XML 159 R29.htm IDEA: XBRL DOCUMENT

RELATED-PARTY TRANSACTIONS

12 Months Ended

Dec. 31, 2021

RELATED-PARTY TRANSACTIONS

RELATED-PARTY TRANSACTIONS

21.RELATED-PARTY TRANSACTIONS

We have continuing related-party transactions with MGP and its affiliates. The Board of Directors and its conflicts committee ("Conflicts Committee") review our related-party transactions that involve a potential conflict of interest between our general partner or its affiliates and ARLP or its subsidiaries or any other partner of ARLP to determine that such transactions are fair and reasonable to ARLP. As a result of these reviews, the Board of Directors and the Conflicts Committee approved each of the transactions described below that had such potential conflict of interest as fair and reasonable to ARLP.

Line of Credit

On February 19, 2021, we entered into a line of credit arrangement (the "Line of Credit") with a related party for $5.0 million. This Line of Credit was amended on November 4, 2021 to increase the total available under the Line of Credit to $5.5 million. The Line of Credit had a maturity date of February 28, 2023 and accrued interest at an annual rate of 3.5% payable quarterly. During the year ended December 31, 2021 we received proceeds and made payments under the Line of Credit of $5.3 million. On November 10, 2021 we terminated the Line of Credit.

Affiliate Coal Lease Agreements

The following table summarizes advanced royalties outstanding and related payments and recoupments under our affiliate coal lease agreements:


					WKY CoalPlay
					Towhead			Webster			Henderson			WKY
		Craft Foundations			Coal			Coal			Coal			CoalPlay
					Henderson									Henderson
		Tunnel			& Union			Webster			Henderson			& Union
		Ridge			Counties, KY			County, KY			County, KY			Counties, KY			Total
		Acquired			Acquired			Acquired			Acquired			Acquired
		2005			December 2014			December 2014			December 2014			February 2015
	(in thousands)
As of January 1, 2019		$	—		$	14,077		$	—		$	10,086		$	8,482		$	32,645
Payments			4,500			3,597			2,568			2,521			2,131			15,317
Recoupment			(3,000)			(1,071)			—			—			(107)			(4,178)
Unrecoupable			—			—			(2,568)			—			—			(2,568)
As of December 31, 2019			1,500			16,603			—			12,607			10,506			41,216
Payments			3,000			3,597			2,568			2,522			2,132			13,819
Recoupment			(3,000)			(1,022)			—			—			(56)			(4,078)
Unrecoupable			—			—			(2,568)			—			—			(2,568)
As of December 31, 2020			1,500			19,178			—			15,129			12,582			48,389
Payments			3,000			3,597			2,568			2,521			2,131			13,817
Recoupment			(3,000)			(1,025)			—			—			—			(4,025)
Unrecoupable			—			—			(2,568)			—			—			(2,568)
As of December 31, 2021		$	1,500		$	21,750		$	—		$	17,650		$	14,713		$	55,613

Craft Foundations—In January 2005, we acquired Tunnel Ridge from ARH. In connection with this acquisition, we assumed a coal lease with Alliance Resource GP, LLC, an entity indirectly wholly owned by Mr. Craft and Kathleen S. Craft until it was dissolved in December 2020. In December 2018, the property subject to the lease was transferred to the Joseph W. Craft III Foundation and the Kathleen S. Craft Foundation, which each hold an undivided one-half interest (the "Craft Foundations"). Under the terms of the lease, Tunnel Ridge is required to pay an annual minimum royalty of $3.0 million. The lease expires the earlier of January 1, 2033 or upon the exhaustion of the mineable and merchantable leased coal. Tunnel Ridge incurred $5.8 million, $6.1 million and $7.2 million in earned royalties in 2021, 2020 and 2019 respectively.

WKY CoalPlay—In February 2015, WKY CoalPlay entered into a coal lease agreement with Alliance Resource Properties regarding coal mineral resources located in Henderson and Union Counties, Kentucky. The lease has an initial term of 20 years and provides for earned royalty payments to WKY CoalPlay of 4.0% of the coal sales price and annual

minimum royalty payments of $2.1 million. All annual minimum royalty payments are recoupable from future earned royalties. Alliance Resource Properties also was granted an option to acquire the leased mineral reserves and resources at any time during a three-year period beginning in February 2018 for a purchase price that would provide WKY CoalPlay a 7.0% internal rate of return on its investment in these coal mineral reserves and resources taking into account payments previously made under the lease. These options expired in February 2021.

In December 2014, WKY CoalPlay's subsidiaries, Towhead Coal Reserves, LLC and Henderson Coal Reserves, LLC entered into coal lease agreements with Alliance Resource Properties. The leases have initial terms of 20 years and provide for earned royalty payments of 4.0% of the coal sales price to both and annual minimum royalty payments of $3.6 million and $2.5 million, respectively. All annual minimum royalty payments for each agreement are recoupable from future earned royalties related to their respective agreements. Each agreement granted Alliance Resource Properties an option to acquire the leased coal mineral reserves and resources at any time during a three-year period beginning in December 2017 for a purchase price that would provide WKY CoalPlay a 7.0% internal rate of return on its investment in the coal mineral reserves and resources taking into account payments previously made under the leases. These options expired in December 2020. (See Note 12 – Variable Interest Entities).

In December 2014, WKY CoalPlay's subsidiary, Webster Coal Reserves, LLC entered into a coal lease agreement with Alliance Resource Properties. The lease has an initial term of 7 years and provides for earned royalty payments of 4.0% of the coal sales price and annual minimum payments of $2.6 million. The agreement grants Alliance Resource Properties an option to acquire the leased coal mineral resources at any time during a three year period beginning in December 2017 for a purchase price that would provide WKY CoalPlay a 7.0% internal rate of return on its investment in the coal mineral resources taking into account payments previously made under the lease (See Note 12 – Variable Interest Entities). In the third quarter of 2019 it was determined that the balance of advanced royalties, the advance royalty payment in 2020 and 2021 may not be recouped as a result of the reduction of the Dotiki’s economic mine life determined in 2018 and the subsequent ceasing of production in the third quarter of 2019. We accrued the expected future advance payments and recognized the charge in Asset Impairment expense in the third quarter of 2019. See Note 4 – Long-Lived Asset Impairments for more information.

Cavalier Minerals– As discussed in Note 12 – Variable Interest Entities, through our subsidiaries, we hold a non-economic managing member interest and a 96% non-managing member interest in Cavalier Minerals and, Bluegrass Minerals, a third party, holds a 4% non-managing member interest and a profits interest. See Note 13 – Investments for information on payments made and distributions received by Cavalier Minerals.