General

The following discussion of our financial condition and results of operations should be read in conjunction with the historical financial statements and notes thereto included in "Item 8. Financial Statements and Supplementary Data" where you can find more detailed information in "Note 1 - Organization and Presentation" and "Note 2 - Summary of Significant Accounting Policies" regarding the basis of presentation supporting the following financial information.





Executive Overview



We are a diversified natural resource company that generates income from the production and marketing of coal to major domestic and international utilities and industrial users as well as income from oil & gas mineral interests located in strategic producing regions across the United States. We are currently the second-largest coal producer in the eastern United States with seven underground mining complexes in Illinois, Indiana, Kentucky, Maryland, Pennsylvania and West Virginia, as well as a coal-loading terminal in Indiana. In addition, the mineral interests we own are in premier oil & gas producing regions of the United States, primarily in the Permian, Anadarko and Williston Basins.

Our mining operations are located near many of the major eastern utility generating plants and on major coal hauling railroads in the eastern United States. Our River View and Tunnel Ridge mines and Mt. Vernon transloading facility are located on the Ohio River. As of December 31, 2020, we had approximately 1.65 billion tons of proven and probable coal reserves in Illinois, Indiana, Kentucky, Maryland, Pennsylvania and West Virginia. We believe we control adequate reserves to implement our currently contemplated mining plans. Please see "Item 1. Business-Coal Mining Operations" for further discussion of our mines.

In 2020, we sold 28.2 million tons of coal and produced 27.0 million tons. The coal we sold in 2020 was approximately 10.6% low-sulfur coal, 51.6% medium-sulfur coal and 37.9% high-sulfur coal. Based on market expectations, we classify low-sulfur coal as coal with a sulfur content of less than 1.5%, medium-sulfur coal as coal with a sulfur content of 1.5% to 3%, and high-sulfur coal as coal with a sulfur content of greater than 3%. The Btu content of our coal ranges from 11,400 to 13,200. In 2020, approximately 98.4% of our medium- and high-sulfur coal was sold to utility plants with installed pollution control devices.

During 2020, approximately 94.2% of our tons sold were purchased by United States electric utilities and 3.3% were sold into the international markets through brokered transactions. The balance of tons sold were to third-party resellers and industrial consumers. Although some utility customers continue to favor a shorter-term contracting strategy, in 2020 we began to see several domestic utilities in the market seeking significant coal supply commitments for multi-year terms. Long-term sales contracts contribute to our stability and profitability by providing greater predictability of sales volumes and sales prices. In 2020, approximately 93.0% of our sales tonnage was sold under long-term sales contracts.

As discussed in more detail in "Item 1A. Risk Factors," our results of operations could be impacted by variability in coal sales prices in addition to prices for items that are used in coal production such as steel, electricity and other supplies, unforeseen geologic conditions or mining and processing equipment failures and unexpected maintenance problems, and by the availability or reliability of transportation for coal shipments. Moreover, the mining regulatory environment in which we operate has grown increasingly stringent as a result of legislation and initiatives pursued during previous administrations.

Additionally, our results of operations could be impacted by our ability to obtain and renew permits necessary for our operations, secure or acquire coal reserves, or find replacement buyers for coal under contracts with comparable terms to existing contracts. As outlined in "Item 1. Business-Environmental, Health, and Safety Regulations," a variety of measures taken by regulatory agencies in the United States and abroad in response to the perceived threat from climate change attributed to GHG emissions could substantially increase compliance costs for us and our customers and reduce demand for fossil fuels including coal which could materially and adversely impact our results of operations.





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We are dependent on third-party Operators for the exploration, development and production of our oil & gas mineral interests; therefore, the success and timing of drilling and development of our oil & gas mineral interests depend on a number of factors outside our control. Some of those factors include the Operators' capital costs for drilling, development and production activities, the Operators' ability to access capital, the Operators' selection of counterparties for the marketing and sale of production and oil & gas prices in general, among others. The operations on the properties in which we hold oil & gas mineral interests are also subject to various governmental laws and regulations. Compliance with these laws and regulations could be burdensome or expensive for these Operators and could result in the Operators incurring significant liabilities, either of which could delay production and may ultimately impact the Operators' ability and willingness to develop the properties in which we hold oil & gas mineral interests.

For additional information regarding some of the risks and uncertainties that affect our business and the industries in which we operate, see "Item 1A. Risk Factors."

Our principal expenses related to the production of coal are labor and benefits, equipment, materials and supplies, maintenance, royalties and excise taxes in addition to capital required to maintain our current levels of production. We employ a totally union-free workforce. Many of the benefits of our union-free workforce are related to higher productivity and are not necessarily reflected in our direct costs. In addition, transportation costs may be substantial and are often the determining factor in a coal consumer's contracting decision. The principal expenses related to our minerals interests business are production and ad valorem taxes.

Our primary business strategy is to create sustainable, capital-efficient growth in available cash to maximize the return of cash to our unitholders by:

? expanding our operations by adding and developing mines and coal reserves in

existing, adjacent or neighboring properties;

? extending the lives of our current mining operations through acquisition and

development of coal reserves using our existing infrastructure;

? continuing to make productivity improvements to remain a low-cost producer in

each region in which we operate;

strengthening our position with existing and future customers by offering a

? broad range of coal qualities, transportation alternatives and customized

services;

? developing strategic relationships to take advantage of opportunities within

the coal and oil & gas industries and MLP sector; and

? continuing to make investments in oil & gas mineral interests in various

geographic locations within producing basins in the continental United States.

As of December 31, 2020, we had three reportable segments: Illinois Basin, Appalachia and Minerals. We also have an "all other" category referred to as Other and Corporate. The two coal reportable segments correspond to major coal producing regions in the eastern United States with similar economic characteristics including coal quality, geology, coal marketing opportunities, mining and transportation methods and regulatory issues. The Minerals reportable segment includes our oil & gas mineral interests which are located primarily in the Permian (Delaware and Midland), Anadarko (SCOOP/STACK), and Williston (Bakken) basins. Our ownership in these basins includes approximately 55,500 net royalty acres, which provide us with diversified exposure to industry leading operators consistent with our strategy to grow our oil & gas mineral interest business. The operations within our Minerals reportable segment primarily include receiving royalties and lease bonuses for our oil & gas mineral interests.

Illinois Basin reportable segment includes currently operating mining complexes

(a) Gibson County Coal's mining complex, which includes the Gibson South mine,

? (b) Warrior's mining complex, (c) River View's mining complex and (d) the

Hamilton mining complex. The Illinois Basin reportable segment also includes

our Mt. Vernon coal-loading terminal in Indiana which operates on the Ohio


   River.



The Illinois Basin reportable segment also includes MAC and other support services as well as non-operating mining complexes (a) Gibson North mine, which ceased production in the fourth quarter of 2019, (b) Webster County Coal's Dotiki mining complex, which ceased production in August 2019, (c) White County Coal, LLC's Pattiki mining complex, (d) the Hopkins County Coal mining complex, and (e) Sebree's mining complex. The non-operating mining complexes are in various stages of reclamation.





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Appalachia reportable segment includes currently operating mining complexes (a)

the Mettiki mining complex, (b) the Tunnel Ridge mining complex and (c) the MC

Mining mining complex. The Mettiki mining complex includes Mettiki Coal (WV)'s

? Mountain View mine and Mettiki Coal (MD)'s preparation plant. The Tunnel Ridge

mining complex mines reserves in both West Virginia and to a lesser extent,

Pennsylvania. The Appalachia reportable segment also includes Penn Ridge

assets, which is primarily coal mineral interests.

Minerals reportable segment includes oil & gas mineral interests held by AR

Midland and AllDale I & II, and includes Alliance Minerals equity interest in

both AllDale III and Cavalier Minerals. AR Midland acquired its mineral

? interests in the Wing Acquisition. Please read "Item 8. Financial Statements

and Supplementary Data-Note 3 - Acquisitions" and "-Note 13 - Investments" of

this Annual Report on Form 10-K for more information on the Wing Acquisition

and AllDale III, respectively.

Other and Corporate includes marketing and administrative activities, the

Matrix Group, Alliance Coal's coal brokerage activity and Alliance Minerals'

prior equity investment in Kodiak. In February 2019, Kodiak redeemed our

equity investment. In addition, Other and Corporate includes certain Alliance

Resource Properties' land and coal mineral interest activities, Pontiki Coal,

? LLC's workers' compensation and pneumoconiosis liabilities, Wildcat Insurance,

which assists the ARLP Partnership with its insurance requirements, and AROP

Funding, LLC ("AROP Funding") and Alliance Resource Finance Corporation

("Alliance Finance"). Please read "Item 8. Financial Statements and

Supplementary Data-Note 8 - Long-term Debt" and "-Note 13 - Investments" of

this Annual Report on Form 10-K for more information on AROP Funding, Alliance

Finance and Kodiak redemption, respectively.

Market Developments and Our Response for the year ended December 31, 2020

We began the year anticipating our results for the year ended December 31, 2020 would be negatively impacted by challenging coal market conditions primarily due to low natural gas prices, tepid coal demand and the overhang of coal supply. During the first half of the year, mild weather conditions and deteriorating natural gas prices placed increased pressure on the performance of our coal operations. Also, during the first half of the year, our Minerals segment results were impacted by natural gas prices remaining low and the collapse in oil prices following actions by the Organization of Petroleum Exporting Countries and Russia. These downward pressures increased substantially during the first half of the year for both our coal operations and mineral interest activities due to the disruptions to global economies in response to the COVID-19 pandemic resulting in unprecedented demand destruction across all energy markets.

In response to these challenges, we halted production at all of our mining complexes in the Illinois Basin at the end of March and our MC Mining complex in East Kentucky in early April. With an objective of reducing coal production to match existing contracted sales commitments for 2020, we curtailed production at these operations while continuing to meet customer obligations from coal inventories already produced. Throughout the first half of 2020 we monitored coal inventories at each location and worked closely with customers to determine when it would be necessary to resume coal production. Underground production operations resumed in the second quarter at each of our mining complexes and production has continued since that time. However, several mines continue running at less than capacity due to a limited spot market in the United States and a seaborne market that continues to be sub-economic for United States production, but now showing signs of potential pricing improvements. Also in response to these market conditions, we took numerous steps to optimize cash flows, reduce working capital requirements and strictly control capital expenditures and expenses. In addition, the Board of Directors began suspending cash distributions to unitholders with the quarter ended March 31, 2020 and has continued that through the quarter ended December 31, 2020. The Board of Directors intends to reassess its distribution policy at its meeting following the quarter ending March 31, 2021. Future unitholder distributions will be subject to ongoing Board of Directors' review of a number of factors including business and market conditions, our future financial and operating performance outlook and other capital allocation priorities.

During the second half of the year we saw improved economic activity, increased coal demand and some recovering oil & gas production volumes and prices which positively impacted our performance compared to the first half of the year. Higher commodity prices and lower well costs led oil & gas operators to begin bringing previously shut-in wells back online and slowly resume permitting, drilling and completion activity across the regions in which we hold mineral interests.





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Impact of the COVID-19 Pandemic

During the year 2020, a variety of measures in the United States and abroad in response to the COVID-19 pandemic resulted in a reduction in the global demand for energy. These measures included travel restrictions, gathering bans and stay-at-home orders. All of our operations are classified as essential in the states in which we operate. Therefore, to protect our employees during the COVID-19 pandemic, we implemented numerous health and safety protocols designed to contain and mitigate the risk of infection from COVID-19. We continually evaluate the need for further safeguards as the pandemic continues.

As discussed above, we curtailed coal production during the year 2020 in response to global energy demand destruction caused by the COVID-19 pandemic, including the temporary cessation of production at various operations in both the Illinois Basin and Appalachian regions. In light of the downturn in market conditions during the year 2020 and the ongoing uncertainty surrounding the COVID-19 pandemic, we took the following additional actions:

To mitigate the reduced revenues from lower coal sales volumes and depressed

commodity prices impacting our minerals segment, we took numerous efforts to

optimize cash flows, reduce working capital requirements and strictly control

? capital expenditures, operating expenses and general and administrative

expenses. Our cost control initiatives during the year 2020 resulted in

significant reductions in expenses in each of these categories compared to


   2019.  The cost reductions are discussed in more detail below.



On April 26, 2020, the employment of 116 employees of the Gibson County mining

? complex and 78 employees of the Hamilton mining complex was terminated


   permanently.



As stated previously, the Board of Directors began suspending the cash

? distributions to unitholders with the quarter ended March 31, 2020 and has

continued through the quarter ended December 31, 2020.

In March 2020, we withdrew our initial 2020 operating and financial guidance

? provided on January 27, 2020, which did not reflect the impact of the COVID-19


   pandemic.



On March 9, 2020, we strengthened our liquidity by entering into a $537.75

million (reducing to $459.5 million on May 23, 2021) revolving credit facility

? with a termination date of March 9, 2024, replacing the $494.75 million

revolving credit facility that was set to expire on May 23, 2021. Please read

"Item 8. Financial Statements and Supplementary Data-Note 8 - Long-term Debt"

for more information on revolving credit facility.

? We also reduced our total debt by $185.5 million during 2020, further enhancing


   our liquidity.



We are continuing to monitor and may take further actions to minimize any adverse impact caused by the COVID-19 pandemic.

How We Evaluate Our Performance

Our management uses a variety of financial and operational measurements to analyze our performance. Primary measurements include the following: (1) raw and saleable tons produced per unit shift; (2) coal sales price per ton; (3) BOE produced; (4) Price per BOE; (5) Segment Adjusted EBITDA Expense per ton; (6) EBITDA; and (7) Segment Adjusted EBITDA.

Raw and Saleable Tons Produced per Unit Shift. We review raw and saleable tons produced per unit shift as part of our operational analysis to measure the productivity of our operating segments, which is significantly influenced by mining conditions and the efficiency of our preparation plants. Our discussion of mining conditions and preparation plant costs are found below under "-Analysis of Historical Results of Operations" and therefore provides implicit analysis of raw and saleable tons produced per unit shift.

Coal Sales Price per Ton. We define coal sales price per ton as total coal sales divided by tons sold. We review coal sales price per ton to evaluate marketing efforts and for market demand and trend analysis.





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Oil & gas BOE sold. We monitor and analyze our BOE sales volumes from the various basins that comprise our portfolio of mineral interests. We also regularly compare projected volumes to actual volumes reported and investigate unexpected variances.

Price per BOE. We define price per BOE as total oil & gas royalties divided by BOE produced. We review price per BOE to evaluate performance against budget and for trend analysis.

Segment Adjusted EBITDA Expense per Ton. We define Segment Adjusted EBITDA Expense per ton (a non-GAAP financial measure) as the sum of operating expenses, coal purchases and other expense divided by total tons sold. We review Segment Adjusted EBITDA Expense per ton for cost trends.

EBITDA. We define EBITDA (a non-GAAP financial measure) as net income attributable to ARLP before net interest expense, income taxes and depreciation, depletion and amortization. EBITDA is used as a supplemental financial measure by our management and by external users of our financial statements such as investors, commercial banks, research analysts and others. We believe that the presentation of EBITDA provides useful information to investors regarding our performance and results of operations because EBITDA, when used in conjunction with related GAAP financial measures, (i) provides additional information about our core operating performance and ability to generate and distribute cash flow, (ii) provides investors with the financial analytical framework upon which we base financial, operational, compensation and planning decisions and (iii) presents a measurement that investors, rating agencies and debt holders have indicated is useful in assessing us and our results of operations.

Segment Adjusted EBITDA. We define Segment Adjusted EBITDA (a non-GAAP financial measure) as net income attributable to ARLP before net interest expense, income taxes, depreciation, depletion and amortization, general and administrative expense, settlement gain, asset and goodwill impairments and acquisition gain. Management therefore is able to focus solely on the evaluation of segment operating profitability as it relates to our revenues and operating expenses, which are primarily controlled by our segments.

Analysis of Historical Results of Operations





2020 Compared with 2019


Total revenues decreased 32.3% to $1.33 billion for 2020 compared to $1.96 billion for 2019 primarily due to lower coal sales and transportation revenues resulting from weak market conditions and disruptions caused by the COVID-19 pandemic. These lower revenues and a non-cash goodwill impairment charge of $132.0 million partially offset by lower operating expenses, resulted in a net loss attributable to ARLP of $129.2 million for 2020 compared to net income attributable to ARLP of $399.4 million for 2019, which included a net gain of $170.0 million related to the AllDale Acquisition in 2019. Lower operating expenses and transportation expenses totaled $859.7 million and $21.1 million, respectively, for 2020 compared to $1.18 billion and $99.5 million, respectively, in 2019.






                                     Year Ended December 31,          Year Ended December 31,
                                       2020            2019            2020              2019

                                          (in thousands)                 (per ton/BOE sold)
Tons sold                                 28,212         39,289             N/A               N/A
Tons produced                             26,990         39,981             N/A               N/A
Coal sales                         $   1,232,272    $ 1,762,442    $      43.68      $      44.86
Coal - Segment Adjusted EBITDA
Expense (1) (2)                    $     857,143    $ 1,197,085    $      30.38      $      30.47
BOE sold (3)                               1,792          1,611             N/A               N/A
Oil & gas royalties (4)            $      42,912    $    51,735    $      23.95      $      32.12

For a definition of Segment Adjusted EBITDA Expense and related (1) reconciliation to its comparable GAAP financial measure, please see below

under "-Reconciliation of non-GAAP 'Segment Adjusted EBITDA Expense' to GAAP

'Operating Expenses.'"

(2) Coal - Segment Adjusted EBITDA Expense is defined as consolidated Segment

Adjusted EBITDA Expense excluding our Minerals segment.

(3) Barrels of oil equivalent ("BOE") for natural gas volumes is calculated on a

6:1 basis (6,000 cubic feet of natural gas to one barrel).

(4) Average sales price per BOE is defined as oil & gas royalties (excluding


    lease bonus revenue) divided by total BOE.




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Coal sales. Coal sales decreased $530.2 million or 30.1% to $1.23 billion for 2020 from $1.76 billion for 2019. The decrease was attributable to a volume variance of $496.9 million resulting from decreased tons sold and a price variance of $33.3 million due to lower average coal sales prices. Tons sold declined 28.2% to 28.2 million tons in 2020, due to reduced shipments to domestic utilities and international markets. Coal sales price realizations declined 2.6% in 2020 to $43.68 per ton sold, compared to $44.86 per ton sold during 2019 resulting, in part, from the absence of high priced metallurgic coal volumes in the 2020 Year. Coal production volumes fell to 27.0 million tons, a reduction of 32.5% compared to 2019, due to temporarily idling production at certain mines particularly in the Illinois Basin region, in response to weak market conditions during 2020.

Oil & gas royalties. Oil & gas royalty revenues decreased to $42.9 million in 2020 compared to $51.7 million for 2019. The decrease was primarily due to lower average product prices, partially offset by higher volumes resulting from the Wing Acquisition in August 2019, and continued drilling and development of our mineral interests.

Coal - Segment Adjusted EBITDA Expense. Segment Adjusted EBITDA Expense, excluding our Minerals segment, decreased 28.4% to $857.1 million in 2020, primarily as a result of reduced tons sold. Segment Adjusted EBITDA Expense per ton decreased slightly in 2020 to $30.38 per ton, compared to $30.47 per ton in 2019. The decrease is attributed primarily to ongoing expense control initiatives at all operations, partially offset by the per ton cost impact of lower coal volumes resulting from production curtailment in response to market conditions. Significant cost control initiatives included the closure of higher cost per ton production at our Dotiki and Gibson North mines. Cost per ton in 2020 also benefited from improved recoveries at several mines in both regions offset in part by reduced unit shifts from the curtailment. Our costs per ton were impacted by the following cost variances as discussed by category:

Material and supplies expenses per ton produced decreased 8.6% to $10.01 per

ton in 2020 from $10.95 per ton in 2019. The decrease of $0.94 per ton

produced resulted primarily from production mix benefits and improved

? recoveries previously mentioned, related decreases of $0.46 per ton for roof

support, $0.32 per ton for contract labor used in the mining process and $0.14

per ton for certain ventilation expenses, partially offset by an increase of

$0.15 per ton for power and fuel used in the mining process.

Maintenance expenses per ton produced decreased 13.1% to $3.12 per ton in 2020

? from $3.59 per ton in 2019. The decrease of $0.47 per ton produced was

primarily due to reduced maintenance requirements as a result of production mix

benefits and improved recoveries previously mentioned.

We had no sales of outside coal purchases in 2020 compared to $23.4 million in

? 2019. Thus, costs per ton in 2020 benefited as our cost of outside coal

purchases are generally higher on a per ton basis than our produced coal.

Segment Adjusted EBITDA Expense decreases above were partially offset by the following increases:

Labor and benefit expenses per ton produced, excluding workers' compensation,

increased 8.7% to $10.75 per ton in 2020 from $9.89 per ton in 2019. The

? increase of $0.86 per ton was primarily due to curtailed production, partially

offset by an improved production mix and improved recoveries at certain mines


   all previously discussed.



Production taxes and royalty expenses per ton incurred as a percentage of coal

sales prices and volumes increased $0.62 per produced ton sold in 2020 compared

to 2019 primarily as a result of a $0.60 per ton government-imposed increase in

? the federal black lung excise tax, effective January 1, 2020 and an unfavorable

state production mix increasing severance taxes per ton, in addition to

increased excise taxes per ton resulting from a greater mix of domestic vs.

export shipments in 2020 compared to 2019.

Other revenues. Other revenues were principally comprised of Mt. Vernon transloading revenues in our Illinois Basin segment, oil & gas lease bonuses in our Minerals segment and Matrix Design sales in Other & Corporate. Other revenues also include contract buy-out revenues and other outside services which could occur in any of our segments. Other revenues decreased to $31.8 million in 2020 from $48.0 million in 2019. The decrease of $16.2 million was primarily due to reduced sales of mining technology products by our Matrix Design subsidiary and lower coal volumes shipped through our Mt. Vernon transloading facility.





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General and administrative. General and administrative expenses for 2020 decreased to $59.8 million compared to $73.0 million in 2019. The decrease of $13.2 million was primarily due to incentive compensation reductions and our expense reduction initiatives.

Asset impairments. During 2020, we recorded $25.0 million of non-cash asset impairment charges due to sealing our idled Gibson North mine, resulting in its permanent closure, and a decrease in the fair value of certain mining equipment and greenfield coal reserves as a result of weakened coal market conditions.

During 2019, we recorded an asset impairment charge of $15.2 million due to the cessation of production at our Dotiki mine. Please read "Item 8. Financial Statements and Supplementary Data-Note 4 - Long-Lived Asset Impairments" of this Annual Report on Form 10-K.

Goodwill impairment. During 2020, we recorded a $132.0 million non-cash goodwill impairment charge associated with our Hamilton mine, primarily as the result of reduced expected production volumes due to weakened coal market conditions and low energy demand resulting in part from the COVID-19 pandemic.

Please read "Item 8. Financial Statements and Supplementary Data- Note 5 - Goodwill Impairment " of this Annual Report on Form 10-K.

Equity securities income. Equity securities income decreased $12.9 million compared to 2019 as we did not recognize equity securities income in 2020 due to the redemption of our preferred interest in Kodiak in 2019.

Acquisition gain. We recorded a non-cash acquisition gain of $177.0 million in 2019 associated with the AllDale Acquisition to reflect the fair value of the interests in AllDale I & II we already owned at the time of the acquisition.

Transportation revenues and expenses. Transportation revenues and expenses were $21.1 million and $99.5 million for 2020 and 2019, respectively. The decrease of $78.4 million was largely attributable to decreased coal tonnage for which we arrange third-party transportation at certain mines primarily reflecting reduced coal shipments to international markets and a decrease in average third-party transportation rates in 2020. Transportation revenues are recognized in an amount equal to transportation expenses when title to the coal passes to the customer.

Net income attributable to noncontrolling interest. Net income attributable to noncontrolling interest decreased to $0.2 million in 2020 from $7.5 million in 2019 as a result of allocating $7.1 million of the acquisition gain discussed above to noncontrolling interest in 2019.





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Segment Information. Our 2020 Segment Adjusted EBITDA decreased $225.5 million, or 33.6%, to $446.5 million from 2019 Segment Adjusted EBITDA of $672.0 million.


 Segment Adjusted EBITDA, tons sold, coal sales, other revenues, oil & gas
royalties, BOE volumes and Segment Adjusted EBITDA Expense by segment are as
follows:




                                            Year Ended December 31,
                                               2020           2019         Increase (Decrease)

                                                        (in thousands)
Segment Adjusted EBITDA
Coal - Illinois Basin                     $      236,911   $   385,200   $ (148,289)     (38.5) %
Coal - Appalachia                                172,288       215,950      (43,662)     (20.2) %
Minerals                                          39,773        46,997       (7,224)     (15.4) %
Other and Corporate                                6,580        32,911      (26,331)     (80.0) %
Elimination                                      (9,063)       (9,057)           (6)      (0.1) %

Total Segment Adjusted EBITDA (2) $ 446,489 $ 672,001 $ (225,512) (33.6) %



Tons sold
Coal - Illinois Basin                             19,113        28,480       (9,367)     (32.9) %
Coal - Appalachia                                  9,099        10,809       (1,710)     (15.8) %
Other and Corporate                                    -           564         (564)        (1)
Elimination                                            -         (564)           564        (1)
Total tons sold                                   28,212        39,289      (11,077)     (28.2) %

Coal sales
Coal - Illinois Basin                     $      755,208   $ 1,128,588   $ (373,380)     (33.1) %
Coal - Appalachia                                477,064       628,406     (151,342)     (24.1) %
Other and Corporate                                    -        22,138      (22,138)        (1)
Elimination                                            -      (16,690)        16,690        (1)
Total coal sales                          $    1,232,272   $ 1,762,442   $ (530,170)     (30.1) %

Other revenues
Coal - Illinois Basin                     $        2,026   $    13,034   $  (11,008)     (84.5) %
Coal - Appalachia                                 14,954        11,166         3,788       33.9 %
Minerals                                             229         1,301       (1,072)     (82.4) %
Other and Corporate                               25,124        34,712       (9,588)     (27.6) %
Elimination                                     (10,517)      (12,173)         1,656       13.6 %
Total other revenues                      $       31,816   $    48,040   $  (16,224)     (33.8) %

BOE volume and oil & gas royalties
Volume - BOE (3)                                   1,792         1,611           181       11.2 %
Oil & gas royalties                       $       42,912   $    51,735   $   (8,823)     (17.1) %

Segment Adjusted EBITDA Expense
Coal - Illinois Basin                     $      520,324   $   756,423   $ (236,099)     (31.2) %
Coal - Appalachia                                319,730       423,623     (103,893)     (24.5) %
Minerals                                           4,106         7,811       (3,705)     (47.4) %
Other and Corporate                               18,543        36,845      (18,302)     (49.7) %
Elimination                                      (1,454)      (19,806)        18,352       92.7 %

Total Segment Adjusted EBITDA Expense $ 861,249 $ 1,204,896 $ (343,647) (28.5) %

(1) Percentage change not meaningful.

For a definition of Segment Adjusted EBITDA and related reconciliation to (2) comparable GAAP financial measures, please see below under "-Reconciliation

of non-GAAP "Segment Adjusted EBITDA" to GAAP "net income (loss)."

(3) BOE for natural gas is calculated on a 6:1 basis (6,000 cubic feet of natural


    gas to one barrel).



Illinois Basin - Segment Adjusted EBITDA decreased 38.5% to $236.9 million in 2020 from $385.2 million in 2019. The decrease of $148.3 million was primarily attributable to lower coal sales, which decreased 33.1% to $755.2 million in 2020 from $1.13 billion in 2019, partially offset by reduced operating expenses.

The decrease of $373.4 million in coal



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sales primarily reflects reduced tons sold, which decreased 32.9% compared to 2019 due to curtailed production across all of our mining operations in the region as a result of weak coal market conditions, particularly international markets, amid the COVID-19 pandemic. Segment Adjusted EBITDA Expense decreased 31.2% to $520.3 million in 2020 from $756.4 million in 2019 primarily as a result of reduced tons sold. Segment Adjusted EBITDA Expense per ton increased $0.66 per ton sold to $27.22 from $26.56 per ton sold in 2019, primarily due to reduced coal volumes and related increased fixed costs per ton offset in part by the closure of higher cost per ton operations, improved recoveries at certain mines in 2020 and reduced reclamation accruals at certain non-operating mines. In addition, see certain cost per ton and production variances described above under "-Coal - Segment Adjusted EBITDA Expense."

Appalachia - Segment Adjusted EBITDA decreased 20.2% to $172.3 million for 2020 from $216.0 million in 2019. The decrease of $43.7 million was primarily attributable to lower coal sales, which decreased 24.1% to $477.1 million in 2020 from $628.4 million in 2019, partially offset by reduced operating expenses. The decrease of $151.3 million in coal sales reflects lower tons sold and price realizations. Sales volumes decreased 15.8% in 2020 compared to 2019 due to curtailed production in the region as a result of weak coal market conditions, particularly international markets, amid the COVID-19 pandemic.

Coal sales price per ton sold in 2020 decreased 9.8% compared to 2019 primarily due to reduced metallurgical tons sold and price realizations at our Mettiki mine. Segment Adjusted EBITDA Expense decreased 24.5% to $319.7 million in 2020 from $423.6 million in 2019 due to reduced tons sold and decreased per ton costs. Segment Adjusted EBITDA Expense per ton decreased $4.05 per ton sold to $35.14 compared to $39.19 per ton sold in 2019. The lower per ton expense in 2020 resulted primarily from fewer longwall move days and improved recoveries at both our Tunnel Ridge and Mettiki mines, reduced roof support expenses per ton and the absence of higher cost purchased tons sold in 2020, partially offset by curtailed production in the region during 2020 increasing fixed costs per ton. See also certain cost variances described above under "-Coal - Segment Adjusted EBITDA Expense."

Minerals - Segment Adjusted EBITDA decreased to $39.8 million for 2020 from $47.0 million in 2019 reflecting reduced average sales price per BOE due to reduced demand amid the COVID-19 pandemic, partially offset by increased production volumes from the additional mineral interests acquired in the Wing Acquisition in August 2019 and from continued drilling and development activities.

Other and Corporate - Segment Adjusted EBITDA decreased by $26.3 million to $6.6 million in 2020 compared to $32.9 million in 2019. The decrease was primarily attributable to lower equity securities income as a result of the redemption of our preferred interest in Kodiak in 2019, decreased coal brokerage activity and lower mining technology product sales from the Matrix Group.





2019 Compared with 2018


For discussion and analysis of 2019 compared to 2018, please refer to "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" of our Annual Report on Form 10-K for the year ended December 31, 2019, which was filed with the SEC on February 20, 2020 and is incorporated by reference herein.

Reconciliation of non-GAAP "Segment Adjusted EBITDA" to GAAP "net income (loss)" and reconciliation of non-GAAP "Segment Adjusted EBITDA Expense" to GAAP "Operating Expenses"

Segment Adjusted EBITDA (a non-GAAP financial measure) is defined as net income attributable to ARLP before net interest expense, income taxes, depreciation, depletion and amortization, asset and goodwill impairments, acquisition gain and general and administrative expenses. Segment Adjusted EBITDA is a key component of consolidated EBITDA, which is used as a supplemental financial measure by management and by external users of our financial statements such as investors, commercial banks, research analysts and others. We believe that the presentation of EBITDA provides useful information to investors regarding our performance and results of operations because EBITDA, when used in conjunction with related GAAP financial measures, (i) provides additional information about our core operating performance and ability to generate and distribute cash flow, (ii) provides investors with the financial analytical framework upon which we base financial, operational, compensation and planning decisions and (iii) presents a measurement that investors, rating agencies and debt holders have indicated is useful in assessing us and our results of operations.

Segment Adjusted EBITDA is also used as a supplemental financial measure by our management for reasons similar to those stated in the previous explanation of EBITDA. In addition, the exclusion of corporate general and administrative expenses, which are discussed above under "-Analysis of Historical Results of Operations," from consolidated Segment Adjusted EBITDA allows management to focus solely on the evaluation of segment operating profitability as it relates to our revenues and operating expenses, which are primarily controlled by our segments.



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The following is a reconciliation of consolidated Segment Adjusted EBITDA to net income (loss), the most comparable GAAP financial measure:






                                                     Year Ended December 31,
                                                       2020             2019

                                                          (in thousands)
Consolidated Segment Adjusted EBITDA              $      446,489    $     672,001
General and administrative                              (59,806)         (72,997)
Depreciation, depletion and amortization               (313,387)        (309,075)
Asset impairments                                       (24,977)         (15,190)
Goodwill impairment                                    (132,026)                -
Interest expense, net                                   (45,478)         (45,496)
Acquisition gain                                               -          177,043
Income tax (expense) benefit                                (35)              211
Acquisition gain attributable to noncontrolling
interest                                                       -          (7,083)
Net income (loss) attributable to ARLP            $    (129,220)    $     399,414
Noncontrolling interest                                      169            7,512
Net income (loss)                                 $    (129,051)    $     406,926

Segment Adjusted EBITDA Expense (a non-GAAP financial measure) includes operating expenses, coal purchases and other income (expense). Transportation expenses are excluded as these expenses are passed through to our customers and, consequently, we do not realize any gain or loss on transportation revenues.

Segment Adjusted EBITDA Expense is used as a supplemental financial measure by our management to assess the operating performance of our segments. Segment Adjusted EBITDA Expense is a key component of Segment Adjusted EBITDA in addition to coal sales, royalty revenues and other revenues. The exclusion of corporate general and administrative expenses from Segment Adjusted EBITDA Expense allows management to focus solely on the evaluation of segment operating performance as it primarily relates to our operating expenses.

The following is a reconciliation of consolidated Segment Adjusted EBITDA Expense to operating expense, the most comparable GAAP financial measure:






                                                      Year Ended December 31,
                                                       2020              2019

                                                           (in thousands)
Segment Adjusted EBITDA Expense                   $      861,249     $   1,204,896
Outside coal purchases                                         -          (23,357)
Other income (expense)                                   (1,593)               561
Operating expenses (excluding depreciation,
depletion and amortization)                       $      859,656     $   1,182,100






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Ongoing Acquisition Activities

Consistent with our business strategy, from time to time we engage in discussions with potential sellers regarding our possible acquisitions of certain assets and/or companies of the sellers. For more information on acquisitions, please read "Item 8. Financial Statements and Supplementary Data-Note 3 - Acquisitions" of this Annual Report on Form 10-K.

Liquidity and Capital Resources





Liquidity


We have historically satisfied our working capital requirements and funded our capital expenditures, investments and debt service obligations with cash generated from operations, cash provided by the issuance of debt or equity, borrowings under credit and securitization facilities and other financing transactions. We believe that existing cash balances, future cash flows from operations and investments, borrowings under credit facilities and cash provided from the issuance of debt or equity will be sufficient to meet our working capital requirements, capital expenditures and additional investments, debt payments, commitments and distribution payments. Nevertheless, our ability to satisfy our working capital requirements, to fund planned capital expenditures, to service our debt obligations or to pay distributions will depend upon our future operating performance and access to and cost of financing sources, which will be affected by prevailing economic conditions generally, and in both the coal and oil & gas industries specifically, as well as other financial and business factors, some of which are beyond our control, including the COVID-19 pandemic. Based on our recent operating cash flow results, current cash position, anticipated future cash flows and sources of financing that we expect to have available, we anticipate remaining in compliance with the covenants of the Credit Agreement and expect to have sufficient liquidity to fund our operations and growth strategies. However, to the extent operating cash flow or access to and cost of financing sources are materially different than expected, future covenant compliance or liquidity may be adversely affected. Please see "Item 1A. Risk Factors."

In responding to weak market conditions, lower commodity prices, and the lockdown initiated in the first quarter of 2020 to certain areas of the global economy due to the COVID-19 pandemic, the Partnership took numerous actions to optimize cash flows and preserve liquidity by reducing capital expenditures, working capital, costs and expenses, including adjusting its corporate support structure to better align with current operating levels. We have also benefited from certain provisions of the Coronavirus Aid Relief and Economic Security Act of 2020 which modestly increased our short-term liquidity.

Additional actions to enhance our liquidity include our Board of Directors' decisions to suspend cash distributions beginning with the quarter ended March 31, 2020 and continuing through the quarter ended December 31, 2020. We have also strengthened our liquidity by entering into a $537.75 million (reducing to $459.5 million on May 23, 2021) revolving credit facility with a termination date of March 9, 2024, replacing the $494.75 million revolving credit facility that was set to expire on May 23, 2021. On June 5, 2020, we entered into a $14.7 million equipment financing arrangement which provides for forty-eight monthly payments with an implicit interest rate of 6.1%, maturing on June 5, 2024. In addition, in January 2021, we extended the term of the Securitization Facility to January 2022 and reduced the borrowing availability under the facility to $60.0 million from $100 million. We have further enhanced our liquidity by reducing our total debt by $185.5 million during the year ended December 31, 2020.

In May 2018, the Board of Directors approved the establishment of a unit repurchase program authorizing us to repurchase up to $100 million of ARLP common units. The program has no time limit and we may repurchase units from time to time in the open market or in other privately negotiated transactions.

The unit repurchase program authorization does not obligate us to repurchase any dollar amount or number of units. Since inception through December 31, 2020, we have purchased units for a total of $93.5 million under the program.

During the year ended December 31, 2020, we did not repurchase and retire any units. Please read "Item 5. Market for Registrant's Common Equity, Related Unitholder Matters and Issuer Purchases of Equity Securities" for more information on the unit repurchase program.

Mine Development Project

In 2018, we began development of MC Mining's Excel Mine No. 5 which continued through 2019 and into 2020. In July 2020, the Excel Mine No. 5 began production. We expect the Excel Mine No. 5 will enable us to access an additional 15 million tons of coal reserves with an expected mine life of approximately 12 years assuming production levels similar to MC Mining's former Excel Mine No. 4.



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Cash Flows



Cash provided by operating activities was $400.6 million for 2020 compared to $514.9 million for 2019. The decrease in cash provided by operating activities was primarily due to a net loss in 2020 as compared to net income in 2019 adjusted for changes from certain non-cash items discussed above such as the acquisition gain and impairments. The decrease in net income was partially offset by a favorable working capital changes primarily related to trade receivables and inventories.

Net cash used in investing activities was $125.1 million for 2020 compared to $488.1 million for 2019. The decrease in cash used in investing activities was primarily attributable to the AllDale and Wing Acquisitions in 2019 and decreased capital expenditures for mine infrastructure and equipment at various mines in 2020. The decreased net cash used compared to 2019 was partially offset by cash received from the redemption of our Kodiak equity securities in 2019.

Net cash used in financing activities was $256.4 million for 2020 compared to $234.4 million for 2019. The increase in cash used in financing activities was primarily attributable to increase in payments on equipment financings and lower net proceeds from borrowings under the revolving credit facility. These 2020 increases in cash used were partially offset by proceeds received for equipment financings and reduced distributions paid to unitholders in 2020.





Contractual Obligations


We have various commitments primarily related to long-term debt, including finance and operating leases, obligations for estimated future asset retirement obligations costs, workers' compensation and pneumoconiosis, capital projects and pension funding. We expect to fund these commitments with existing cash balances, future cash flows from operations and investments as well as cash provided from borrowings of debt or issuance of equity.





The following table provides details regarding our contractual cash obligations
as of December 31, 2020:




                                                Less
       Contractual                             than 1         1-3           3-5         More than
       Obligations               Total          year         years         years         5 years

                                                         (in thousands)
Long-term debt                $   603,780    $   73,199    $   41,041    $  489,540    $         -
Future interest
obligations(1)                    144,405        36,038        67,897        40,470              -
Operating leases                   21,858         2,346         4,306         3,368         11,838
Finance leases(2)                   2,521           912         1,051           278            280
Purchase obligations for
capital projects                   19,667        19,667             -             -              -
Reclamation obligations(3)        229,952         6,411         5,293         7,918        210,330
Workers' compensation and
pneumoconiosis benefit(3)         294,951        11,165        18,313        14,977        250,496
Pension benefit(3)                 65,634         5,629        12,223        13,108         34,674
                              $ 1,382,768    $  155,367    $  150,124    $  569,659    $   507,618

Interest on variable-rate, long-term debt was calculated using rates (1) effective at December 31, 2020 for the remaining term of outstanding


    borrowings.



(2) Includes amounts classified as interest.

Future commitments for reclamation obligations, workers' compensation and (3) pneumoconiosis and pension are shown at undiscounted amounts. These


    obligations are primarily statutory, not contractual.



Off-Balance Sheet Arrangements

In the normal course of business, we are a party to certain off-balance sheet arrangements. These arrangements include coal reserve leases, indemnifications, transportation obligations and financial instruments with off-balance sheet risk, such as bank letters of credit and surety bonds. Liabilities related to these arrangements are not reflected in our consolidated



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balance sheets, and we do not expect these off-balance sheet arrangements to have any material adverse effects on our financial condition, results of operations or cash flows.

We use a combination of surety bonds and letters of credit to secure our financial obligations for reclamation, workers' compensation and other obligations as follows as of December 31, 2020:






                                         Workers'
                      Reclamation      Compensation
                      Obligation        Obligation      Other      Total

                                        (in millions)
Surety bonds         $       171.1    $         85.2    $ 16.7    $ 273.0
Letters of credit                -              10.0      16.8       26.8




Capital Expenditures



Capital expenditures decreased to $121.1 million in 2020 compared to $305.9 million in 2019. See our discussion of "Cash Flows" above concerning the decrease in capital expenditures.

We currently project average estimated annual maintenance capital expenditures over the next five years of approximately $4.90 per ton produced. Our anticipated total capital expenditures, including maintenance capital expenditures, for 2021 are estimated in a range of $120.0 million to $125.0 million. Management anticipates funding 2021 capital requirements with our December 31, 2020 cash and cash equivalents of $55.6 million, cash flows from operations and investments, borrowings under revolving credit and securitization facilities and cash provided from the issuance of debt or equity. We will continue to have significant capital requirements over the long term, which may require us to incur debt or seek additional equity capital. The availability and cost of additional capital will depend upon prevailing market conditions, the market price of our common units and several other factors over which we have limited control, as well as our financial condition and results of operations.





Insurance


Effective October 1, 2020, we renewed our annual property and casualty insurance program. Our property insurance was procured from our wholly owned captive insurance company, Wildcat Insurance. Wildcat Insurance charged certain of our subsidiaries for the premiums on this program and in return purchased reinsurance for the program in the standard market. The maximum limit in the commercial property program is $100.0 million per occurrence, excluding a $1.5 million deductible for property damage, a 75 or 90 day waiting period for underground business interruption depending on the mining complex and an additional $10.0 million overall aggregate deductible. We have elected to retain a 10% participating interest in our commercial property insurance program. We can make no assurances that we will not experience significant insurance claims in the future that could have a material adverse effect on our business, financial condition, results of operations and ability to purchase property insurance in the future. Also, exposures exist for which no insurance may be available and for which we have not reserved. In addition, the insurance industry has been subject to efforts by environmental activists to restrict coverages available for fossil-fuel companies.





Debt Obligations


Credit Facility. On March 9, 2020, our Intermediate Partnership entered into a Fifth Amended and Restated Credit Agreement (the "Credit Agreement") with various financial institutions. The Credit Agreement provides for a $537.75 million revolving credit facility, reducing to $459.5 million on May 23, 2021, including a sublimit of $125 million for the issuance of letters of credit and a sublimit of $15.0 million for swingline borrowings (the "Revolving Credit Facility"), with a termination date of March 9, 2024. The Credit Facility replaced the $494.75 million revolving credit facility extended to the Intermediate Partnership under its Fourth Amended and Restated Credit Agreement, dated as of January 27, 2017, by various banks and other lenders that would have expired on May 23, 2021. Concurrently with the entry into the Credit Agreement, we reorganized the entities holding our oil & gas interests such that Alliance Royalty, LLC became a direct wholly owned subsidiary of Alliance Minerals. We incurred debt issuance costs in 2020 of $5.8 million in connection with the Credit Agreement. These debt issuance costs are deferred and amortized as a component of interest expense over the term of the Revolving Credit Facility.





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The Credit Agreement is guaranteed by certain of our Intermediate Partnership's material direct and indirect subsidiaries (the "Restricted Subsidiaries") and is secured by substantially all of the assets of the Restricted Subsidiaries. The Credit Agreement is also guaranteed by Alliance Minerals but the oil and gas minerals assets of Alliance Minerals and its direct and indirect subsidiaries (collectively with Alliance Minerals, the "Unrestricted Subsidiaries") are not collateral under the Credit Agreement. Borrowings under the Revolving Credit Facility bear interest, at our option, at either (i) the Base Rate at the greater of three benchmarks or (ii) a Eurodollar Rate, plus margins for (i) or (ii), as applicable, that fluctuate depending upon the ratio of Consolidated Debt to Consolidated Cash Flow (each as defined in the Credit Agreement). The Eurodollar Rate, with applicable margin, under the Revolving Credit Facility was 3.01% as of December 31, 2020. At December 31, 2020, we had $21.8 million of letters of credit outstanding with $428.5 million available for borrowing under the Revolving Credit Facility. We incur an annual commitment fee of 0.35% on the undrawn portion of the Revolving Credit Facility. We utilize the Revolving Credit Facility, as appropriate, for working capital requirements, capital expenditures and investments, scheduled debt payments and distribution payments.

The Credit Agreement contains various restrictions affecting the Intermediate Partnership and its Restricted Subsidiaries including, among other things, restrictions on incurrence of additional indebtedness and liens, sale of assets, investments, mergers and consolidations and transactions with affiliates, including transactions with Unrestricted Subsidiaries. In each case, these restrictions are subject to various exceptions. In addition, the payment of cash distributions is restricted if such payment would result in a fixed charge coverage ratio of less than 1.0 to 1.0 (as defined in the Credit Agreement) for the four most recently ended fiscal quarters. The Credit Agreement requires the Intermediate Partnership to maintain (a) a debt to cash flow ratio of not more than 2.5 to 1.0, (b) a cash flow to interest expense ratio of not less than 3.0 to 1.0 and (c) a first lien debt to cash flow ratio of not more than 1.5 to 1.0, in each case, during the four most recently ended fiscal quarters. The debt to cash flow ratio, cash flow to interest expense ratio and first lien debt to cash flow ratio were 1.53 to 1.0, 8.45 to 1.0 and 0.52 to 1.0, respectively, for the trailing twelve months ended December 31, 2020. We remained in compliance with the covenants of the Credit Agreement as of December 31, 2020 and anticipate remaining in compliance with the covenants.

Net restricted assets, as defined by the Securities and Exchange Commission, refers to the amount of our consolidated subsidiaries' net assets for which the ability to transfer funds to ARLP in the form of cash dividends, loans, advances, or transfers is restricted. As a result of the restrictions contained in the Credit Agreement and our current compliance ratios, the amount of our net restricted assets at December 31, 2020, was $240.8 million.

Senior Notes. On April 24, 2017, the Intermediate Partnership and Alliance Finance, issued an aggregate principal amount of $400.0 million of senior unsecured notes due 2025 ("Senior Notes") in a private placement to qualified institutional buyers. The Senior Notes have a term of eight years, maturing on May 1, 2025 (the "Term") and accrue interest at an annual rate of 7.5%.

Interest is payable semi-annually in arrears on each May 1 and November 1. The indenture governing the Senior Notes contains customary terms, events of default and covenants relating to, among other things, the incurrence of debt, the payment of distributions or similar restricted payments, undertaking transactions with affiliates and limitations on asset sales. The issuers of the Senior Notes may redeem all or a part of the notes at any time at redemption prices set forth in the indenture governing the Senior Notes.

Accounts Receivable Securitization. On December 5, 2014, certain direct and indirect wholly owned subsidiaries of our Intermediate Partnership entered into a $100.0 million accounts receivable securitization facility ("Securitization Facility"). Under the Securitization Facility, certain subsidiaries sell certain trade receivables on an ongoing basis to our Intermediate Partnership, which then sells the trade receivables to AROP Funding, a wholly owned bankruptcy-remote special purpose subsidiary of our Intermediate Partnership, which in turn borrows on a revolving basis up to $100.0 million secured by the trade receivables. After the sale, Alliance Coal, as servicer of the assets, collects the receivables on behalf of AROP Funding. The Securitization Facility bears interest based on a Eurodollar Rate. The agreement governing the Securitization Facility contains customary terms and conditions, including limitations with regards to certain customer credit ratings. In January 2021, we extended the term of the Securitization Facility to January 2022 and reduced the borrowing availability under the facility to $60.0 million. The Securitization Facility was previously scheduled to mature in January 2021. At December 31, 2020, we had a $55.9 million outstanding balance under the Securitization Facility.

May 2019 Equipment Financing. On May 17, 2019, the Intermediate Partnership entered into an equipment financing arrangement accounted for as debt, wherein the Intermediate Partnership received $10.0 million in exchange for conveying its interest in certain equipment owned indirectly by the Intermediate Partnership and entering into a master lease agreement for that equipment (the "May 2019 Equipment Financing"). The May 2019 Equipment Financing contains



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customary terms and events of default and provides for thirty-six monthly payments with an implicit interest rate of 6.25%, maturing on May 1, 2022. Upon maturity, the equipment will revert back to the Intermediate Partnership.

November 2019 Equipment Financing. On November 6, 2019, the Intermediate Partnership entered into an equipment financing arrangement accounted for as debt, wherein the Intermediate Partnership received $53.1 million in exchange for conveying its interest in certain equipment owned indirectly by the Intermediate Partnership and entering into a master lease agreement for that equipment (the "November 2019 Equipment Financing"). The November 2019 Equipment Financing contains customary terms and events of default and an implicit interest rate of 4.75%, providing for a four year term with forty-seven monthly payments of $1.0 million and a balloon payment of $11.6 million upon maturity on November 6, 2023. At maturity, the equipment will revert back to the Intermediate Partnership.

June 2020 Equipment Financing. On June 5, 2020, the Intermediate Partnership entered into an equipment financing arrangement accounted for as debt, wherein the Intermediate Partnership received $14.7 million in exchange for conveying its interest in certain equipment owned indirectly by the Intermediate Partnership and entering into a master lease agreement for that equipment (the "June 2020 Equipment Financing"). The June 2020 Equipment Financing contains customary terms and events of default and provides for forty-eight monthly payments with an implicit interest rate of 6.1%, maturing on June 5, 2024. Upon maturity, the equipment will revert back to the Intermediate Partnership.

Other. We also have an agreement with a bank to provide additional letters of credit in an amount of $5.0 million to maintain surety bonds to secure certain asset retirement obligations and our obligations for workers' compensation benefits. At December 31, 2020, we had $5.0 million in letters of credit outstanding under this agreement.

Critical Accounting Policies and Estimates

Our discussion and analysis of our financial condition, results of operations, liquidity and capital resources is based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of our consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. We base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances. We discuss these estimates and judgments with the audit committee of the Board of Directors ("Audit Committee") periodically. Actual results may differ from these estimates. We have provided a description of all significant accounting policies in the notes to our consolidated financial statements. The following critical accounting policies are materially impacted by judgments, assumptions and estimates used in the preparation of our consolidated financial statements:

Business Combinations and Goodwill

We account for business acquisitions using the purchase method of accounting.

See "Item 8. Financial Statements and Supplementary Data-Note 3 - Acquisitions" for more information on the Wing and AllDale Acquisitions. Assets acquired and liabilities assumed are recorded at their estimated fair values at the acquisition date. The excess of purchase price over fair value of net assets acquired is recorded as goodwill. Given the time it takes to obtain pertinent information to finalize the acquired business' balance sheet, it may be several quarters before we are able to finalize those initial fair value estimates.

Accordingly, it is not uncommon for the initial estimates to be subsequently revised. The results of operations of acquired businesses are included in the consolidated financial statements from the acquisition date.

For the Wing Acquisition, we determined a fair value for the acquired mineral interests using a weighting of both income and market approaches. Our income approach primarily comprised of a discounted cash flow model. The assumptions used in the discounted cash flow model included estimated production, projected cash flows, forward oil & gas prices and a risk-adjusted discount rate. Our market approach consisted of the observation of acquisitions in the Permian Basin to determine a market price for similar mineral interests.

For the AllDale Acquisition, in addition to valuing the acquired assets and liabilities, we were required to value our previously held equity method investments in AllDale I & II just prior to the acquisition and record a gain as the fair value was determined to be higher than the carrying value of our equity method investments. We used a discounted cash flow model to re-measure our equity method investments immediately prior to the AllDale Acquisition as well as to value the mineral interests acquired. Assumptions used in our discounted cash flow model are similar to those discussed in the Wing Acquisition above.



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The only indefinite-lived intangible that the Partnership currently has is goodwill. Goodwill is not amortized, but subject to annual reviews on November 30th for impairment at the reporting unit level. Goodwill is assessed for impairment more frequently if events or changes in circumstances indicate that it is more likely than not that goodwill is impaired. The reporting unit or units used to evaluate and measure goodwill for impairment are determined primarily from the manner in which the business is managed or operated. A reporting unit is an operating segment or a component that is one level below an operating segment.

The Partnership computes the fair value of its reporting units primarily using the income approach (discounted cash flow analysis). The computations require management to make significant estimates. Critical estimates are used as part of these evaluations include, among other things, the discount rate applied to future earnings reflecting a weighted average cost of capital rate, and projected coal price assumptions. Our estimate of the forward coal sales price curve and future sales volumes are critical assumptions used in our discounted cash flow analysis.

A discounted cash flow analysis requires us to make various judgmental assumptions about sales, operating margins, capital expenditures, working capital and coal sales prices. Assumptions about sales, operating margins, capital expenditures and coal sales prices are based on our budgets, business plans, economic projections, and anticipated future cash flows. In determining the fair value of our reporting units, we are required to make significant judgments and estimates regarding the impact of anticipated economic factors on our business. The forecast assumptions used in our assessments make certain assumptions about future pricing, volumes and expected maintenance capital expenditures. Assumptions are also made for a "normalized" perpetual growth rate for periods beyond the long range financial forecast period.

At December 31, 2019, we had $136.4 million of goodwill, of which $132.0 million was associated with the reporting unit representing our Hamilton mine. The goodwill associated with our Hamilton mine was recorded in conjunction with our acquisition of the Hamilton mine on July 31, 2015. During the first quarter of 2020, we assessed certain events and changes in circumstances, including a) adverse industry and market developments, including the impact of the COVID-19 pandemic, b) our response to these developments, including temporarily ceasing production at several mines, including Hamilton and c) our actual performance during the quarter. After consideration of these events and changes in circumstances, we performed an interim test of the goodwill associated with the Hamilton reporting unit comparing Hamilton's carrying amount to its fair value.

We estimated the fair value of the Hamilton reporting unit using a discounted cash flow model. The assumptions used in the discounted cash flow model considered market conditions at the time of the assessment and our estimate of the mine's performance in future years based on the information available to us. The fair value of the Hamilton reporting unit was determined to be below its carrying amount (including goodwill) by more than the recorded balance of goodwill associated with the reporting unit. Accordingly, we recognized an impairment charge of $132.0 million consisting of the total carrying amount of goodwill allocated to the Hamilton reporting unit. This impairment charge reduced our consolidated goodwill balance to $4.4 million. During the first quarter of 2020 and as part of our annual impairment evaluation on November 30, 2020, we also performed tests on our goodwill balance associated with our MAC reporting unit using a discounted cash flow model and concluded no impairment was necessary. There were no impairments of goodwill during 2019 or 2018.

Our estimates of fair value are sensitive to changes in variables, certain of which relate to broader macroeconomic conditions outside our control. As a result, actual performance in the near and longer-term could be different from these expectations and assumptions. This could be caused by events such as strategic decisions made in response to economic and competitive conditions and the impact of economic factors, such as over production in coal and low prices of natural gas. In addition, some of the inherent estimates and assumptions used in determining fair value of the reporting units are outside the control of management, including interest rates, cost of capital and our credit ratings. While we believe we have made reasonable estimates and assumptions to calculate the fair value of the reporting units and other intangible assets, it is possible a material change could occur. See "Item 8. Financial Statements and Supplementary Data-Note 5 - Goodwill Impairment."





Oil & Gas Reserve Values


Estimated oil & gas reserves and estimated market prices for oil & gas are a significant part of our depletion calculations, impairment analyses, and other estimates. Following are examples of how these estimates affect financial results:



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an increase (decrease) in estimated proved oil & gas reserves can reduce

? (increase) our units of production depreciation, depletion and amortization

rates; and

changes in oil & gas reserves and estimated market prices both impact projected

? future cash flows from our mineral interests. This in turn can impact our

periodic impairment analysis.

The process of estimating oil & gas reserves is very complex, requiring significant judgment in the evaluation of all available geological, geophysical, engineering and economic data. After being estimated internally, our proved reserves estimates are compared to proved reserves that are audited by independent experts in connection with our required year-end reporting. The data may change substantially over time as a result of numerous factors, including the historical 12 month average price, additional development cost and activity, evolving production history and a continual reassessment of the viability of production under changing economic conditions. As a result, material revisions to existing reserve estimates could occur from time to time. Such changes could trigger an impairment of our oil & gas mineral interests and have an impact on our depreciation, depletion and amortization expense prospectively.

Estimates of future commodity prices utilized in our impairment analyses consider market information including published forward oil & gas prices. The forecasted price information used in our impairment analyses is consistent with that generally used in evaluating third party operator drilling decisions and our expected acquisition plans, if any. Prices for future periods will impact the production economics underlying oil & gas reserve estimates. In addition, changes in the price of oil & gas also impact certain costs associated with our expected underlying production and future capital costs. The prices of oil & gas are volatile and change from period to period, thus are expected to impact our estimates. Significant unfavorable changes in the estimated future commodity prices could result in an impairment of our oil & gas mineral interests. There were no impairments of our oil & gas mineral interests during 2020.

Workers' Compensation and Pneumoconiosis (Black Lung) Benefits

We provide income replacement and medical treatment for work-related traumatic injury claims as required by applicable state laws. We generally provide for these claims through self-insurance programs. Workers' compensation laws also compensate survivors of workers who suffer employment related deaths. Our liability for traumatic injury claims is the estimated present value of current workers' compensation benefits, based on our actuary estimates. Our actuarial calculations are based on a blend of actuarial projection methods and numerous assumptions including claim development patterns, mortality, medical costs and interest rates. See "Item 8. Financial Statements and Supplementary Data-Note 20 - Accrued Workers' Compensation and Pneumoconiosis Benefits" for additional discussion. We had accrued liabilities for workers' compensation of $54.7 million and $53.4 million for these costs at December 31, 2020 and 2019, respectively. A one-percentage-point reduction in the discount rate would have increased operating expense by approximately $4.3 million at December 31, 2020.

We limit our exposure to traumatic injury claims by purchasing a high deductible insurance policy that starts paying benefits after deductibles for a particular claim year have been met. Our receivables for traumatic injury claims under this policy as of December 31, 2020 and 2019 are $7.1 million and $7.7 million, respectively.

Coal mining companies are subject to Federal Coal Mine Health and Safety Act of 1969, as amended, and various state statutes for the payment of medical and disability benefits to eligible recipients related to coal worker's pneumoconiosis, or black lung. We provide for these claims through self-insurance programs. Our pneumoconiosis benefits liability is calculated using the service cost method based on the actuarial present value of the estimated pneumoconiosis benefits obligation. Our actuarial calculations are based on numerous assumptions including disability incidence, medical costs, mortality, death benefits, dependents and discount rates. We had accrued liabilities of $108.5 million and $97.7 million for the pneumoconiosis benefits at December 31, 2020 and 2019, respectively. A one-percentage-point reduction in the discount rate would have increased the expense recognized for the year ended December 31, 2020 by approximately $4.4 million. Under the service cost method used to estimate our pneumoconiosis benefits liability, actuarial gains or losses attributable to changes in actuarial assumptions, such as the discount rate, are amortized over the remaining service period of active miners.

The discount rate for workers' compensation and pneumoconiosis is derived by applying the Financial Times Stock Exchange Pension Discount Curve to the projected liability payout. Other assumptions, such as claim development patterns, mortality, disability incidence and medical costs, are based upon standard actuarial tables adjusted for our actual historical experiences whenever possible. We review all actuarial assumptions periodically for reasonableness and consistency and update such factors when underlying assumptions, such as discount rates, change or when sustained changes in our historical experiences indicate a shift in our trend assumptions are warranted.



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Impairment of Long-Lived Assets

In addition to oil & gas reserves discussed above in the Oil & Gas Reserve Values section, we review the carrying value of long-lived assets and certain identifiable intangibles whenever events or changes in circumstances indicate that the carrying amount may not be recoverable based upon estimated undiscounted future cash flows. Long-lived assets and certain intangibles are not reviewed for impairment unless an impairment indicator is noted. Several examples of impairment indicators include:

? A significant decrease in the market price of a long-lived asset;

? A significant adverse change in the extent or manner in which a long-lived

asset is being used or in its physical condition;

A significant adverse change in legal factors or in the business climate that

? could affect the value of a long-lived asset, including an adverse action of

assessment by a regulator;

? An accumulation of costs significantly in excess of the amount originally

expected for the acquisition or construction of a long-lived asset;

A current-period operating or cash flow loss combined with a history of

? operating or cash flow losses or a projection or forecast that demonstrates

continuing losses associated with the use of a long-lived asset; or

A current expectation that, more likely than not, a long-lived asset will be

? sold or otherwise disposed of significantly before the end of its previously

estimated useful life. The term more likely that not refers to a level of

likelihood that is more than 50 percent.

The above factors are not all inclusive, and management must continually evaluate whether other factors are present that would indicate a long-lived asset may be impaired. If there is an indication that the carrying amount of an asset may not be recovered, we compare our estimate of undiscounted future cash flows attributable to the asset to the carrying value of the asset. Individual assets are grouped for impairment review purposes based on the lowest level for which there is identifiable cash flows that are largely independent of the cash flows of other groups of assets, generally on a by-mine basis. Assumptions about sales, operating margins, capital expenditures and sales prices are based on our budgets, business plans, economic projections, and anticipated future cash flows. If the carrying value of an asset exceeds the future undiscounted cash flows expected from the asset, the amount of impairment is measured by the difference between the carrying value and the fair value of the asset. The fair value of impaired assets is typically determined based on various factors, including the present values of expected future cash flows using a risk adjusted discount rate, the marketability of coal properties and the estimated fair value of assets that could be sold or used at other operations. We recorded asset impairments of $25.0 million, $15.2 million and $40.5 million in 2020, 2019 and 2018, respectively. See "Item 8. Financial Statements and Supplementary Data-Note 4 - Long-Lived Asset Impairments".





Asset Retirement Obligations


SMCRA and similar state statutes require that mined property be restored in accordance with specified standards and an approved reclamation plan. A liability is recorded for the estimated cost of future mine asset retirement and closing procedures on a present value basis when incurred or acquired and a corresponding amount is capitalized by increasing the carrying amount of the related long-lived asset. Those costs relate to permanently sealing portals at underground mines and to reclaiming the final pits and support surface acreage for both our underground mines and past surface mines. Examples of these types of costs, common to both types of mining, include, but are not limited to, removing or covering refuse piles and settling ponds, water treatment obligations, and dismantling preparation plants, other facilities and roadway infrastructure. Accrued liabilities of $127.9 million and $137.5 million for these costs are recorded at December 31, 2020 and 2019, respectively. See "Item 8. Financial Statements and Supplementary Data-Note 19 - Asset Retirement Obligations" for additional information. The liability for asset retirement and closing procedures is sensitive to changes in cost estimates, estimated mine lives and timing of post-mine reclamation activities. As changes in estimates occur (such as mine plan revisions, changes in estimated costs or changes in timing of the performance of reclamation activities), the revisions to the obligation and asset are recognized at the appropriate credit-adjusted, risk-free interest rate.

Accounting for asset retirement obligations also requires depreciation of the capitalized asset retirement cost and accretion of the asset retirement obligation over time. Depreciation is generally determined on a units-of-production basis and accretion is generally recognized over the life of the producing assets.





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On at least an annual basis, we review our entire asset retirement obligation liability and make necessary adjustments for permit changes approved by state authorities, changes in the timing of reclamation activities, and revisions to cost estimates and productivity assumptions, to reflect current experience.

Adjustments to the liability associated with these assumptions resulted in a decrease of $11.9 million for the year ended December 31, 2020. There were no material adjustments to the liability associated with these assumptions for the year ended December 31, 2019.

While the precise amount of these future costs cannot be determined with certainty, we have estimated the costs and timing of future asset retirement obligations escalated for inflation, then discounted and recorded at the present value of those estimates. Discounting resulted in reducing the accrual for asset retirement obligations by $102.1 million and $102.9 million at December 31, 2020 and 2019. We estimate that the aggregate undiscounted cost of final mine closure is approximately $230.0 million and $240.5 million at December 31, 2020 and 2019, respectively. If our assumptions differ from actual experiences, or if changes in the regulatory environment occur, our actual cash expenditures and costs that we incur could be materially different than currently estimated.

Shelf Registration Statement

In February 2018, we filed with the SEC a universal shelf registration statement allowing us to issue from time to time an indeterminate amount of debt or equity securities ("2018 Registration Statement"). At February 23, 2021, we had not utilized any amounts available under the 2018 Registration Statement.





Related-Party Transactions


See "Item 8. Financial Statements and Supplementary Data-Note 21 - Related-Party Transactions" for a discussion of our related-party transactions.

Accruals of Other Liabilities

We had accruals for other liabilities, including current obligations, totaling $321.3 million and $315.9 million at December 31, 2020 and 2019, respectively. These accruals were chiefly comprised of workers' compensation benefits, pneumoconiosis benefits, and costs associated with asset retirement obligations. These obligations are self-insured except for certain excess insurance coverage for workers' compensation. The accruals of these items were based on estimates of future expenditures based on current legislation, related regulations and other developments. Thus, from time to time, our results of operations may be significantly affected by changes to these liabilities. Please see "Item 8. Financial Statements and Supplementary Data-Note 19 - Asset Retirement Obligations" and "-Note 20 - Accrued Workers' Compensation and Pneumoconiosis Benefits."





Inflation


Any future inflationary or deflationary pressures could adversely affect the results of our operations. For example, at times our results have been significantly impacted by price increases affecting many of the components of our operating expenses such as fuel, steel, maintenance expense and labor. Please see "Item 1A. Risk Factors."





New Accounting Standards


See "Item 8. Financial Statements and Supplementary Data-Note 2 - Summary of Significant Accounting Policies" for a discussion of new accounting standards.

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