11/04/2026 | Press release | Distributed by Public on 11/04/2026 11:56
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following review of operations for the three and nine month periods ended September 30, 2026 and 2025 should be read in conjunction with our Consolidated Financial Statements and the Notes to Consolidated Financial Statements included in this Form 10-Q and with the Consolidated Financial Statements, Notes to Consolidated Financial Statements and Management's Discussion and Analysis included in the Natural Resource Partners L.P. Annual Report on Form 10-K for the year ended December 31, 2025.
As used herein, unless the context otherwise requires: "we," "our," "us" and the "Partnership" refer to Natural Resource Partners L.P. and, where the context requires, our subsidiaries. References to "NRP" and "Natural Resource Partners" refer to Natural Resource Partners L.P. only, and not to NRP (Operating) LLC or any of Natural Resource Partners L.P.'s subsidiaries. References to "Opco" refer to NRP (Operating) LLC, a wholly owned subsidiary of NRP, and its subsidiaries.
INFORMATION REGARDING FORWARD-LOOKING STATEMENTS
Statements included in this 10-Q may constitute forward-looking statements. In addition, we and our representatives may from time to time make other oral or written statements which are also forward-looking statements. Such forward-looking statements include, among other things, statements regarding: future distributions on our common units; our business strategy; our liquidity and access to capital and financing sources; our financial strategy; prices of and demand for coal, trona and soda ash, and other natural resources; estimated revenues, expenses and results of operations; projected future performance by our lessees; Sisecam Wyoming LLC's ("Sisecam Wyoming's") trona mining and soda ash refinery operations; distributions from our soda ash business; the impact of governmental policies, laws and regulations, as well as regulatory and legal proceedings involving us, and of scheduled or potential regulatory or legal changes; and global and U.S. economic conditions.
These forward-looking statements speak only as of the date hereof and are made based upon our current plans, expectations, estimates, assumptions and beliefs concerning future events impacting us and involve a number of risks and uncertainties. We caution that forward-looking statements are not guarantees and that actual results could differ materially from those expressed or implied in the forward-looking statements. You should not put undue reliance on any forward-looking statements. See "Item 1A. Risk Factors" included in this Form 10-Q and in our Annual Report on Form 10-K for the year ended December 31, 2025 for important factors that could cause our actual results of operations or our actual financial condition to differ.
NON-GAAP FINANCIAL MEASURES
Adjusted EBITDA
Adjusted EBITDA is a non-GAAP financial measure that we define as net income (loss) less equity in earnings from unconsolidated investment; plus total distributions from unconsolidated investment, interest expense, net, debt modification expense, loss on extinguishment of debt, depreciation, depletion and amortization and asset impairments. Adjusted EBITDA should not be considered an alternative to, or more meaningful than, net income or loss, net income or loss attributable to partners, operating income or loss, cash flows from operating activities or any other measure of financial performance presented in accordance with GAAP as measures of operating performance, liquidity or ability to service debt obligations. There are significant limitations to using Adjusted EBITDA as a measure of performance, including the inability to analyze the effect of certain recurring items that materially affect our net income, the lack of comparability of results of operations of different companies and the different methods of calculating Adjusted EBITDA reported by different companies. In addition, Adjusted EBITDA presented below is not calculated or presented on the same basis as Consolidated EBITDA as defined in our partnership agreement or Consolidated EBITDDA as defined in Opco's debt agreements. For a description of Opco's debt agreements, see Note 8. Debt, Net in the Notes to Consolidated Financial Statements included herein as well as in "Item 8. Financial Statements and Supplementary Data-Note 11. Debt, Net" in our Annual Report on Form 10-K for the year ended December 31, 2025. Adjusted EBITDA is a supplemental performance measure used by our management and by external users of our financial statements, such as investors, commercial banks, research analysts and others to assess the financial performance of our assets without regard to financing methods, capital structure or historical cost basis.
Free Cash Flow
Free cash flow ("FCF") represents net cash provided by (used in) operating activities plus distributions from unconsolidated investment in excess of cumulative earnings and return of long-term contract receivable; less capital expenditures, cash flow used in acquisition costs classified as investing or financing activities, and capital to unconsolidated investment classified as an investing activity. FCF is calculated before mandatory debt repayments. FCF is not a measure of financial performance under GAAP and should not be considered as an alternative to cash flows from operating, investing or financing activities. FCF may not be calculated the same for us as for other companies. FCF is a supplemental liquidity measure used by our management and by external users of our financial statements, such as investors, commercial banks, research analysts and others to assess our ability to make cash distributions and repay debt.
Free Cash Flow Available for Common Unitholder and GP Distributions
Free cash flow ("FCF") available for common unitholder and GP distributions represents free cash flow, as defined above, adjusted for cash for debt repayments, other changes in cash (which includes cash flow used for taxes on unit-based award settlements, capital contributed by the general partner, proceeds from asset sales, cash flow used in unit buybacks or asset acquisitions), and cash retained at the discretion of the Board of Directors. FCF available for common unitholder and GP distributions is not a measure of financial performance under GAAP and should not be considered as an alternative to cash flows from operating, investing or financing activities. FCF available for common unitholder and GP distributions may not be calculated the same for us as for other companies. FCF available for common unitholder and GP distributions is a supplemental liquidity measure used by our management and by external users of our financial statements, such as investors, commercial banks, research analysts and others to assess cash that is available for distribution to our unitholders.
Leverage Ratio
Leverage ratio represents the outstanding principal of our debt at the end of the period divided by the last twelve months' Adjusted EBITDA as defined above. We believe that leverage ratio is a useful measure to management and investors to evaluate and monitor our indebtedness relative to our ability to generate income to service such debt and in understanding trends in our overall financial condition. Leverage ratio may not be calculated the same for us as for other companies and is not a substitute for, and should not be used in conjunction with, GAAP financial ratios.
Introduction
The following discussion and analysis present management's view of our business, financial condition and overall performance. Our discussion and analysis consist of the following subjects:
• Executive Overview
• Results of Operations
• Liquidity and Capital Resources
• Off-Balance Sheet Transactions
• Related Party Transactions
• Summary of Critical Accounting Estimates
• Recent Accounting Standards
Executive Overview
We are a diversified natural resource company engaged principally in the business of owning, managing and leasing a diversified portfolio of mineral properties in the United States, including interests in coal and other natural resources and own a non-controlling 49% interest in Sisecam Wyoming, a trona ore mining and soda ash production business. Our common units trade on the New York Stock Exchange under the symbol "NRP." Our business is organized into two reportable segments:
Mineral Rights-consists of approximately 13 million acres of mineral interests and other subsurface rights across the United States. If combined in a single tract, our ownership would cover roughly 20,000 square miles. Our assets provide critical inputs for the manufacturing of steel, electricity and building materials as well as opportunities for carbon sequestration and renewable energy.
Soda Ash-consists of our 49% non-controlling equity interest in Sisecam Wyoming, one of the world's lowest-cost producers of soda ash, an essential ingredient for the manufacturing of glass, solar panels, detergents, and batteries for electric vehicles. Operations are managed by our partner, Sisecam Chemicals Wyoming LLC, and we realize cash flow when distributions are paid to us.
Corporate and Financing includes functional corporate departments that do not earn revenues. Costs incurred by these departments include interest and financing, corporate headquarters and overhead, centralized treasury, legal and accounting and other corporate-level activity not specifically allocated to a reportable segment.
Our financial results for the nine months ended September 30, 2026 are as follows:
|
Reportable Segments |
||||||||||||||||
|
(In thousands) |
Mineral Rights |
Soda Ash |
Corporate and Financing |
Total |
||||||||||||
|
Revenues and other income |
$ | 149,142 | $ | (16,859 | ) | $ | - | $ | 132,283 | |||||||
|
Net income (loss) |
$ | 106,704 | $ | (17,062 | ) | $ | (18,305 | ) | $ | 71,337 | ||||||
|
Adjusted EBITDA (1) |
$ | 131,961 | $ | (203 | ) | $ | (15,714 | ) | $ | 116,044 | ||||||
|
Cash flow provided by (used in) continuing operations |
||||||||||||||||
|
Operating activities |
$ | 132,744 | $ | (203 | ) | $ | (14,585 | ) | $ | 117,956 | ||||||
|
Investing activities |
$ | 2,369 | $ | (39,200 | ) | $ | - | $ | (36,831 | ) | ||||||
|
Financing activities |
$ | (1,256 | ) | $ | - | $ | (58,318 | ) | $ | (59,574 | ) | |||||
|
Free cash flow (1) |
$ | 135,062 | $ | (39,403 | ) | $ | (14,585 | ) | $ | 81,074 | ||||||
|
(1) |
See "Results of Operations" below for reconciliations to the most comparable GAAP financial measures. |
Current Results/Market Commentary
Financial Results and Quarterly Distributions
We generated $118.0 million of operating cash flow and $81.1 million of free cash flow during the nine months ended September 30, 2026, and ended the quarter with $251.7 million of liquidity consisting of $51.7 million of cash and cash equivalents and $200.0 million of available borrowing capacity under our Opco Credit Facility. As of September 30, 2026 our leverage ratio was 0.1 x.
In February 2026, we paid a cash distribution of $0.75 per common unit of NRP with respect to the fourth quarter of 2025. In March 2026, we paid a special cash distribution of $0.12 per common unit of NRP to help cover unitholder tax liabilities associated with owning NRP's common units in 2025. In May 2026, we paid a cash distribution of $0.75 per common unit of NRP with respect to the first quarter of 2026. In August 2026, we paid a cash distribution of $0.75 per common unit of NRP with respect to the second quarter of 2026. We fully repaid the remaining $13 million balance on our Opco Credit Facility during the third quarter of 2026. As a result and consistent with our communications throughout the year, the Partnership was able to significantly increase the distribution with respect to the third quarter of 2026. In November 2026, the Board of Directors declared a distribution of $2.34 per common unit with respect to the third quarter of 2026. Future distributions on our common units will be determined on a quarterly basis by the Board of Directors. The Board of Directors considers numerous factors each quarter in determining cash distributions, including profitability, cash flow, debt service obligations, market conditions and outlook, estimated unitholder income tax liability and the level of cash reserves that the Board of Directors determines is necessary for future operating and capital needs.
Mineral Rights Reportable Segment
Revenues and other income during the nine months ended September 30, 2026 decreased $6.7 million, or 4%, as compared to the prior year period primarily due to lower thermal coal revenues, production lease minimum revenues, property tax revenues, and gains on asset sales, partially offset by higher metallurgical coal revenues, override royalty revenues and processing and transportation revenues. Cash provided by operating activities and free cash flow during the nine months ended September 30, 2026 was essentially flat year-over-year as decreases in thermal coal revenues and one time lease amendment fees were partially offset by increased metallurgical coal revenues, override royalty revenues and transportation and processing revenues.
Our mineral rights segment cash flows are primarily tied to market prices of metallurgical and thermal coal, commodities characterized by volatile and unpredictable price movements. As a result, the free cash flow generated by this segment may also be quite volatile. Metallurgical coal pricing improved in the third quarter of 2026, however, we expect continued pressure on pricing as soft global demand for steel persists. Thermal coal prices remain muted due to low natural gas prices and ample coal stockpiles at power plants. We do not expect any meaningful change to pricing in 2027.
We continue to explore opportunities to create value through carbon sequestration and renewable energy production across our vast portfolio of mineral and surface assets but have no material developments to report on our carbon neutral initiatives.
Soda Ash Reportable Segment
Revenues and other income during the nine months ended September 30, 2026 decreased $21.6 million, or 455%, as compared to the prior year period primarily due to lower sales prices in 2026.
Our soda ash segment cash flows result from distributions received from Sisecam Wyoming, which we do not control. Cash provided by operating activities during the nine months ended September 30, 2026 decreased $7.9 million as compared to the prior year period due primarily to $7.8 million in distributions received from Sisecam Wyoming in 2025 and no distribution received from Sisecam Wyoming in 2026. Free cash flow decreased $47.1 million as compared to the prior year period primarily due to the $39.2 million capital investment made to Sisecam Wyoming in the first quarter of 2026 in addition to $7.8 million in distributions received from Sisecam Wyoming in 2025.
Soda ash prices are volatile and remain low as capacity in China has grown faster than global demand. We do not expect to receive distributions from Sisecam Wyoming until the soda ash market returns to equilibrium through capacity rationalization and increased demand, something not expected to occur in the near term.
Results of Operations
Third Quarter of 2026 and 2025 Compared
Revenues and Other Income
The following table includes our revenues and other income by reportable segment:
| For the Three Months Ended September 30, | Percentage | |||||||||||||||
|
Reportable Segment (In thousands) |
2026 |
2025 |
Decrease |
Change |
||||||||||||
|
Mineral Rights |
$ | 48,946 | $ | 52,321 | $ | (3,375 | ) | (6 | )% | |||||||
|
Soda Ash |
(4,126 | ) | (2,390 | ) | (1,736 | ) | (73 | )% | ||||||||
|
Total |
$ | 44,820 | $ | 49,931 | $ | (5,111 | ) | (10 | )% | |||||||
The changes in revenues and other income are discussed for each of the reportable segments below:
Mineral Rights
The following table presents coal sales volumes, coal royalty revenue per ton and coal royalty revenues by major coal producing region, the significant categories of other revenues and other income:
| For the Three Months Ended September 30, |
Increase |
Percentage |
||||||||||||||
|
(In thousands, except per ton data) |
2026 |
2025 |
(Decrease) |
Change |
||||||||||||
|
Coal sales volumes (tons) |
||||||||||||||||
|
Appalachia |
||||||||||||||||
|
Northern |
2,075 | 1,508 | 567 | 38 | % | |||||||||||
|
Central |
3,442 | 3,296 | 146 | 4 | % | |||||||||||
|
Southern |
494 | 678 | (184 | ) | (27 | )% | ||||||||||
|
Total Appalachia |
6,011 | 5,482 | 529 | 10 | % | |||||||||||
|
Illinois Basin |
1,468 | 1,005 | 463 | 46 | % | |||||||||||
|
Northern Powder River Basin |
507 | 841 | (334 | ) | (40 | )% | ||||||||||
|
Gulf Coast |
186 | 201 | (15 | ) | (7 | )% | ||||||||||
|
Total coal sales volumes |
8,172 | 7,529 | 643 | 9 | % | |||||||||||
|
Coal royalty revenue per ton |
||||||||||||||||
|
Appalachia |
||||||||||||||||
|
Northern |
$ | 1.18 | $ | 1.48 | $ | (0.30 | ) | (20 | )% | |||||||
|
Central |
6.24 | 6.08 | 0.16 | 3 | % | |||||||||||
|
Southern |
11.73 | 8.36 | 3.37 | 40 | % | |||||||||||
|
Illinois Basin |
2.32 | 1.93 | 0.39 | 20 | % | |||||||||||
|
Northern Powder River Basin |
5.29 | 4.68 | 0.61 | 13 | % | |||||||||||
|
Gulf Coast |
0.88 | 0.80 | 0.08 | 10 | % | |||||||||||
|
Combined average coal royalty revenue per ton |
4.40 | 4.51 | (0.11 | ) | (2 | )% | ||||||||||
|
Coal royalty revenues |
||||||||||||||||
|
Appalachia |
||||||||||||||||
|
Northern |
$ | 2,451 | $ | 2,225 | $ | 226 | 10 | % | ||||||||
|
Central |
21,470 | 20,051 | 1,419 | 7 | % | |||||||||||
|
Southern |
5,796 | 5,666 | 130 | 2 | % | |||||||||||
|
Total Appalachia |
29,717 | 27,942 | 1,775 | 6 | % | |||||||||||
|
Illinois Basin |
3,410 | 1,943 | 1,467 | 76 | % | |||||||||||
|
Northern Powder River Basin |
2,680 | 3,932 | (1,252 | ) | (32 | )% | ||||||||||
|
Gulf Coast |
164 | 161 | 3 | 2 | % | |||||||||||
|
Unadjusted coal royalty revenues |
35,971 | 33,978 | 1,993 | 6 | % | |||||||||||
|
Coal royalty adjustment for minimum leases |
(829 | ) | 215 | (1,044 | ) | (486 | )% | |||||||||
|
Total coal royalty revenues |
$ | 35,142 | $ | 34,193 | $ | 949 | 3 | % | ||||||||
|
Other revenues |
||||||||||||||||
|
Production lease minimum revenues |
$ | 531 | $ | 1,365 | $ | (834 | ) | (61 | )% | |||||||
|
Minimum lease straight-line revenues |
4,019 | 4,176 | (157 | ) | (4 | )% | ||||||||||
|
Oil and gas royalty revenues |
1,477 | 1,787 | (310 | ) | (17 | )% | ||||||||||
|
Carbon neutral revenues |
245 | 316 | (71 | ) | (22 | )% | ||||||||||
|
Property tax revenues |
420 | 2,105 | (1,685 | ) | (80 | )% | ||||||||||
|
Wheelage revenues |
2,055 | 2,225 | (170 | ) | (8 | )% | ||||||||||
|
Coal overriding royalty revenues |
544 | 297 | 247 | 83 | % | |||||||||||
|
Lease amendment revenues |
1,117 | 1,699 | (582 | ) | (34 | )% | ||||||||||
|
Aggregates royalty revenues |
1,198 | 1,011 | 187 | 18 | % | |||||||||||
|
Other revenues |
241 | 441 | (200 | ) | (45 | )% | ||||||||||
|
Total other revenues |
$ | 11,847 | $ | 15,422 | $ | (3,575 | ) | (23 | )% | |||||||
|
Royalty and other mineral rights |
$ | 46,989 | $ | 49,615 | $ | (2,626 | ) | (5 | )% | |||||||
|
Transportation and processing services revenues |
1,952 | 1,800 | 152 | 8 | % | |||||||||||
|
Gain on asset sales and disposals |
5 | 906 | (901 | ) | (99 | )% | ||||||||||
|
Total Mineral Rights segment revenues and other income |
$ | 48,946 | $ | 52,321 | $ | (3,375 | ) | (6 | )% | |||||||
Coal Royalty Revenues
Approximately 70% of coal royalty revenues and approximately 45% of coal royalty sales volumes were derived from metallurgical coal during the three months ended September 30, 2026. Total coal royalty revenues increased $0.9 million primarily due to increased volumes and prices at certain metallurgical properties during the three months ended September 30, 2026, as compared to the prior year quarter.
Total Other Revenues
Total other revenues decreased $3.6 million during the nine months ended September 30, 2026 as compared to the prior year period. This decrease was partially due to a $1.7 million decrease in property tax revenues and a $0.8 million decrease in production lease minimum revenues.
Soda Ash
Revenues and other income related to our Soda Ash segment decreased $1.7 million as compared to the prior year quarter primarily due to lower sales prices in 2026.
Total Operating Expenses
The following table presents the significant categories of our consolidated operating expenses:
|
For the Three Months Ended September 30, |
Increase |
Percentage |
||||||||||||||
|
(In thousands) |
2026 |
2025 |
(Decrease) |
Change |
||||||||||||
|
Operating expenses |
||||||||||||||||
|
Operating and maintenance expenses |
$ | 5,540 | $ | 7,654 | $ | (2,114 | ) | (28 | )% | |||||||
|
Depreciation, depletion and amortization |
6,526 | 3,868 | 2,658 | 69 | % | |||||||||||
|
General and administrative expenses |
5,660 | 5,725 | (65 | ) | (1 | )% | ||||||||||
|
Total operating expenses |
$ | 17,726 | $ | 17,247 | $ | 479 | 3 | % | ||||||||
Total operating expenses was essentially flat period-over-period. The $2.7 million increase in depreciation, depletion and amortization expense was partially offset by a $2.1 in million decrease in operating and maintenance expenses. The increase in depreciation, depletion and amortization expense was primarily due to revised engineering and increased depletion rate at a thermal property. This property continues to hold significant economic tons and long-term mine life, and there has been no material change to our estimate of the segment's long-term earning power. The decrease in operating and maintenance expenses was primarily due to the change in the current expected credit loss allowance as discussed in Note 14. Credit Losses in the Notes to Consolidated Financial Statements.
Interest Expense, Net
Interest expense, net, decreased $1.2 million due to less debt outstanding during the three months ended September 30, 2026 as compared to the prior year quarter.
Adjusted EBITDA (Non-GAAP Financial Measure)
The following table reconciles net income (loss) (the most comparable GAAP financial measure) to Adjusted EBITDA:
|
Reportable Segments |
||||||||||||||||
|
For the Three Months Ended (In thousands) |
Mineral Rights |
Soda Ash |
Corporate and Financing |
Total |
||||||||||||
|
September 30, 2026 |
||||||||||||||||
|
Net income (loss) |
$ | 36,937 | $ | (4,178 | ) | $ | (6,217 | ) | $ | 26,542 | ||||||
|
Add: equity in loss from unconsolidated investment |
- | 4,126 | - | 4,126 | ||||||||||||
|
Add: interest expense, net |
- | - | 552 | 552 | ||||||||||||
|
Add: depreciation, depletion and amortization |
6,521 | - | 5 | 6,526 | ||||||||||||
|
Adjusted EBITDA |
$ | 43,458 | $ | (52 | ) | $ | (5,660 | ) | $ | 37,746 | ||||||
|
September 30, 2025 |
||||||||||||||||
|
Net income (loss) |
$ | 40,859 | $ | (2,446 | ) | $ | (7,508 | ) | $ | 30,905 | ||||||
|
Add: equity in loss from unconsolidated investment |
- | 2,390 | - | 2,390 | ||||||||||||
|
Add: interest expense, net |
- | - | 1,779 | 1,779 | ||||||||||||
|
Add: depreciation, depletion and amortization |
3,864 | - | 4 | 3,868 | ||||||||||||
|
Adjusted EBITDA |
$ | 44,723 | $ | (56 | ) | $ | (5,725 | ) | $ | 38,942 | ||||||
Net income decreased $4.4 million during the three months ended September 30, 2026 as compared to the prior year quarter primarily due to the decrease in revenues and other income, as discussed above. Adjusted EBITDA decreased $1.2 million as compared to the prior year quarter primarily due to the decrease in revenues and other income within our Mineral Rights segment, partially offset by the decrease in operating and maintenance expenses within our Mineral Rights segment.
Free Cash Flow ("FCF") and Free Cash Flow Available for Common Unitholder and GP Distributions (Non-GAAP Financial Measures)
The following table presents the three major categories of the statement of cash flows:
|
Reportable Segments |
||||||||||||||||
|
For the Three Months Ended (In thousands) |
Mineral Rights |
Soda Ash |
Corporate and Financing |
Total |
||||||||||||
|
September 30, 2026 |
||||||||||||||||
|
Cash flow provided by (used in) |
||||||||||||||||
|
Operating activities |
$ | 46,338 | $ | (52 | ) | $ | (2,294 | ) | $ | 43,992 | ||||||
|
Investing activities |
792 | - | - | 792 | ||||||||||||
|
Financing activities |
- | - | (23,224 | ) | (23,224 | ) | ||||||||||
|
September 30, 2025 |
||||||||||||||||
|
Cash flow provided by (used in) |
||||||||||||||||
|
Operating activities |
$ | 44,428 | $ | (55 | ) | $ | (3,278 | ) | $ | 41,095 | ||||||
|
Investing activities |
1,634 | - | - | 1,634 | ||||||||||||
|
Financing activities |
- | - | (42,054 | ) | (42,054 | ) | ||||||||||
The following table reconciles net cash provided by (used in) operating activities (the most comparable GAAP financial measure) to FCF and FCF to Free Cash Flow Available for Common Unitholder and GP Distributions:
|
Reportable Segments |
||||||||||||||||
|
For the Three Months Ended (In thousands) |
Mineral Rights |
Soda Ash |
Corporate and Financing |
Total |
||||||||||||
|
September 30, 2026 |
||||||||||||||||
|
Net cash provided by (used in) operating activities |
$ | 46,338 | $ | (52 | ) | $ | (2,294 | ) | $ | 43,992 | ||||||
|
Add: return of long-term contract receivable |
787 | - | - | 787 | ||||||||||||
|
Free cash flow |
$ | 47,125 | $ | (52 | ) | $ | (2,294 | ) | $ | 44,779 | ||||||
|
Less: cash for debt repayments |
- | - | (13,084 | ) | (13,084 | ) | ||||||||||
|
Add: other changes in cash |
||||||||||||||||
|
Add: proceeds from asset sales |
5 | - | - | 5 | ||||||||||||
|
Less: cash used for taxes on unit-based award settlements |
- | - | - | - | ||||||||||||
|
Add: capital contributed by the general partner |
- | - | - | - | ||||||||||||
|
Total other changes in cash |
5 | - | - | 5 | ||||||||||||
|
Free cash flow available for common unitholder and GP distributions |
$ | 47,130 | $ | (52 | ) | $ | (15,378 | ) | $ | 31,700 | ||||||
|
Free cash flow available for common unitholder and GP distributions per unit |
$ | 2.34 | ||||||||||||||
|
September 30, 2025 |
||||||||||||||||
|
Net cash provided by (used in) operating activities |
$ | 44,428 | $ | (55 | ) | $ | (3,278 | ) | $ | 41,095 | ||||||
|
Add: return of long-term contract receivable |
728 | - | - | 728 | ||||||||||||
|
Free cash flow |
$ | 45,156 | $ | (55 | ) | $ | (3,278 | ) | $ | 41,823 | ||||||
|
Less: cash for debt repayments |
- | - | (32,674 | ) | (32,674 | ) | ||||||||||
|
Add: other changes in cash |
||||||||||||||||
|
Add: proceeds from asset sales |
906 | - | - | 906 | ||||||||||||
|
Less: cash used for taxes on unit-based award settlements |
- | - | - | - | ||||||||||||
|
Add: capital contributed by the general partner |
- | - | - | - | ||||||||||||
|
Total other changes in cash |
906 | - | - | 906 | ||||||||||||
|
Free cash flow available for common unitholder and GP distributions |
$ | 46,062 | $ | (55 | ) | $ | (35,952 | ) | $ | 10,055 | ||||||
|
Free cash flow available for common unitholder and GP distributions per unit |
$ | 0.75 | ||||||||||||||
Operating cash flow and FCF increased $2.9 million and $3.0 million, as compared to the prior year quarter due to the following:
|
• |
Mineral Rights Segment |
|
◦ |
Operating cash flow and FCF increased $1.9 million and $2.0 million, respectively, primarily due to increased thermal coal sales volumes and increased prices and volumes at certain metallurgical properties during the three months ended September 30, 2026, partially offset by timing of minimum payments and lease amendment fees in the third quarter of 2025. |
|
• |
Corporate and Financing |
|
◦ |
Operating cash flow and FCF each improved by $1.0 million as compared to the prior year quarter primarily due to lower cash paid for interest during the three months ended September 30, 2026 as a result of less debt outstanding. |
First Nine Months of 2026 and 2025 Compared
Revenues and Other Income
The following table includes our revenues and other income by reportable segment:
|
For the Nine Months Ended September 30, |
Percentage |
|||||||||||||||
|
Reportable Segment (In thousands) |
2026 |
2025 |
Decrease |
Change |
||||||||||||
|
Mineral Rights |
$ | 149,142 | $ | 155,824 | $ | (6,682 | ) | (4 | )% | |||||||
|
Soda Ash |
(16,859 | ) | 4,746 | (21,605 | ) | (455 | )% | |||||||||
|
Total |
$ | 132,283 | $ | 160,570 | $ | (28,287 | ) | (18 | )% | |||||||
The changes in revenues and other income are discussed for each of the reportable segments below:
Mineral Rights
The following table presents coal sales volumes, coal royalty revenue per ton and coal royalty revenues by major coal producing region, the significant categories of other revenues and other income:
|
For the Nine Months Ended September 30, |
Increase |
Percentage |
||||||||||||||
|
(In thousands, except per ton data) |
2026 |
2025 |
(Decrease) |
Change |
||||||||||||
|
Coal sales volumes (tons) |
||||||||||||||||
|
Appalachia |
||||||||||||||||
|
Northern |
4,039 | 1,764 | 2,275 | 129 | % | |||||||||||
|
Central |
9,780 | 9,797 | (17 | ) | (0 | )% | ||||||||||
|
Southern |
1,276 | 1,522 | (246 | ) | (16 | )% | ||||||||||
|
Total Appalachia |
15,095 | 13,083 | 2,012 | 15 | % | |||||||||||
|
Illinois Basin |
6,304 | 5,984 | 320 | 5 | % | |||||||||||
|
Northern Powder River Basin |
991 | 2,183 | (1,192 | ) | (55 | )% | ||||||||||
|
Gulf Coast |
546 | 614 | (68 | ) | (11 | )% | ||||||||||
|
Total coal sales volumes |
22,936 | 21,864 | 1,072 | 5 | % | |||||||||||
|
Coal royalty revenue per ton |
||||||||||||||||
|
Appalachia |
||||||||||||||||
|
Northern |
$ | 1.21 | $ | 1.51 | $ | (0.30 | ) | (20 | )% | |||||||
|
Central |
6.16 | 6.22 | (0.06 | ) | (1 | )% | ||||||||||
|
Southern |
11.57 | 8.58 | 2.99 | 35 | % | |||||||||||
|
Illinois Basin |
2.37 | 2.29 | 0.08 | 3 | % | |||||||||||
|
Northern Powder River Basin |
5.31 | 4.83 | 0.48 | 10 | % | |||||||||||
|
Gulf Coast |
0.85 | 0.79 | 0.06 | 8 | % | |||||||||||
|
Combined average coal royalty revenue per ton |
4.38 | 4.64 | (0.26 | ) | (6 | )% | ||||||||||
|
Coal royalty revenues |
||||||||||||||||
|
Appalachia |
||||||||||||||||
|
Northern |
$ | 4,881 | $ | 2,660 | $ | 2,221 | 83 | % | ||||||||
|
Central |
60,212 | 60,971 | (759 | ) | (1 | )% | ||||||||||
|
Southern |
14,764 | 13,060 | 1,704 | 13 | % | |||||||||||
|
Total Appalachia |
79,857 | 76,691 | 3,166 | 4 | % | |||||||||||
|
Illinois Basin |
14,941 | 13,694 | 1,247 | 9 | % | |||||||||||
|
Northern Powder River Basin |
5,267 | 10,544 | (5,277 | ) | (50 | )% | ||||||||||
|
Gulf Coast |
462 | 485 | (23 | ) | (5 | )% | ||||||||||
|
Unadjusted coal royalty revenues |
100,527 | 101,414 | (887 | ) | (1 | )% | ||||||||||
|
Coal royalty adjustment for minimum leases |
(1,018 | ) | (180 | ) | (838 | ) | (466 | )% | ||||||||
|
Total coal royalty revenues |
$ | 99,509 | $ | 101,234 | $ | (1,725 | ) | (2 | )% | |||||||
|
Other revenues |
||||||||||||||||
|
Production lease minimum revenues |
$ | 1,340 | $ | 4,213 | $ | (2,873 | ) | (68 | )% | |||||||
|
Minimum lease straight-line revenues |
12,057 | 12,276 | (219 | ) | (2 | )% | ||||||||||
|
Oil and gas royalty revenues |
5,310 | 6,212 | (902 | ) | (15 | )% | ||||||||||
|
Carbon neutral revenues |
524 | 1,201 | (677 | ) | (56 | )% | ||||||||||
|
Property tax revenues |
3,841 | 5,261 | (1,420 | ) | (27 | )% | ||||||||||
|
Wheelage revenues |
6,004 | 6,506 | (502 | ) | (8 | )% | ||||||||||
|
Coal overriding royalty revenues |
2,970 | 1,633 | 1,337 | 82 | % | |||||||||||
|
Lease amendment revenues |
3,559 | 3,010 | 549 | 18 | % | |||||||||||
|
Aggregates royalty revenues |
3,562 | 2,770 | 792 | 29 | % | |||||||||||
|
Other revenues |
729 | 854 | (125 | ) | (15 | )% | ||||||||||
|
Total other revenues |
$ | 39,896 | $ | 43,936 | $ | (4,040 | ) | (9 | )% | |||||||
|
Royalty and other mineral rights |
$ | 139,405 | $ | 145,170 | $ | (5,765 | ) | (4 | )% | |||||||
|
Transportation and processing services revenues |
9,688 | 8,772 | 916 | 10 | % | |||||||||||
|
Gain on asset sales and disposals |
49 | 1,882 | (1,833 | ) | (97 | )% | ||||||||||
|
Total Mineral Rights segment revenues and other income |
$ | 149,142 | $ | 155,824 | $ | (6,682 | ) | (4 | )% | |||||||
Coal Royalty Revenues
Approximately 70% of coal royalty revenues and approximately 45% of coal royalty sales volumes were derived from metallurgical coal during the nine months ended September 30, 2026. Total coal royalty revenues decreased $1.7 million primarily due to lower thermal coal sales volumes in the Northern Powder River Basin during the nine months ended September 30, 2026 as compared to the prior year period. This decrease was partially offset by higher metallurgical coal prices on certain properties and higher thermal coal sales volumes and prices on certain properties.
Total Other Revenues
Total other revenues decreased $4.0 million during the nine months ended September 30, 2026 as compared to the prior year period. This decrease was partially due to a $2.9 million decrease in production lease minimum revenues primarily due to lower breakage revenue recognized during the nine months ended September 30, 2026 as compared to the prior year period as well as $1.4 million decrease in property tax revenues.
Soda Ash
Revenues and other income related to our Soda Ash segment decreased $21.6 million as compared to the prior year period primarily due to lower sales prices in 2026.
Total Operating Expenses
The following table presents the significant categories of our consolidated operating expenses:
|
For the Nine Months Ended September 30, |
Increase |
Percentage |
||||||||||||||
|
(In thousands) |
2026 |
2025 |
(Decrease) |
Change |
||||||||||||
|
Operating expenses |
||||||||||||||||
|
Operating and maintenance expenses |
$ | 17,384 | $ | 18,589 | $ | (1,205 | ) | (6 | )% | |||||||
|
Depreciation, depletion and amortization |
25,271 | 11,611 | 13,660 | 118 | % | |||||||||||
|
General and administrative expenses |
15,714 | 18,154 | (2,440 | ) | (13 | )% | ||||||||||
|
Asset impairments |
- | 20 | (20 | ) | (100 | )% | ||||||||||
|
Total operating expenses |
$ | 58,369 | $ | 48,374 | $ | 9,995 | 21 | % | ||||||||
Total operating expenses increased $10.0 million primarily due to a $13.7 million increase in depreciation, depletion and amortization expense, partially offset by a $2.4 million decrease in general and administrative expenses and a $1.2 million decrease in operating and maintenance expenses. The increase in depreciation, depletion and amortization expense was primarily due to increased depletion rates on certain thermal properties as discussed above. The decrease in general and administrative expenses was primarily due to lower long-term incentive expense as compared to the prior year period. The decrease in operating and maintenance expenses was primarily due to lower bad debt expense and the change in the current expected credit loss allowance as discussed in Note 14. Credit Losses in the Notes to Consolidated Financial Statements.
Interest Expense, Net
Interest expense, net, decreased $4.3 million due to less debt outstanding during the nine months ended September 30, 2026 as compared to the prior year period.
Adjusted EBITDA (Non-GAAP Financial Measure)
The following table reconciles net income (loss) (the most comparable GAAP financial measure) to Adjusted EBITDA:
|
Reportable Segments |
||||||||||||||||
|
For the Nine Months Ended (In thousands) |
Mineral Rights |
Soda Ash |
Corporate and Financing |
Total |
||||||||||||
|
September 30, 2026 |
||||||||||||||||
|
Net income (loss) |
$ | 106,704 | $ | (17,062 | ) | $ | (18,305 | ) | $ | 71,337 | ||||||
|
Add: equity in loss from unconsolidated investment |
- | 16,859 | - | 16,859 | ||||||||||||
|
Add: interest expense, net |
- | - | 2,577 | 2,577 | ||||||||||||
|
Add: depreciation, depletion and amortization |
25,257 | - | 14 | 25,271 | ||||||||||||
|
Adjusted EBITDA |
$ | 131,961 | $ | (203 | ) | $ | (15,714 | ) | $ | 116,044 | ||||||
|
September 30, 2025 |
||||||||||||||||
|
Net income (loss) |
$ | 125,758 | $ | 4,606 | $ | (24,995 | ) | $ | 105,369 | |||||||
|
Less: equity in earnings from unconsolidated investment |
- | (4,746 | ) | - | (4,746 | ) | ||||||||||
|
Add: total distributions from unconsolidated investment |
- | 7,840 | - | 7,840 | ||||||||||||
|
Add: interest expense, net |
- | - | 6,827 | 6,827 | ||||||||||||
|
Add: depreciation, depletion and amortization |
11,597 | - | 14 | 11,611 | ||||||||||||
|
Add: asset impairments |
20 | - | - | 20 | ||||||||||||
|
Adjusted EBITDA |
$ | 137,375 | $ | 7,700 | $ | (18,154 | ) | $ | 126,921 | |||||||
Net income during the nine months ended September 30, 2026 decreased $34.0 million as compared to the prior year period primarily due to the decrease in total revenues and other income and increase in total operating expenses, partially offset by lower interest expense, all discussed above. Adjusted EBITDA decreased $10.9 million as compared to the prior year period primarily due to a $5.4 million decrease in Adjusted EBITDA within our Mineral Rights segment primarily driven by the decrease in revenues and other income as discussed above and a $7.9 million decrease in Adjusted EBITDA within our Soda Ash segment driven by no distribution received from Sisecam Wyoming during the nine months ended September 30, 2026. These decreases were partially offset by a $2.4 million increase in Corporate and Financing Adjusted EBITDA as a result of the decrease in general and administrative expenses as discussed above.
Free Cash Flow ("FCF") and Free Cash Flow Available for Common Unitholder and GP Distributions (Non-GAAP Financial Measures)
The following table presents the three major categories of the statement of cash flows:
|
Reportable Segments |
||||||||||||||||
|
For the Nine Months Ended (In thousands) |
Mineral Rights |
Soda Ash |
Corporate and Financing |
Total |
||||||||||||
|
September 30, 2026 |
||||||||||||||||
|
Cash flow provided by (used in) |
||||||||||||||||
|
Operating activities |
$ | 132,744 | $ | (203 | ) | $ | (14,585 | ) | $ | 117,956 | ||||||
|
Investing activities |
2,369 | (39,200 | ) | - | (36,831 | ) | ||||||||||
|
Financing activities |
(1,256 | ) | - | (58,318 | ) | (59,574 | ) | |||||||||
|
September 30, 2025 |
||||||||||||||||
|
Cash flow provided by (used in) |
||||||||||||||||
|
Operating activities |
$ | 133,227 | $ | 7,700 | $ | (19,829 | ) | $ | 121,098 | |||||||
|
Investing activities |
4,025 | - | - | 4,025 | ||||||||||||
|
Financing activities |
(841 | ) | - | (123,707 | ) | (124,548 | ) | |||||||||
The following table reconciles net cash provided by (used in) operating activities (the most comparable GAAP financial measure) to FCF and Free Cash Flow Available for Common Unitholder and GP Distributions:
|
Reportable Segments |
||||||||||||||||
|
For the Nine Months Ended (In thousands) |
Mineral Rights |
Soda Ash |
Corporate and Financing |
Total |
||||||||||||
|
September 30, 2026 |
||||||||||||||||
|
Net cash provided by (used in) operating activities |
$ | 132,744 | $ | (203 | ) | $ | (14,585 | ) | $ | 117,956 | ||||||
|
Add: return of long-term contract receivable |
2,318 | - | - | 2,318 | ||||||||||||
|
Less: capital contribution to unconsolidated investment |
- | (39,200 | ) | - | (39,200 | ) | ||||||||||
|
Free cash flow |
$ | 135,062 | $ | (39,403 | ) | $ | (14,585 | ) | $ | 81,074 | ||||||
|
Less: cash for debt repayments |
- | - | (20,497 | ) | (20,497 | ) | ||||||||||
|
Add (less): other changes in cash |
||||||||||||||||
|
Add: proceeds from asset sales |
51 | - | - | 51 | ||||||||||||
|
Less: cash used for taxes on unit-based award settlements |
(1,256 | ) | - | (7,672 | ) | (8,928 | ) | |||||||||
|
Add: capital contributed by the general partner |
- | - | 282 | 282 | ||||||||||||
|
Total other changes in cash |
(1,205 | ) | - | (7,390 | ) | (8,595 | ) | |||||||||
|
Free cash flow available for common unitholder and GP distributions |
$ | 133,857 | $ | (39,403 | ) | $ | (42,472 | ) | $ | 51,982 | ||||||
|
Free cash flow available for common unitholder and GP distributions per unit |
$ | 3.84 | ||||||||||||||
|
September 30, 2025 |
||||||||||||||||
|
Net cash provided by (used in) operating activities |
$ | 133,227 | $ | 7,700 | $ | (19,829 | ) | $ | 121,098 | |||||||
|
Add: return of long-term contract receivable |
2,142 | - | - | 2,142 | ||||||||||||
|
Free cash flow |
$ | 135,369 | $ | 7,700 | $ | (19,829 | ) | $ | 123,240 | |||||||
|
Less: cash for debt repayments |
- | - | (89,596 | ) | (89,596 | ) | ||||||||||
|
Add (less): other changes in cash |
||||||||||||||||
|
Add: proceeds from asset sales |
1,883 | - | - | 1,883 | ||||||||||||
|
Less: cash used for taxes on unit-based award settlements |
(841 | ) | - | (4,708 | ) | (5,549 | ) | |||||||||
|
Add: capital contributed by the general partner |
- | - | 187 | 187 | ||||||||||||
|
Total other changes in cash |
1,042 | - | (4,521 | ) | (3,479 | ) | ||||||||||
|
Free cash flow available for common unitholder and GP distributions |
$ | 136,411 | $ | 7,700 | $ | (113,946 | ) | $ | 30,165 | |||||||
|
Free cash flow available for common unitholder and GP distributions per unit |
$ | 2.25 | ||||||||||||||
Operating cash flow and FCF decreased $3.1 million and $42.2 million, respectively, as compared to the prior year period due to the following:
|
• |
Mineral Rights Segment |
|
◦ |
Operating cash flow and FCF was essentially flat year-over-year as decreases in thermal coal revenues and one time lease amendment fees paid in 2025 were partially offset by increased metallurgical coal revenues, override royalty revenues and transportation and processing revenues. |
|
• |
Soda Ash Segment |
|
◦ |
Operating cash flow decreased $7.9 million primarily due to $7.8 million in distributions received from Sisecam Wyoming in 2025 and no distribution received from Sisecam Wyoming in 2026. FCF decreased $47.1 million as compared to the prior year period primarily due to a $39.2 million capital investment made to Sisecam Wyoming in 2026 in addition to $7.8 million in distributions received from Sisecam in 2025. |
|
• |
Corporate and Financing |
|
◦ |
Operating cash flow and free cash flow improved by $5.2 million as compared to the prior year period primarily due to lower cash paid for interest during the nine months ended September 30, 2026 as a result of less debt outstanding. |
Liquidity and Capital Resources
Current Liquidity
As of September 30, 2026, we had total liquidity of $251.7 million, consisting of $51.7 million of cash and cash equivalents and $200.0 million of borrowing capacity under our Opco Credit Facility. We have debt service obligations, including $14.3 million of principal repayments on Opco's senior notes, throughout the remainder of 2026. The following table calculates our leverage ratio as of September 30, 2026:
|
For the Three Months Ended |
||||||||||||||||||||
|
(In thousands) |
December 31, 2025 | March 31, 2026 | June 30, 2026 | September 30, 2026 | Last 12 Months | |||||||||||||||
|
Net income |
$ | 30,998 | $ | 19,619 | $ | 25,176 | $ | 26,542 | $ | 102,335 | ||||||||||
|
Add: equity in loss from unconsolidated investment |
1,686 | 7,828 | 4,905 | 4,126 | 18,545 | |||||||||||||||
|
Add: interest expense, net |
1,157 | 973 | 1,052 | 552 | 3,734 | |||||||||||||||
|
Add: depreciation, depletion and amortization |
3,344 | 7,614 | 11,131 | 6,526 | 28,615 | |||||||||||||||
|
Adjusted EBITDA |
$ | 37,185 | $ | 36,034 | $ | 42,264 | $ | 37,746 | $ | 153,229 | ||||||||||
|
Debt-at September 30, 2026 |
$ | 14,331 | ||||||||||||||||||
|
Leverage Ratio |
0.1 x |
|||||||||||||||||||
Cash Flows
Cash flows provided by operating activities decreased $3.1 million, from $121.1 million during the nine months ended September 30, 2025 to $118.0 million during the nine months ended September 30, 2026, primarily due to decreased cash flow within our Soda Ash segment, partially offset by lower cash paid for interest, all discussed above.
Cash flows used in investing activities increased $40.9 million, from $4.0 million provided by investing activities during the nine months ended September 30, 2025 to $36.8 million used in investing activities during the nine months ended September 30, 2026, primarily due to a $39.2 million capital investment made to Sisecam Wyoming in the first quarter of 2026.
Cash flows used in financing activities decreased $65.0 million, from $124.5 million during the nine months ended September 30, 2025 to $59.6 million during the nine months ended September 30, 2026 due to the following:
| • | $33.5 million increased debt borrowings during the nine months ended September 30, 2026 as compared to the prior year period; | |
| • | $14.3 million less cash used for distributions to common unitholders and the general partner primarily as a result of a lower special distribution paid during the nine months ended September 30, 2026 as compared to the prior year period; and |
| • | $20.4 million less cash used for debt repayments in 2026 as compared to 2025. |
These decreases in cash flow used were partially offset by $3.3 million of increased cash used for other items, net in 2026 as compared to 2025.
Capital Resources and Obligations
Debt, Net
We had the following debt outstanding as of September 30, 2026 and December 31, 2025:
|
September 30, |
December 31, |
|||||||
|
(In thousands) |
2026 |
2025 |
||||||
|
Current portion of long-term debt, net |
$ | 14,307 | $ | 14,198 | ||||
|
Long-term debt, net |
- | 18,884 | ||||||
|
Total debt, net |
$ | 14,307 | $ | 33,082 | ||||
We have been and continue to be in compliance with the terms of the financial covenants contained in our debt agreements. For additional information regarding our debt and the agreements governing our debt, including the covenants contained therein, see Note 8. Debt, Net to the Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q.
Off-Balance Sheet Transactions
We do not have any off-balance sheet arrangements with unconsolidated entities or related parties and accordingly, there are no off-balance sheet risks to our liquidity and capital resources from unconsolidated entities.
Related Party Transactions
The information required is set forth under Note 10. Related Party Transactions to the Consolidated Financial Statements and is incorporated herein by reference.
Summary of Critical Accounting Estimates
The preparation of Consolidated Financial Statements in conformity with generally accepted accounting principles in the United States of America requires management to make certain estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and the accompanying notes. There have been no significant changes to our critical accounting estimates from those disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025.
Recently Issued Accounting Standard
In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures ("ASU 2024-03"). ASU 2024-03 is intended to improve disclosures about a public business entity's expenses and provide more detailed information to investors about the types of expenses in commonly presented expense captions. The guidance is effective for annual periods beginning after December 15, 2026 and quarterly periods beginning after December 31, 2027 and can be adopted prospectively to financial statements issued for reporting periods after the effective date or retrospectively to all prior periods presented in the financial statements. We do not expect the adoption of this guidance to have a material impact on our Consolidated Financial Statements.