ALLIANCE RESOURCE PARTNERS, L.P. ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
Credit Agreement
On
The Credit Agreement is guaranteed by the Partnership, AROP,
Borrowings under the Credit Agreement bear interest, at our option, at either
(i) an adjusted one-month, three-month or six-month term rate based on the
secured overnight financing rate published by the
Term SOFR Rate Advances
Consolidated Debt to / Daily SOFR Advances
Consolidated Cash Flow Ratio Base Rate Advances / Letter of Credit Fees Level I Greater than or equal to 1.00:1.00
2.50% 3.50%
Level II
Less than 1.00:1.00 but greater than
or equal to 0.50:1.00 2.25% 3.25%
Level III
Less than 0.50:1.00 2.00% 3.00%
The Credit Agreement also provides for other fees, including an annual commitment fee of 0.50% on the undrawn portion of the Revolving Credit Facility and a fee with respect to the available amount under outstanding letters of credit.
The Credit Agreement contains various restrictions affecting Alliance Coal and
its subsidiaries, including, among other things, restrictions on incurrence of
additional indebtedness and liens, sale of assets, investments, mergers and
consolidations and transactions with affiliates. In each case, these
restrictions are subject to various exceptions. In addition, the restrictions
apply to the payment of cash distributions if such payment would result in a
certain fixed charge coverage ratio (as determined in the Credit Agreement) or
in Alliance Coal having liquidity of less than
2
Agreement requires us to maintain (a) debt of Alliance Coal to cash flow ratio of not more than 1.5 to 1.0, (b) a consolidated debt of Alliance Coal and AROP to cash flow ratio of not more than 2.5 to 1.0 and (c) an interest coverage ratio of not less than 3.0 to 1.0, in each case, during the four most recently ended fiscal quarters.
The Credit Agreement contains customary provisions regarding events of default which, if not cured within any applicable grace periods, would permit the lenders to declare all outstanding advances immediately due and payable, including but not limited to failure to make timely payments of principal of or interest on the outstanding advances, the failure to comply with covenants or representations in the Credit Agreement, cross-defaults with certain other indebtedness, upon a "Change of Control" (as defined in the Credit Agreement), certain bankruptcy and insolvency related events, certain monetary judgment defaults, and certain claims arising under environmental laws that if, adversely determined, would be material.
The foregoing description of the Credit Agreement is a summary only and is qualified in its entirety by reference to the complete text of the Credit Agreement, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
ITEM 2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION.
The information included in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03 of this Current Report on Form 8-K.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
Exhibit
Number Description
10.1 Credit Agreement, dated as of January 13, 2023 , among Alliance
Coal, LLC , as borrower, Alliance Resource Operating Partners, L.P. ,
Alliance Resource Partners, L.P. , UC Coal, LLC , UC Mining, LLC , UC
Processing, LLC and MGP II, LLC as additional Alliance entities and
the initial lenders, initial issuing banks and swingline bank named
therein, PNC Bank, National Association as administrative agent and
collateral agent and PNC Capital Markets LLC , BOKF, NA DBA Bank of
Oklahoma , Fifth Third Bank , National Association, Old National Bank
and Truist Securities, Inc. as joint lead arrangers and joint
bookrunners and the other institutions named therein as
documentation agents.
104 Cover Page Interactive Data File (formatted as inline XBRL).
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