UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): June 5, 2020

 

 

CONSOL COAL RESOURCES LP

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-37456   47-3445032

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

1000 CONSOL Energy Drive, Suite 100

Canonsburg, Pennsylvania 15317

(Address of principal executive offices)

(Zip code)

Registrant’s telephone number, including area code:

(724) 416-8300

Not applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of exchange
on which registered

Common units representing limited partner interests   CCR   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company   ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☒

 

 

 

Item 1.01 Entry into a Material Definitive Agreement.

Amendment to Credit Facility

On June 5, 2020, CONSOL Coal Resources LP (the “Partnership”) and certain of its subsidiaries (collectively, the “Credit Parties”) entered into that certain Amendment No. 2 (the “Partnership Credit Facility Amendment”) to the previously disclosed Affiliated Company Credit Agreement (the “Original Affiliated Company Credit Agreement”) by and among the Credit Parties, CONSOL Energy, Inc., as lender and administrative agent, and PNC Bank, National Association. The Partnership Credit Facility Amendment included several material changes to the Original Affiliated Company Credit Agreement described below.

Changes in Interest Rates. The Partnership Credit Facility Amendment effected a 50 basis points increase in the rate at which borrowings under the Partnership Credit Facility bear interest.

Covenants. The Partnership Credit Facility, as amended by the Partnership Credit Facility Amendment, continues to contain a number of customary affirmative and negative covenants. The Partnership Credit Facility Amendment revised the financial covenants in the Partnership Credit Facility, so that:

 

  •  

for the fiscal quarters ending June 30, 2020, through March 31, 2021, the maximum first lien gross leverage ratio shall be 3.75 to 1.00 and the maximum total net leverage ratio shall be 4.00 to 1.00;

 

  •  

for the fiscal quarters ending June 30, 2021 through September 30, 2021, the maximum first lien gross leverage ratio shall be 3.50 to 1.00 and the maximum total net leverage ratio shall be 3.75 to 1.00;

 

  •  

for the fiscal quarters ending December 31, 2021 through March 31, 2022, the maximum first lien gross leverage ratio shall be 3.00 to 1.00 and the maximum total net leverage ratio shall be 3.50 to 1.00; and

 

  •  

for the fiscal quarters ending on or after June 30, 2022, the maximum first lien gross leverage ratio shall be 2.75 to 1.00 and the maximum total net leverage ratio shall be 3.25 to 1.00.

The Partnership Credit Facility Amendment also added additional conditions to be met for the covenants relating to general investments, investments in unrestricted subsidiaries and distributions to equity holders of the Partnership.

The description of the Partnership Credit Facility Amendment set forth above is not complete and is subject to and qualified in its entirety by reference to the complete text of the Partnership Credit Facility Amendment, a copy of which is filed herewith as Exhibit 10.1, and the terms of which are incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The response to Item 1.01 is incorporated herein by reference to this Item 2.03.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit
Number 		  

Description of Exhibit

10.1    Amendment No. 2, dated as of June 5, 2020, to Affiliated Company Credit Agreement, dated November  28, 2017, by and among CONSOL Coal Resources LP, certain of its affiliates party thereto, CONSOL Energy Inc. and PNC Bank, National Association

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

CONSOL COAL RESOURCES LP

(Registrant)

By:   CONSOL Coal Resources GP, LLC, its general partner
By:   /s/ Martha A. Wiegand
 

Martha A. Wiegand

 

General Counsel and Secretary

Dated: June 11, 2020

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