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

On May 11, 2023, NRP (Operating) LLC ("Opco") entered into that certain Sixth Amendment to the Third Amended and Restated Credit Agreement (the "Sixth Amendment") by and among Opco, the lenders party thereto and Zions Bancorporation, N.A. dba Amegy Bank, as administrative agent (in such capacity, the "Administrative Agent") and collateral agent.

The Sixth Amendment amends and modifies that certain Third Amended and Restated Credit Agreement, dated as of June 16, 2015 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the "Credit Facility") among Opco, the lenders party thereto and the Administrative Agent. The Sixth Amendment provides for changes and modifications to the Credit Facility as set forth therein, which include, among other things, (i) the increase in commitments from $130.0 million to $155.0 million, with the ability to expand such commitments to $200.0 million with the addition of future commitments and (ii) modifications to Opco's ability to declare and make certain restricted payments.

The Sixth Amendment is filed as Exhibit 10.1 to this Current Report on Form 8-K.

In connection with the Sixth Amendment, Gulf Capital Bank ("Gulf Capital"), joined the lending group under the Credit Facility as a new lender with a commitment of $10.0 million, pursuant to that certain New Lender Agreement by and among Opco, Zions Bancorporation, N.A. dba Amegy Bank, in its capacity as administrative agent under the Credit Facility, and Gulf Capital, dated as of May 11, 2023 (the "New Lender Agreement"). The New Lender Agreement is filed as Exhibit 10.2 to this Current Report on Form 8-K. The summary of the New Lender Agreement does not purport to be complete and is qualified in its entirety by reference to Exhibit 10.2.




Item 9.01.         Financial Statements and Exhibits

(d)           Exhibits.

  Exhibit
  Number                                     Description
              Sixth Amendment to the Third Amended and Restated Credit Agreement, dated
   10.1       as of May 11, 2023, by and among NRP (Operating) LLC, the lenders party
              thereto and Zions Bancorporation, N.A. dba Amegy Bank, as administrative
              agent and collateral agent.
              New Lender Agreement, dated as of May 11, 2023, by and among NRP
   10.2       (Operating) LLC, Zions Bancorporation, N.A. dba Amegy Bank, and Gulf
              Capital Bank.
    104       Cover Page Interactive Data File (embedded within the Inline XBRL
              document).



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