[Part I. Financial Information](index=3&type=section&id=Part%20I.%20Financial%20Information) [Consolidated Financial Statements](index=3&type=section&id=Item%201.%20Consolidated%20Financial%20Statements) This section presents Natural Resource Partners L.P.'s unaudited consolidated financial statements for the quarter ended June 30, 2019, covering balance sheets, income, and cash flows [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) The Consolidated Balance Sheet as of June 30, 2019, shows total assets of $1.22 billion, a decrease from $1.34 billion at December 31, 2018, primarily due to debt repayments Consolidated Balance Sheet Highlights (in thousands) | | June 30, 2019 (Unaudited) | December 31, 2018 | | :--- | :--- | :--- | | **Total Current Assets** | $121,275 | $242,543 | | **Total Assets** | $1,219,443 | $1,341,647 | | **Total Current Liabilities** | $68,545 | $148,746 | | **Total Liabilities** | $614,595 | $756,514 | | **Total Partners' Capital** | $443,196 | $423,481 | | **Total Liabilities and Capital** | $1,219,443 | $1,341,647 | [Consolidated Statements of Comprehensive Income](index=5&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) Net income for the three months ended June 30, 2019, was $19.4 million, down from $38.1 million in 2018, primarily due to a $29.3 million loss on debt extinguishment Statement of Comprehensive Income Highlights (in thousands) | | Three Months Ended June 30, 2019 | Three Months Ended June 30, 2018 | Six Months Ended June 30, 2019 | Six Months Ended June 30, 2018 | | :--- | :--- | :--- | :--- | :--- | | **Total Revenues and Other Income** | $81,469 | $69,619 | $148,510 | $129,748 | | **Income from Operations** | $60,844 | $52,863 | $110,783 | $97,099 | | **Net Income** | $19,351 | $38,110 | $55,070 | $62,448 | | **Net Income Attributable to Common Unitholders** | $11,614 | $29,146 | $39,269 | $45,647 | | **Diluted Net Income per Common Unit** | $0.87 | $1.71 | $2.59 | $2.83 | [Consolidated Statements of Cash Flows](index=9&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash provided by operating activities for the six months ended June 30, 2019, was $76.5 million, while net cash used in financing activities significantly increased to $197.8 million due to debt redemption Cash Flow Summary (in thousands) | | Six Months Ended June 30, 2019 | Six Months Ended June 30, 2018 | | :--- | :--- | :--- | | **Net Cash Provided by Operating Activities** | $76,546 | $74,143 | | **Net Cash Provided by (Used in) Investing Activities** | $961 | $(1,833) | | **Net Cash Used in Financing Activities** | $(197,762) | $(49,162) | | **Net (Decrease) Increase in Cash** | $(120,255) | $23,148 | [Notes to Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail accounting policies, business segments, debt refinancing, and a significant contingent consideration dispute with Anadarko - The Partnership's business consists of owning, managing, and leasing a diversified portfolio of mineral properties (coal, other resources) and a **49% non-controlling interest** in **Ciner Wyoming**, a **trona ore mining** and **soda ash production business**[30](index=30&type=chunk) - The construction aggregates business, sold in December 2018, has been classified as a **discontinued operation**, with its results presented separately for all periods[46](index=46&type=chunk) - In April 2019, NRP issued **$300 million** of **9.125% Senior Notes due 2025** and used the proceeds, along with cash on hand, to redeem its **10.500% Senior Notes due 2022**, resulting in a **$29.3 million loss on extinguishment of debt**[82](index=82&type=chunk)[86](index=86&type=chunk) - NRP is in a legal dispute with **Anadarko** over a **contingent consideration payment** related to the 2013 OCI Wyoming acquisition, with a potential loss ranging from **$0 to approximately $40 million** plus fees[111](index=111&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=33&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial performance across Coal Royalty and Soda Ash segments, highlighting debt refinancing, credit facility extension, and future capital expenditure impacts on soda ash distributions - NRP's business is organized into two operating segments: **Coal Royalty and Other**, and **Soda Ash** (**49% interest in Ciner Wyoming**)[134](index=134&type=chunk)[135](index=135&type=chunk) - In **Q2 2019**, NRP extended its **credit facility maturity to April 2023** and issued **$300 million** of **9.125% senior notes due 2025** to redeem its **10.50% senior notes due 2022**[138](index=138&type=chunk) - Management expects cash distributions from the **Soda Ash segment** (**Ciner Wyoming**) to **decrease to approximately $25-28 million per year** for the next **two to three years** to fund a significant **capacity expansion project**[148](index=148&type=chunk) [Results of Operations - Second Quarter of 2019 and 2018 Compared](index=39&type=section&id=Results%20of%20Operations%20-%20Second%20Quarter%20of%202019%20and%202018%20Compared) For Q2 2019, total revenues increased by 17% to $81.5 million, driven by the Coal Royalty and Other segment, but net income decreased to $19.1 million due to a $29.3 million loss on debt extinguishment Q2 Revenue by Segment (in thousands) | Operating Segment | Q2 2019 | Q2 2018 | Increase (Decrease) | Percentage Change | | :--- | :--- | :--- | :--- | :--- | | **Coal Royalty and Other** | $70,136 | $53,090 | $17,046 | 32% | | **Soda Ash** | $11,333 | $16,529 | $(5,196) | (31)% | | **Total** | $81,469 | $69,619 | $11,850 | 17% | - The increase in **Coal Royalty and Other revenue** was primarily driven by a **$13.9 million increase** in **production lease minimum revenues** and **$4.4 million** in **lease amendment revenues**[156](index=156&type=chunk) - A **loss on extinguishment of debt** of **$29.3 million** was recognized in **Q2 2019** related to the **redemption of the 2022 Senior Notes**[161](index=161&type=chunk) Q2 Adjusted EBITDA by Segment (in thousands) | Segment | Q2 2019 | Q2 2018 | | :--- | :--- | :--- | | **Coal Royalty and Other** | $57,677 | $44,081 | | **Soda Ash** | $9,310 | $12,250 | | **Corporate and Financing** | $(4,196) | $(3,263) | | **Total Adjusted EBITDA** | $62,791 | $53,068 | [Results of Operations - First Six Months of 2019 and 2018 Compared](index=47&type=section&id=Results%20of%20Operations%20-%20First%20Six%20Months%20of%202019%20and%202018%20Compared) For the first six months of 2019, total revenues increased 14% to $148.5 million, but net income decreased to $54.9 million due to the $29.3 million loss on debt extinguishment Six-Month Revenue by Segment (in thousands) | Operating Segment | H1 2019 | H1 2018 | Increase (Decrease) | Percentage Change | | :--- | :--- | :--- | :--- | :--- | | **Coal Royalty and Other** | $125,495 | $103,598 | $21,897 | 21% | | **Soda Ash** | $23,015 | $26,150 | $(3,135) | (12)% | | **Total** | $148,510 | $129,748 | $18,762 | 14% | - Total other revenues in the **Coal Royalty segment** increased by **$24.7 million**, driven by a **$14.0 million increase** in **production lease minimum revenues** and a **$6.0 million increase** in **minimum lease straight-line revenues**[177](index=177&type=chunk) Six-Month Adjusted EBITDA by Segment (in thousands) | Segment | H1 2019 | H1 2018 | | :--- | :--- | :--- | | **Coal Royalty and Other** | $104,676 | $88,397 | | **Soda Ash** | $19,110 | $24,500 | | **Corporate and Financing** | $(8,546) | $(7,599) | | **Total Adjusted EBITDA** | $115,240 | $105,298 | [Liquidity and Capital Resources](index=56&type=section&id=Liquidity%20and%20Capital%20Resources) As of June 30, 2019, NRP had total liquidity of $185.8 million and successfully refinanced its debt, with significant cash used in financing activities for senior notes redemption - **Total liquidity** as of **June 30, 2019** was **$185.8 million**, including **$70.9 million of cash**, **$14.9 million of restricted cash**, and **$100 million of borrowing capacity**[195](index=195&type=chunk) - Cash flows used in **financing activities** **increased by $148.6 million** year-over-year, primarily due to the **$345.6 million redemption of the 2022 Senior Notes**, partially offset by **$300 million in proceeds from the new 2025 Senior Notes**[199](index=199&type=chunk) Total Debt, Net (in thousands) | | June 30, 2019 | December 31, 2018 | | :--- | :--- | :--- | | **Current portion of long-term debt, net** | $46,040 | $115,184 | | **Long-term debt, net** | $498,029 | $557,574 | | **Total debt, net** | $544,069 | $672,758 | [Quantitative and Qualitative Disclosures About Market Risk](index=57&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risks are commodity price volatility for coal and soda ash, and interest rate changes related to its variable-rate Opco Credit Facility - The company is exposed to **commodity price risk**, as its revenues and financial condition depend substantially on prevailing prices for **coal and soda ash**, which have been and are likely to continue to be **volatile**[206](index=206&type=chunk)[210](index=210&type=chunk) - **Interest rate risk** is linked to the **Opco Credit Facility**, which has **variable rates based on LIBOR**, though there were **no borrowings outstanding** as of June 30, 2019[211](index=211&type=chunk) [Controls and Procedures](index=59&type=section&id=Item%204.%20Controls%20and%20Procedures) The CEO and CFO concluded that the company's disclosure controls and procedures were effective, with no material changes in internal control over financial reporting during the first six months of 2019 - Management, including the CEO and CFO, concluded that **disclosure controls and procedures are effective** in providing reasonable assurance for timely and accurate reporting[212](index=212&type=chunk) - **No material changes** in the Partnership's **internal control over financial reporting** occurred during the first six months of 2019[213](index=213&type=chunk) [Part II. Other Information](index=60&type=section&id=Part%20II.%20Other%20Information) [Legal Proceedings](index=60&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various legal proceedings not expected to have a material effect, with specific reference to the Anadarko lawsuit detailed in Note 14 of the financial statements - The company states that ongoing legal proceedings are **not expected to have a material impact** on its financial position, liquidity, or operations[217](index=217&type=chunk) - Specific information regarding the **Anadarko lawsuit** is incorporated by reference from **Note 14** of the consolidated financial statements[218](index=218&type=chunk) [Risk Factors](index=60&type=section&id=Item%201A.%20Risk%20Factors) This section updates risk factors, highlighting potential legislative, judicial, or administrative changes to the U.S. federal income tax treatment of publicly traded partnerships, which could negatively impact unit value - A key risk is that the **U.S. federal income tax treatment** of **publicly traded partnerships** could be **modified** by legislative, judicial, or administrative changes, potentially on a **retroactive basis**[220](index=220&type=chunk) - Proposed legislation like the **'Clean Energy for America Act'** could **repeal the section of the tax code** that allows NRP to be treated as a partnership, which would **negatively impact the value of its units**[220](index=220&type=chunk)[222](index=222&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=60&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales of equity securities or use of proceeds were reported for the period - No unregistered sales of equity securities or use of proceeds were reported[223](index=223&type=chunk) [Defaults Upon Senior Securities](index=60&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) No defaults upon senior securities were reported - No defaults upon senior securities were reported[224](index=224&type=chunk) [Mine Safety Disclosures](index=60&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) No mine safety disclosures were provided for the period - No mine safety disclosures were provided[225](index=225&type=chunk) [Other Information](index=60&type=section&id=Item%205.%20Other%20Information) No other information was reported for the period - No other information was reported[226](index=226&type=chunk) [Exhibits](index=62&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including key agreements such as the Indenture for the 2025 Senior Notes, amendments to credit agreements, and certifications - Key exhibits filed include the **Indenture for the 2025 Senior Notes**, the **Fourth Amendment to the Opco Credit Facility**, and **Sarbanes-Oxley certifications**[229](index=229&type=chunk)

Revenue and Income - For the three months ended March 31, 2019, total revenues increased by 11% to $67,041,000 compared to $60,129,000 in the same period of 2018[139]. - Coal Royalty and Other segment revenues rose by 10% to $55,359,000, while Soda Ash segment revenues increased by 21% to $11,682,000[139]. - Net income from continuing operations was $35,765,000, with Coal Royalty and Other segment generating $42,607,000 and Soda Ash segment contributing $11,682,000[129]. - Total coal royalty revenues increased by 4% to $32,131, up from $31,002 in the previous year[143]. - Other revenues increased by 29% to $17,371, primarily due to higher minimum lease straight-line revenues and coal overriding royalty revenues[143]. Cash Flow and Liquidity - Distributable cash flow (DCF) for the period was $23,139,000, while free cash flow (FCF) was $23,273,000[129]. - Net cash provided by operating activities increased by $3.2 million, from $19.8 million in Q1 2018 to $23.0 million in Q1 2019, primarily due to timing of cash collections and lower interest payments[163]. - Distributable cash flow (DCF) increased by $2.5 million to $23.139 million, while free cash flow (FCF) increased by $3.3 million to $23.273 million in Q1 2019[158]. - Total liquidity as of March 31, 2019, was $229.7 million, consisting of $112.4 million in cash and cash equivalents, $17.3 million in restricted cash, and $100 million borrowing capacity[161]. Expenses and Debt - Operating expenses rose by 8% to $17,102, driven by a 35% increase in operating and maintenance expenses[147]. - Interest expense decreased by $3.8 million due to lower debt balances from debt repayments[148]. - Total debt decreased from $672.8 million as of December 31, 2018, to $587.7 million as of March 31, 2019[166]. - Cash flows used in financing activities increased by $71.3 million to $99.6 million in Q1 2019, primarily due to increased payments on the Opco Senior Notes[165]. Production and Market Outlook - Total coal production decreased by 4% to 6,045 tons compared to 6,292 tons in the same period last year[142]. - The company expects metallurgical coal prices to remain stable for the remainder of 2019, driven by global steel demand[132]. - Domestic thermal coal prices and production volumes are anticipated to decline modestly in the second half of 2019 as current supply contracts roll off[134]. - Ciner Wyoming is considering expanding its production capacity, which may require significantly higher capital expenditures than in recent years[137]. Segment Performance - Adjusted EBITDA for the total operations was $52,449,000, with Coal Royalty and Other contributing $46,999,000 and Soda Ash contributing $9,800,000[129]. - Adjusted EBITDA for Coal Royalty and Other segment increased by $2.7 million to $46,999, reflecting higher revenues[154]. - Soda Ash segment revenues increased by $2.1 million due to higher production and sales volumes[146]. - Coal royalty revenues from the Appalachia region increased by $2.5 million, offsetting declines in other regions[145]. Financial Strategy - The company plans to use proceeds from $300 million senior unsecured notes to redeem outstanding 10.50% senior unsecured notes, enhancing financial flexibility[127]. - The company remains focused on maintaining sufficient liquidity to manage through commodity price volatility while servicing debt and making distributions to unitholders[128]. - The company extended the maturity date of the $100 million Opco Credit Facility to April 2023 and issued $300 million in new senior notes due 2025[162]. - The company intends to use $17.3 million of restricted cash for required amortization payments on the Opco Senior Notes in 2019[161]. - The company remains in compliance with the financial covenants in its debt agreements[166].

Natural Resource Partners LP (NYSE:NRP) Q1 2019 Earnings Conference Call May 8, 2019 10:00 AM ET Company Participants Tiffany Sammis ??? Manager-Investor Relations Craig Nunez ??? President and Chief Operating Officer Chris Zolas ??? Chief Financial Officer Conference Call Participants Mark Levin ??? Seaport Global Patrick Malayter ??? CPA Growth Partners Operator Good morning and welcome to the Natural Resource Partners First Quarter 2019 Earnings Conference Call. My name is Lori and I will be facilitating ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-31465 NATURAL RESOURCE PARTNERS L.P. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or orga ...

Natural Resource Partners LP (NYSE:NRP) Q4 2018 Earnings Conference Call March 7, 2019 10:00 AM ET Company Participants Tiffany Sammis ??? Manager of Investor Relations Craig Nunez ??? President and Chief Operating Officer Chris Zolas ??? Chief Financial Officer Kevin Craig ??? Executive Vice President-Coal Conference Call Participants Nick Jarmoszuk ??? Stifel Operator Good morning, ladies and gentlemen, and welcome to the Natural Resource Partners LP Fourth Quarter and Full Year 2018 Earnings Conference C ...