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SUBSEQUENT EVENTS
9 Months Ended
Sep. 30, 2017
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS:

On October 26, 2017, the Board of Directors of the general partner of CONSOL Coal Resources LP declared a cash distribution to the Partnership's unitholders for the quarter ended September 30, 2017 of $0.5125 per common and subordinated unit. The cash distribution was paid on November 15, 2017 to the unitholders of record at the close of business on November 8, 2017.

On October 2, 2017, ParentCo notified CONSOL Coal Resources LP that it was electing to convert all of its 3,956,496 Class A Preferred Units into Common Units on a one-for-one basis, in accordance with the Partnership Agreement. As a result, on October 2, 2017 the Partnership issued an aggregate of 3,956,496 Common Units to ParentCo and retired the Class A Preferred Units. Following the conversion of the Class A Preferred Units into Common Units, no Class A Preferred Units are outstanding. The effect of preferred unit conversion resulted in the preferred units receiving a common unit distribution in the amount of $0.5125 per unit versus the stated 11% per annum Class A Preferred.

Separation and Distribution:

The separation and distribution were completed on November 28, 2017. CONSOL Mining Corporation’s name was changed to CONSOL Energy Inc. and CNX Coal Resources LP changed its name to CONSOL Coal Resources LP and its ticker to CCR.

In connection with the completion of the separation and distribution on November 28, 2017, the Company:

entered into a $100 million Term Loan A Facility (TLA Facility) with a four year maturity;

entered into a $400 million Term Loan B Facility (TLB Facility) with a five year maturity including a 2% original issuance discount;

entered into a senior secured $300 million revolving credit facility (Senior Secured Revolving Credit Facility) with a four year maturity, of which no borrowings were outstanding as of the date of this report;

issued $300 million second lien secured notes (Second Lien Notes) with an eight year maturity; and

entered on November 30, 2017 into a $100 million accounts receivable securitization facility (the AR Securitization Facility), of which no borrowings were outstanding at the date of this report.

The Company also entered into an Affiliated Company Credit Agreement with the Partnership and certain of its subsidiaries (the Partnership Credit Parties) under which the Company provides, as lender, a revolving credit facility in an aggregate principal amount of up to $275 million to the Partnership Credit Parties. In connection with the completion of the separation and distribution, the Partnership drew an initial $201 million, the net proceeds of which were used to refinance as an intercompany loan, the existing indebtedness of the Partnership under its senior secured revolving credit facility (the “Old Partnership Revolver”).

The gross proceeds of the borrowings under the TLA and TLB Facilities and from the issuance of the Second Lien Notes were $792 million were used, among other things, to make a cash payment of $425 million to ParentCo on November 28, 2017, to pay related fees and expenses, to fund the refinancing of the Old Partnership Revolver described above and otherwise fund the Company’s working capital needs and general corporate purposes following the separation.

On November 28, 2017, in connection with the separation and the distribution, the Company and/or certain of its subsidiaries entered into several agreements with CNX and/or the Partnership and/or certain of its subsidiaries that govern the relationship of the various parties following the Distribution, including the following:

Separation and Distribution Agreement (“SDA”);
Transition Services Agreement (“TSA”);
Tax Matters Agreement (“TMA”);
Employee Matters Agreement (“EMA”);
Intellectual Property Matters Agreement (“IPMA”);
CNX Resources Corporation to CONSOL Energy Inc. Trademark License Agreement (“TLA 1”);
CONSOL Energy Inc. to CNX Resources Corporation Trademark License Agreement (“TLA 2”);
First Amendment to the First Amended and Restated Omnibus Agreement (“Omnibus Amendment”);
First Amendment to Contract Agency Agreement by and among CONSOL Energy Sales Company, CONSOL Thermal Holdings LLC (formerly known as CNX Thermal Holdings LLC) and the other parties thereto (“Contract Agency Amendment”);
First Amendment to Water Supply and Services Agreement by and between CNX Water Assets LLC and CONSOL Thermal Holdings LLC (formerly known as CNX Thermal Holdings LLC) (“Water Supply Amendment”); and
Second Amendment to Pennsylvania Mine Complex Operating Agreement by and among CONSOL Pennsylvania Coal Company LLC, Conrhein Coal Company, CONSOL Thermal Holdings LLC (formerly known as CNX Thermal Holdings LLC) and CONSOL Coal Resources LP (formerly known as CNX Coal Resources LP) (the “Operating Agreement Amendment”).

Summaries of the material terms of the SDA, TSA, TMA, EMA, Omnibus Amendment, Contract Agency Amendment and Water Supply Amendment may be found under the section entitled “Certain Relationships and Related Party Transactions” in that certain Information Statement of the Company, dated November 3, 2017 (the “Information Statement”), and the summaries of the material terms of the IPMA, TLA1, TLA2 and the Operating Agreement Amendment may be found under Item 1.01 Entry into a Material Definitive Agreement to Form 8-K filed December 4, 2017.