value in this regard with minimal capital investment by us.
Added
In November 2024, we paid a cash distribution of $0.75 per common unit of NRP with respect to the third quarter of 2024. In February 2025, the Board of Directors declared a cash distribution of $0.75 per common unit of NRP with respect to the fourth quarter of 2024.
Removed
Strong sales prices at Sisecam Wyoming for the year ended December 31, 2023 more than offset input cost inflation, supply chain difficulties, and the influx of supply from China in the latter part of the year.
Added
These decreases were primarily due to lower metallurgical coal sales prices and lower thermal coal sales prices and volumes as compared to the prior year, partially offset by one-time carbon neutral revenues and cash flow in 2024.
Removed
Other Revenues Other revenues decreased $19.3 million during the year ended December 31, 2023 as compared to the prior year primarily due to the following: • An $8.8 million d ecrease in oil and gas revenues primarily as a result of decreased natural gas prices as compared to the prior year; • A $5.6 million decreas e in carbon neutral initiative revenues as compared to the prior year.
Added
Metallurgical and thermal coal prices remained weak throughout 2024, primarily due to muted steel demand impacting metallurgical coal and mild weather, high inventory levels, and low natural gas prices impacting thermal coal. While we do not expect significant changes in these factors or to pricing in 2025, metallurgical and thermal coal pricing is still higher compared to long-term historical norms.
Removed
Carbon neutral initiative revenues recognized in 2023 primarily related to subsurface CO 2 storage and forest offset credits.
Added
It appears a new price floor has resulted from input cost inflation as well as ongoing labor shortages and operators' limited access to capital.
Removed
Carbon neutral initiative revenues recognized in 2022 primarily related to subsurface CO 2 storage and geothermal energy transactions; and • A $2.5 million decrease in production lease minimum revenues primarily as a result of a decrease in breakage revenues as compared to the prior year.
Added
We were notified that the previously announced underground carbon sequestration lease agreement executed in 2022 would not be renewed for another lease term and has been terminated as per the lessee's rights in the agreement.
Removed
This increase was partially offset by a $29.9 million decrease in Adjusted EBITDA within our Mineral Rights segment as a result of lower revenues and other income during the year ended December 31, 2023 as discussed above and a $4.3 million decrease in Adjusted EBITDA within our Corporate and Financing segment as a result of the increase in general and administrative expenses during the year ended December 31, 2023 as discussed above.
Added
We expect soda ash prices to remain low for the foreseeable future as it will take several years for the market to absorb the influx of new global capacity. However, many producers are currently operating below cost of production as the market is experiencing its lowest sales prices in decades.
Removed
(2) The amounts indicated in the table include interest due on Opco’s senior notes. Preferred Units and Warrants As of December 31, 2023 there were 71,666 preferred units outstanding. As of December 31, 2022 there were 250,000 preferred units outstanding. As of December 31, 2023 there were 1,540,000 warrants with a strike price of $34.00 outstanding.
Added
Other Revenues Other revenues increased $14.4 million during the year ended December 31, 2024 as compared to the prior year primarily driven by carbon neutral revenues received from a third party related to its creation of California Air Resources Board carbon offset credits from our properties.
Removed
As of December 31, 2022 there were 3,002,500 warrants outstanding, which included warrants to purchase 752,500 common units at a strike price of $22.81 and warrants to purchase 2,250,00 common units with a strike price of $34.00. For more information on our preferred units and warrants, see " Item 8. Financial Statements and Supplementary Data—Note 4.
Added
The decrease in depreciation, depletion and amortization was primarily due to lower coal production from certain Illinois Basin and Northern Powder River Basin properties during the year ended December 31, 2024 as compared to the prior year.
Added
The adoption of ASU 2023-07 with our 2024 Form 10-K did not have a material impact on our Consolidated Financial Statements. See " Item 8. Financial Statements and Supplementary Data—Note 7. S egment Information " for more information. Recent Accounting Standards In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures ("ASU 2024-03").
Added
ASU 2024-03 is intended to improve disclosures about a public business entity's expenses and provide more detailed information to investors about the types of expenses in commonly presented expense captions.
Added
We are currently evaluating the potential impact of this guidance on our disclosures. 49 Table of Contents

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

4 edited+0 added−0 removed9 unchanged
Biggest changeThe following table shows the carrying value and estimated fair value of our debt and contract receivable: December 31, 2023 2022 Carrying Estimated Carrying Estimated (In thousands) Fair Value Hierarchy Level Value Fair Value Value Fair Value Debt: Opco Senior Notes (1) 3 $ 59,224 $ 56,533 $ 98,281 $ 96,060 Opco Credit Facility (2) 3 95,834 95,384 70,000 70,000 Assets: Contract receivable, net (current and long-term) (3) 3 $ 28,946 $ 24,492 $ 31,371 $ 24,833 (1) The fair value of the Opco Senior Notes was estimated by management utilizing the present value replacement method incorporating the interest rate of the Opco Credit Facility.
Biggest changeThe following table shows the carrying value and estimated fair value of our debt and contract receivable: December 31, 2024 2023 Carrying Estimated Carrying Estimated (In thousands) Fair Value Hierarchy Level Value Fair Value Value Fair Value Debt: Opco Senior Notes (1) 3 $ 28,384 $ 27,498 $ 59,224 $ 56,533 Opco Credit Facility (2) 3 113,684 113,684 95,834 95,384 Assets: Contract receivable, net (current and long-term) (3) 3 $ 26,321 $ 22,776 $ 28,946 $ 24,492 (1) The fair value of the Opco Senior Notes was estimated by management utilizing the present value replacement method incorporating the interest rate of the Opco Credit Facility.
(3) The fair value of the Partnership's contract receivable was determined based on the present value of future cash flow projections related to the underlying asset at a discount rate of 15% at December 31, 2023 and 2022. 40 Table of Contents
(3) The fair value of the Partnership's contract receivable was determined based on the present value of future cash flow projections related to the underlying asset at a discount rate of 15% at December 31, 2024 and 2023. 50 Table of Contents
The following table shows the fluctuations of our commodity prices over the past three years: 2023 2022 2021 Combined average coal royalty revenue per ton $ 6.83 $ 6.90 $ 4.47 Soda ash average sales price per short ton $ 284.97 $ 270.42 $ 191.97 Interest Rate Risk Our exposure to changes in interest rates results from our borrowings under the Opco Credit Facility, which is subject to variable interest rates based upon SOFR.
The following table shows the fluctuations of our commodity prices over the past three years: 2024 2023 2022 Combined average coal royalty revenue per ton $ 5.74 $ 6.83 $ 6.90 Soda ash average sales price per short ton $ 235.60 $ 284.97 $ 270.42 Interest Rate Risk Our exposure to changes in interest rates results from our borrowings under the Opco Credit Facility, which is subject to variable interest rates based upon SOFR.
At December 30, 2023, we ha d $95.8 million in bo rrowings outstanding under the Opco Credit Facility. If interest rates were to increase by 1%, annual interest expense would increase approximat ely $9.6 million, assuming the same principal amount remained outstanding during the year.
At December 30, 2024, we ha d $113.7 m illion in bo rrowings outstanding under the Opco Credit Facility. If interest rates were to increase by 1%, annual interest expense would increase approximately $1.1 million,assuming the same principal amount remained outstanding during the year.

Other NRP 10-K year-over-year comparisons