Attached files

file filename
EX-23.1 - EX-23.1 - Rhino Resource Partners LPa2225640zex-23_1.htm
EX-32.2 - EX-32.2 - Rhino Resource Partners LPa2225640zex-32_2.htm
EX-31.2 - EX-31.2 - Rhino Resource Partners LPa2225640zex-31_2.htm
EX-32.1 - EX-32.1 - Rhino Resource Partners LPa2225640zex-32_1.htm
EX-23.2 - EX-23.2 - Rhino Resource Partners LPa2225640zex-23_2.htm
EX-31.1 - EX-31.1 - Rhino Resource Partners LPa2225640zex-31_1.htm

Use these links to rapidly review the document
TABLE OF CONTENTS
INDEX TO FINANCIAL STATEMENTS

Table of Contents

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

Form 10-K/A


ý

 

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2014

or

o

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                to              

Commission file number: 001-34892

Rhino Resource Partners LP
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization)
  27-2377517
(I.R.S. Employer
Identification No.)

424 Lewis Hargett Circle, Suite 250
Lexington, KY

(Address of principal executive offices)

 


40503

(Zip Code)

Registrant's telephone number, including area code: (859) 389-6500

Securities registered pursuant to Section 12(b) of the Act:

Title of each class   Name of each exchange on which registered
Common Units representing Limited
Partner Interests
  New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

         Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o    No ý

         Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o    No ý

         Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý    No o

         Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ý    No o

         Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o

         Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer o   Accelerated filer ý   Non-accelerated filer o
(Do not check if a
smaller reporting company)
  Smaller reporting company o

         Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes o    No ý

         As of June 30, 2014, the last business day of the registrant's most recently completed second fiscal quarter, the aggregate market value of the registrant's equity held by non-affiliates of the registrant was approximately $132.0 million based on the closing price of the registrant's common units on the New York Stock Exchange on such date. As of March 6, 2015, the registrant had 16,696,398 common units and 12,397,000 subordinated units outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

         Documents incorporated by reference in this report are listed in the Exhibit Index of this Form 10-K

   


Table of Contents


TABLE OF CONTENTS

1


Table of Contents


EXPLANATORY NOTE

        This Amendment No. 1 on Form 10-K/A ("Form 10-K/A") to the Annual Report on Form 10-K of Rhino Resource Partners LP (the "Partnership") for the year ended December 31, 2014, originally filed on March 11, 2015 ("Original Form 10-K"), is being filed to restate its audited consolidated financial statements for the years ended December 31, 2014 and 2013 (the "Restated Periods") and update related disclosure to reflect adjustments to the allocation of net income/ (loss) to its common and subordinated unitholders for purposes of calculating earnings per unit and adjust the previously reported amounts of earnings per unit for each of the Restated Periods.

        The Partnership has not paid a cash distribution in respect of its subordinated units for any quarter following the quarter ended March 31, 2012. The Partnership did not correctly reflect the impact of such non-payment on the allocation of net income/(loss) between common units and subordinated units for the purposes of calculating earnings per unit for each unitholder class. The corrected calculations allocate more net income or less net (loss), as applicable, to common units and less net income or more net (loss), as applicable, to subordinated units for the purposes of calculating earnings per unit for each unitholder class.

        There are no other changes to our previously issued audited consolidated financial statements for the Restated Periods, or any quarterly periods within the Restated Periods. The restatements have no impact on previously reported income before income taxes, net income, the consolidated statements of financial position, the consolidated statements of cash flows or the consolidated statements of partners' capital. Management concluded that the impact of the error on the 2012 consolidated financial statements is immaterial and therefore, basic and diluted net income per limited partner unit have not been restated for this period.

        Management has determined that it had a material weakness in internal control over financial reporting related to the precision of review and application of technical accounting principles over the calculation of net income/(loss) per common unit and subordinated unit during the Restated Periods. Management is evaluating and implementing remediation plans to address this material weakness in internal control over financial reporting. This Form 10-K/A amends and restates only the following items of the Original Form 10-K:

    Part II, Item 6. Selected Financial Data

    Part II, Item 8. Financial Statements and Supplementary Data

    Part II, Item 9A. Controls and Procedures

    Part IV, Item 15. Exhibits, Financial Statements and Schedules

        In accordance with applicable Securities and Exchange Commission rules, this Form 10-K/A includes new certifications required by Sections 302 and 906 of the Sarbanes-Oxley Act of 2002, as amended, from our Chief Executive Officer and Chief Financial Officer dated as of the filing date of this Form 10-K/A. This Form 10-K/A also includes new consents from our current and former independent registered public accounting firms.

        Except as described above, this Form 10-K/A does not modify or update disclosures in, or exhibits to, the Original Form 10-K. Furthermore, this Form 10-K/A does not change any previously reported financial results, nor does it reflect events occurring after the date of the Original Form 10-K. Information not affected by this Form 10-K/A remains unchanged and reflects the disclosures made at the time the Original Form 10-K was filed.

2


Table of Contents


CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

        This report contains "forward-looking statements." Statements included in this report that are not historical facts, that address activities, events or developments that we expect or anticipate will or may occur in the future, including things such as our plans, strategies, prospects and expectations concerning our business, operating results, financial condition and similar matters, are forward-looking statements. These statements can be identified by the use of forward-looking terminology, including "may," "believe," "expect," "anticipate," "estimate," "continue," "plan," "intend," foresee," "should," "would," "could" or similar words, which are generally not historical in nature. These statements are made by us based on our past experience and our perception of historical trends, current conditions and expected future developments as well as other considerations we believe are appropriate under the circumstances. While we believe that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. All comments concerning our expectations for future results are based on our forecasts for our existing operations and do not include the potential impact of any unforeseen developments. Whether actual results and developments in the future will conform to our expectations is subject to numerous risks and uncertainties, many of which are beyond our control or our ability to predict. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in these statements. Known material factors that could cause our actual results to differ from those in the forward-looking statements are those described in Item 1A "Risk Factors." The following factors are among those that may cause actual results to differ materially from our forward-looking statements:

    our ability to generate adequate cash flow from operations or to obtain adequate financing to fund our capital expenditures, meet working capital needs and grow our operations;

    weakness in global economic conditions;

    the availability and prices of competing electricity generation fuels;

    changes in governmental regulation of the mining industry or the electric utility industry;

    adverse weather conditions and natural disasters;

    decreases in demand for electricity and changes in demand for and price of coal;

    poor mining conditions resulting from geological conditions or the effects of prior mining;

    equipment problems at mining locations;

    the availability of transportation for coal shipments;

    the availability and costs of key supplies and commodities such as steel, diesel fuel and explosives;

    our ability to secure or acquire high-quality coal reserves;

    our ability to successfully diversify our operations into other non-coal natural resources; and

    our ability to find buyers for coal under favorable supply contracts.

        Readers are cautioned not to place undue reliance on forward-looking statements. The forward-looking statements speak only as of the date made, and we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

3


Table of Contents


PART II

Item 6.    Selected Financial Data.

        The following table shows our selected financial and operating data for the periods and as of the dates indicated, which is derived from our consolidated financial statements. On October 5, 2010, we closed our IPO of 3,730,600 common units. In conjunction with the IPO, on September 29, 2010 Wexford became obligated to contribute their membership interests in Rhino Energy LLC to us. For ease of reference, we present the historical results of Rhino Energy LLC as our historical results which also includes the portion of fiscal year 2010 results prior to the IPO that contributed to the total 2010 figures presented below as a total for us. The selected historical consolidated financial data presented as of December 31, 2012, 2011 and 2010 and for the year ended December 31, 2011 are derived from our audited historical consolidated financial statements that are not included in this report. The selected historical consolidated financial data presented as of December 31, 2014 and 2013 and for the years ended December 31, 2014, 2013 and 2012 are derived from our audited historical consolidated financial statements that are included elsewhere in this report.

        The following selected consolidated financial data should be read in conjunction with "Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Item 8. Financial Statements and Supplementary Data."

        The following table presents a non-GAAP financial measure, Adjusted EBITDA, which we use in our business as we believe it is an important supplemental measure of our performance and liquidity. Adjusted EBITDA represents net income before interest expense, income taxes and depreciation, depletion and amortization ("DD&A"), including our proportionate share of DD&A and interest expense for our Rhino Eastern joint venture that was dissolved in January 2015 and was accounted for under the equity method. Adjusted EBITDA also excludes the effect of certain non-cash and/or non-recurring items. This measure is not calculated or presented in accordance with GAAP. We explain this measure under "—Non-GAAP Financial Measure" and reconcile it to its most directly comparable financial measures calculated and presented in accordance with GAAP.

        Certain prior year amounts have also been reclassified from continuing operations to discontinued operations due to the sale of our Utica Shale property in March 2014. See "Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" and

4


Table of Contents

"Item 8. Financial Statements and Supplementary Data." for more information regarding the sale of our Utica Shale property.

 
  For the Year Ended December 31,  
(in thousands, except per unit and per ton data)
  2014   2013   2012   2011   2010  

Statement of Operations Data:

                               

Total revenues

  $ 239,057   $ 272,265   $ 351,743   $ 367,221   $ 305,647  

Costs and Expenses:

                               

Cost of operations (exclusive of depreciation, depletion and amortization)

    200,141     199,705     247,719     267,603     220,756  

Freight and handling costs

    1,877     1,294     5,833     4,329     2,634  

Depreciation, depletion and amortization

    37,233     39,627     41,274     36,325     34,108  

Selling, general and administrative (exclusive of depreciation, depletion and amortization)

    19,226     19,800     20,442     21,815     16,449  

Asset impairment loss

    45,296     1,667             652  

(Gain) loss on sale/acquisition of assets—net

    (569 )   (10,359 )   (4,890 )   (3,172 )   (10,716 )

Total costs and expenses

    303,204     251,734     310,378     326,900     263,883  

Income from operations

    (64,147 )   20,531     41,365     40,321     41,764  

Interest and other income (expense):

                               

Interest expense and other

    (5,708 )   (7,898 )   (7,767 )   (6,062 )   (5,338 )

Interest income and other

    274     207     92     51     24  

Equity in net income (loss) of unconsolidated affiliate            

    (11,712 )   (4,729 )   5,757     2,988     4,699  

Total interest and other income (expense)

    (17,146 )   (12,420 )   (1,918 )   (3,023 )   (615 )

Income before income taxes from continuing operations

    (81,293 )   8,111     39,447     37,298     41,149  

Income tax

                     

Net income from continuing operations

    (81,293 )   8,111     39,447     37,298     41,149  

Income from discontinued operations

    130,342     1,307     88          

Net income

  $ 49,049   $ 9,418   $ 39,535   $ 37,298   $ 41,149  

Basic and diluted net income per limited partner common unit:(1) (AS RESTATED for 2014 and 2013)

                               

Net income per unit from continuing operations

  $ (2.32 ) $ 1.07   $ 1.39   $ 1.40   $ 0.22  

Net income per unit from discontinued operations

    4.39     0.04     0.01          

Net income per common unit, basic and diluted

  $ 2.07   $ 1.11   $ 1.40   $ 1.40   $ 0.22  

Distributions paid per limited partner unit

  $ 1.385   $ 1.78   $ 1.85   $ 1.8108     n/a  

Weighted average number of limited partner common units outstanding:

                               

Basic

    16,678     15,751     15,331     13,725     12,400  

Diluted

    16,685     15,760     15,335     13,744     12,413  

Balance Sheet Data:

                               

Cash and cash equivalents

  $ 626   $ 423   $ 461   $ 449   $ 76  

Property and equipment, net

    383,437     424,990     433,791     430,242     282,577  

Total assets

    473,338     567,767     559,876     539,203     358,645  

Total liabilities

    152,413     271,396     260,082     237,266     111,028  

Total debt—short term and long term

    57,432     171,046     163,549     143,098     36,528  

Partners' capital/Members' equity

  $ 320,925   $ 296,371   $ 299,794   $ 301,937   $ 247,617  

Operating Data(2):

                               

Tons of coal sold

    3,557     3,673     4,670     4,876     4,306  

Tons of coal produced/purchased

    3,514     3,689     4,699     4,873     4,312  

Coal revenues per ton(3)

  $ 57.03   $ 64.42   $ 65.22   $ 68.47   $ 67.32  

Cost of operations per ton(4)

  $ 56.26   $ 54.37   $ 53.04   $ 54.88   $ 51.27  

Other Financial Data:

                               

Net cash provided by operating activities

  $ 21,181   $ 51,730   $ 79,744   $ 66,916   $ 55,001  

Net cash used in investing activities

    116,741     (43,908 )   (58,404 )   (188,024 )   (37,644 )

Net cash (used in) provided by financing activities

    (137,719 )   (7,860 )   (21,328 )   121,481     (17,968 )

Adjusted EBITDA from continuing operations

    15,531     59,239     89,637     81,221     71,473  

Adjusted EBITDA

    145,873     63,528     89,821     81,221     71,473  

Capital expenditures(5)

  $ 62,986   $ 54,522   $ 61,772   $ 211,473   $ 41,250  

(1)
Basic and diluted earnings per unit for 2010 reflects the period from October 6, 2010 to December 31, 2010, which is the period that net income was attributable to us as a publicly traded partnership.

(2)
In May 2008, we entered into a joint venture with an affiliate of Patriot that acquired the Rhino Eastern mining complex, which commenced production in August 2008. We had a 51% membership interest in, and served as manager for, the

5


Table of Contents

    Rhino Eastern joint venture, which was dissolved in January 2015. The operating data do not include data with respect to the Rhino Eastern mining complex. For the years ended December 31, 2014 and 2013, the joint venture produced and sold approximately 0.2 million tons of premium mid-vol metallurgical coal

(3)
Coal revenues per ton represent total coal revenues derived from the sale of coal from all business segments, divided by total tons of coal sold for all segments.

(4)
Cost of operations per ton represents the cost of operations (exclusive of depreciation, depletion and amortization) from all business segments divided by total tons of coal sold for all segments.

(5)
The following table presents a reconciliation of total capital expenditures to net cash used for capital expenditures on a historical basis for each of the periods indicated:

 
  For the Year Ended December 31,  
 
  2014   2013   2012   2011   2010  
 
  (in thousands)
 

Reconciliation of total capital expenditures to net cash used for capital expenditures:

                               

Additions to property, plant and equipment

  $ 62,986   $ 54,522   $ 61,772   $ 91,856   $ 26,248  

Acquisitions of coal companies and coal properties

                119,617     15,002  

Total capital expenditures

  $ 62,986   $ 54,522   $ 61,772   $ 211,473   $ 41,250  

Non-GAAP Financial Measure

        The following tables present reconciliations of Adjusted EBITDA to the most directly comparable GAAP financial measures for each of the periods indicated. We believe the presentation of Adjusted EBITDA that included our proportionate share of DD&A and interest expense for the Rhino Eastern joint venture, which was dissolved in January 2015, is appropriate since our portion of Rhino Eastern's net income that was recognized as a single line item in our financial statements was affected by these expense items. Since we did not reflect these proportionate expense items of DD&A and interest expense in our consolidated financial statements, we believe that the adjustment for these expense items in the Adjusted EBITDA calculation is more representative of how we review our results and also provides investors with additional information that they can use to evaluate our results. Adjusted EBITDA also excludes the effect of certain non-cash and/or non-recurring items.

6


Table of Contents

        Adjusted EBITDA should not be considered an alternative to net income, income from operations, cash flows from operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP. Adjusted EBITDA excludes some, but not all, items that affect net income, income from operations and cash flows from operating activities, and these measures may vary among other companies.

 
  For the Year Ended December 31,  
 
  2014   2013   2012   2011   2010  
 
  (in thousands)
 

Reconciliation of Adjusted EBITDA to net income:

                               

Net income from continuing operations

  $ (81,293 ) $ 8,111   $ 39,447   $ 37,298   $ 41,149  

Plus:

                               

Depreciation, depletion and amortization

    37,233     39,627     41,274     36,325     34,108  

Interest expense

    5,708     7,898     7,767     6,062     5,338  

EBITDA from continuing operations(a)

    (38,352 )   55,636     88,488     79,685     80,595  

Plus: Rhino Eastern DD&A-51%

    948     994     1,070     1,509     1,630  

Plus: Rhino Eastern interest expense-51%

    41     8     79     27     37  

Less: Gain from Castle Valley acquisition(b)

                    (10,789 )

Plus: Impairment of Rhino Eastern joint venture(c)

    5,863                  

Plus: Asset impairments and related charges(c)

    47,031     2,601              

Adjusted EBITDA from continuing operations(a)

    15,531     59,239     89,637     81,221     71,473  

Net income from discontinued operations

    130,342     1,307     88          

DD&A included in net income from discontinued operations

        2,982     96          

Adjusted EBITDA

  $ 145,873   $ 63,528   $ 89,821   $ 81,221   $ 71,473  

Reconciliation of Adjusted EBITDA to net cash provided by operating activities:

                               

Net cash provided by operating activities

  $ 21,181   $ 51,730   $ 79,744   $ 66,916   $ 55,001  

Plus:

                               

Increase in net operating assets

                8,466     10,260  

Decrease in provision for doubtful accounts

                19      

Gain on sale of assets

    130,621     10,359     4,878     3,172      

Gain on acquisition

                    10,789  

Gain on retirement of advance royalties

                     

Amortization of deferred revenue

    1,731     1,553     929     532      

Amortization of actuarial gain

    368     145     295          

Interest expense

    5,708     7,898     7,767     6,062     5,338  

Settlement of litigation

                     

Equity in net income of unconsolidated affiliates

            5,757     2,988     4,699  

Less:

                               

Decrease in net operating assets

    4,540     599     3,330          

Accretion on interest-free debt

        57     222     210     206  

Amortization of advance royalties

    440     270     244     1,104     865  

Amortization of debt issuance costs

    2,127     1,295     1,075     1,043     844  

Increase in provision for doubtful accounts

    724                  

Equity-based compensation

    255     605     873     727     291  

Loss on sale of assets

                    73  

Loss on asset impairments

    45,296     1,667             652  

Loss on retirement of advance royalties

    244     182     100     79     396  

Accretion on asset retirement obligations

    2,281     2,356     1,896     1,956     2,165  

Equity in net loss of unconsolidated affiliate

    11,712     4,729              

Distributions from unconsolidated affiliate

            2,958     3,351      

EBITDA(a)

    91,990     59,925     88,672     79,685     80,595  

Plus: Rhino Eastern DD&A-51%

    948     994     1,070     1,509     1,630  

Plus: Rhino Eastern interest expense-51%

    41     8     79     27     37  

Less: Gain from Castle Valley acquisition(b)

                    (10,789 )

Plus: Impairment of Rhino Eastern joint venture(c)

    5,863                  

Plus: Non-cash write-off of mining equipment and asset impairment(c)

    47,031     2,601              

Adjusted EBITDA(a)

    145,873     63,528     89,821     81,221     71,473  

Less: Net income from discontinued operations

    (130,342 )   (1,307 )   (88 )        

Less: DD&A included in net income from dscontinued operations

        (2,982 )   (96 )        

Adjusted EBITDA from continuing operations(a)

  $ 15,531   $ 59,239   $ 89,637   $ 81,221   $ 71,473  

(a)
Calculated based on actual amounts and not the rounded amounts presented in this table. Totals may not foot due to rounding.

7


Table of Contents

(b)
During 2010, we acquired certain assets for cash consideration of approximately $15.0 million from the Trustee of the Federal Bankruptcy Court charged with the sale of the C.W. Mining Company assets, located in Emery and Carbon Counties, Utah (referred to as our Castle Valley mining complex). Because the fair value of the assets acquired exceeded the purchase price, we recorded a non-cash gain of $10.8 million that is reflected in our 2010 financial results. A gain resulted from this acquisition since the assets were purchased in a distressed sale out of bankruptcy. Management believes that the isolation and presentation of this specific item to arrive at Adjusted EBITDA is useful because it enhances investors' understanding of how management assesses the performance of our business. Management believes the adjustment of this item provides investors with additional information that they can utilize in evaluating our performance. Additionally, management believes the isolation of this item provides investors with enhanced comparability to prior and future periods of our operating results.

(c)
During the fourth quarter of 2014, we incurred non-cash charges of approximately $52.9 million. Of this total, approximately $45.3 million related to asset impairment and related charges associated with our various mining properties that were evaluated for impairment and reduced to our estimate of fair value during the fourth quarter of 2014. An additional component of the $52.9 million of non-cash charges relates to the $5.9 million impairment charge for our Rhino Eastern joint venture. Please see our more detailed discussion of these asset impairment and related charges in Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations. During the fourth quarter of 2014, we also incurred other non-cash charges that included an approximate $0.8 million mark-to-market adjustment for a portion of our low quality steam coal inventory located in Central Appalachia, an approximate $0.7 million charge for an accounts receivable allowance for one of our customers in Central Appalachia that entered bankruptcy proceedings and an approximate $0.2 million charge incurred for the write-off of obsolete supplies inventory at one of our Northern Appalachia operations. We believe that the isolation and presentation of these specific items to arrive at Adjusted EBITDA is useful because it enhances investors' understanding of how we assess the performance of our business. We believe the adjustment of these items provides investors with additional information that they can utilize in evaluating our performance. Additionally, we believe the isolation of these items provides investors with enhanced comparability to prior and future periods of our operating results.

During the first quarter of 2013, we incurred a non-cash expense of approximately $0.9 million due to the write-off of a continuous miner that was damaged at one of our underground mines in Central Appalachia. In addition, during the fourth quarter of 2013, we made a strategic decision to permanently close the mining operations at our McClane Canyon mine in Colorado, which resulted in a non-cash impairment charge of approximately $1.7 million. We believe that the isolation and presentation of these specific items to arrive at Adjusted EBITDA is useful because it enhances investors' understanding of how we assess the performance of our business. We believe the adjustment of these items provides investors with additional information that they can utilize in evaluating our performance. Additionally, we believe the isolation of these items provides investors with enhanced comparability to prior and future periods of our operating results.

Item 8.    Financial Statements and Supplementary Data.

        The Report of Independent Registered Public Accounting Firm, Consolidated Financial Statements and supplementary financial data required for this Item are set forth on pages F-1 through F-53 of this report and are incorporated herein by reference.

Item 9A.    Controls and Procedures.

    (a)    Disclosure Controls and Procedures.

        Our principal executive officer (CEO) and principal financial officer (CFO) undertook an evaluation of our disclosure controls and procedures as of December 31, 2014. In the originally filed Form 10-K, we disclosed that based on such evaluation, the CEO and CFO concluded that our controls and procedures were effective as of December 31, 2014 at the reasonable assurance level. For purposes of this section, the term "disclosure controls and procedures" means controls and other procedures of an issuer that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

        In conjunction with the filing of this amendment to that Form 10-K and the restatement of our audited consolidated financial statements in that Form 10-K, management with the participation of our principal executive officer and principal financial officer re-evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2014. Based on this re-evaluation and the existence of material weakness in our internal control over financial reporting (discussed below) that gave rise to

8


Table of Contents

the restatement, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures were not effective as of December 31, 2014. Based on our steps being taken to remediate the material weakness in our internal control over financial reporting and additional procedures performed by management to ensure the reliability of our financial reporting, we believe that the consolidated financial statements in this Form 10-K/A are fairly presented, in all material respects, in conformity with GAAP.

    (b)    Management's Report on Internal Control over Financial Reporting.

        Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Internal control over financial reporting is a process designed under the supervision of our CEO and CFO, and effected by our general partner's board of directors, management and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of our consolidated financial statements for external purposes in accordance with generally accepted accounting principles. Because of inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Under the supervision and with the participation of our management, including the CEO and CFO, we conducted an evaluation of the effectiveness of our internal control over financial reporting based upon the framework in Internal Control Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework). In the originally filed Form 10-K, we disclosed that based on our evaluation under this framework, our management concluded that our internal control over financial reporting was effective as of December 31, 2014. The effectiveness of our internal control over financial reporting as of December 31, 2014 has been audited by Ernst & Young LLP, the independent registered public accounting firm that audited the financial statements included in this annual report, as stated in their attestation report appearing on page 11.

        In conjunction with the filing of this amendment to that Form 10-K and the restatement of our audited consolidated financial statements in that Form 10-K, under the supervision and with the participation of our management, including the CEO and CFO, we re-evaluated the effectiveness of our internal control over financial reporting based upon the framework in Internal Control Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework). Based on this re-evaluation under this framework, our management concluded that our internal control over financial reporting was not effective as of December 31, 2014. Management has determined that there was a material weakness in internal control over financial reporting related to the precision of review and application of technical accounting principles over the calculation of net income/(loss) per common unit and subordinated unit. We did not correctly reflect the impact of the non-payment of cash distributions in respect of our subordinated units on the allocation of net income/(loss) between common units and subordinated units for the purposes of calculating earnings per unit for each unitholder class. The corrected calculations allocate more net income or less net (loss), as applicable, to common units and less net income or more net (loss), as applicable, to subordinated units for the purposes of calculating earnings per unit for each unitholder class.

        Management is evaluating and implementing remediation plans to address this material weakness in internal control over financial reporting.

    (c)    Changes in Internal Control Over Financial Reporting.

        Except as described above, there have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that occurred during our last fiscal quarter that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

9


Table of Contents


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors of
The Managing General Partner
And the Partners of
Rhino Resource Partners LP
Lexington, Kentucky

        We have audited Rhino Resource Partners LP and subsidiaries' internal control over financial reporting as of December 31, 2014, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). Rhino Resource Partners LP and subsidiaries' management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management's Report on our Internal Control over Financial Reporting. Our responsibility is to express an opinion on the company's internal control over financial reporting based on our audit.

        We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

        A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

        Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

        In our report dated March 11, 2015, we expressed an unqualified opinion that Rhino Resource Partners LP and subsidiaries maintained, in all material respects, effective internal control over financial reporting as of December 31, 2014, based on the COSO criteria. Management has subsequently determined that a deficiency in controls related to the Company's review of the earnings per unit calculation existed, and has further concluded that such deficiency represented a material weakness as of December 31, 2014. As a result, management has revised its assessment, as presented in the accompanying Management's Report on Internal Control Over Financial Reporting; to conclude that Rhino Resource Partners LP and subsidiaries' internal control over financial reporting was not effective as of December 31, 2014. Accordingly, our present opinion on the effectiveness of Rhino Resource Partners LP and subsidiaries' internal control over financial reporting as of December 31, 2014, as expressed herein, is different from that expressed in our previous report.

10


Table of Contents

        A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company's annual or interim financial statements will not be prevented or detected on a timely basis. The following material weakness has been identified and included in management's assessment. Management has identified a material weakness in controls related to the Company's review of the earnings per unit calculation. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated statements of financial position of Rhino Resource Partners LP and subsidiaries as of December 31, 2014 and 2013, and the related consolidated statements of operations and comprehensive income, partners' capital and cash flows for each of the two years in the period ended December 31, 2014. This material weakness was considered in determining the nature, timing and extent of audit tests applied in our audit of the 2014 and 2013 consolidated financial statements, and this report does not affect our report dated March 11, 2015, except for the error correction discussed in Note 16 as to which the date is August 7, 2015, which expressed an unqualified opinion on those financial statements.

        In our opinion, because of the effect of the material weakness described above on the achievement of the objectives of the control criteria, Rhino Resource Partners LP and subsidiaries has not maintained effective internal control over financial reporting as of December 31, 2014, based on the COSO criteria.

/s/ ERNST & YOUNG LLP

Louisville, Kentucky
March 11, 2015, except for the effects of the material weakness described in the sixth paragraph above as to which the date is August 7, 2015

11


Table of Contents


PART IV

Item 15.    Exhibits, Financial Statement Schedules.

(a)
(1)  Financial Statements

        See "Index to the Consolidated Financial Statements" set forth on Page F-1.

(2)
Financial Statement Schedules

        All schedules are omitted because they are not applicable or the required information is presented in the financial statements or notes thereto.

12


Table of Contents

(3)
Exhibits


EXHIBIT LIST

Exhibit
Number
  Description
        
  3.1   Certificate of Limited Partnership of Rhino Resource Partners LP, incorporated by reference to Exhibit 3.1 to the Registration Statement on Form S-1 (File No. 333-166550) filed on May 5, 2010
        
  3.2   Second Amended and Restated Agreement of Limited Partnership of Rhino Resource Partners LP, dated as of October 26, 2010, incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K (File No. 001-34892) filed on November 1, 2010
        
  4.1   Registration Rights Agreement, dated as of October 5, 2010, by and between Rhino Resource Partners LP and Rhino Energy Holdings LLC, incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K (File No. 001-34892) filed on October 8, 2010
        
  10.1 Rhino Long-Term Incentive Plan incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No. 001-34892) filed on October 1, 2010
        
  10.2 Form of Long-Term Incentive Plan Grant Agreement—Phantom Units with DERs, incorporated by reference to Exhibit 10.12 of Amendment No. 3 to the Registration Statement on Form S-1 (File No. 333-166550) filed on July 23, 2010
        
  10.3 Form of Long-Term Incentive Plan Grant Agreement—Unit Awards and Restricted Units (Directors who are not Principals of Wexford), incorporated by reference to Exhibit 10.22 of Amendment No. 3 to the Registration Statement on Form S-1 (File No. 333-166550) filed on July 23, 2010
        
  10.4 Form of Long-Term Incentive Plan Grant Agreement—Unit Awards and Restricted Units (Directors who are Principals of Wexford), incorporated by reference to Exhibit 10.23 of Amendment No. 3 to the Registration Statement on Form S-1 (File No. 333-166550) filed on July 23, 2010
        
  10.5 Amended and Restated Employment Agreement of Joseph E. Funk effective as of November 14, 2014, incorporated by reference to Exhibit 10.5 of the Annual Report on Form 10-K (File No. 001-34892), filed on March 11, 2015
        
  10.6 Amended and Restated Employment Agreement of Richard A. Boone effective June 1, 2014, incorporated by reference to Exhibit 10.1 of the Quarterly Report on Form 10-Q (File No. 001-34892), filed on August 6, 2014
        
  10.7 Amended and Restated Employment Agreement of Reford C. Hunt effective September 1, 2014, incorporated by reference to Exhibit 10.1 of the Quarterly Report on Form 10-Q (File No. 001-34892) filed on November 5, 2014
        
  10.8 Amended and Restated Employment Agreement of Brian T. Aug effective as of August 1, 2013, incorporated by reference to Exhibit 10.8 of the Annual Report on Form 10-K (File No. 001-34892), filed on March 11, 2015
 
   

13


Table of Contents

Exhibit
Number
  Description
  10.10   Amended and Restated Credit Agreement, dated July 29, 2011 by and among Rhino Energy LLC, PNC Bank, National Association, as Administrative Agent, PNC Capital Markets and Union Bank, N.A., as Joint Lead Arrangers and Joint Bookrunners, Union Bank N.A., as Syndication agent, Raymond James Bank, FSB, Wells Fargo Bank, national Association and the Huntington National Bank, as Co-Documentation Agents and the guarantors and lenders party thereto, incorporated by reference to Exhibit 10.1 of the Current report on Form 8-K (File No. 001-34892), filed on August 4, 2011
        
  10.11   First Amendment to Amended and Restated Credit Agreement, dated April 18, 2013 by and among Rhino Energy LLC, PNC Bank, National Association, as Administrative Agent, PNC Capital Markets and Union Bank, N.A., as Joint Lead Arrangers and Joint Bookrunners, Union Bank, N.A., as Syndication Agent, Raymond James Bank, FSB, Wells Fargo Bank, National Association and the Huntington National Bank, as Co-Documentation Agents and the guarantors and lenders party thereto, incorporated by reference to Exhibit 10.1 of the Current report on Form 8-K (File No. 001-34892), filed on April 19, 2013
        
  10.12   Second Amendment to Amended and Restated Credit Agreement, dated March 19, 2014 by and among Rhino Energy LLC, PNC Bank, National Association, as Administrative Agent, PNC Capital Markets and Union Bank, N.A., as Joint Lead Arrangers and Joint Bookrunners, Union Bank, N.A., as Syndication Agent, Raymond James Bank, FSB, Wells Fargo Bank, National Association and the Huntington National Bank, as Co-Documentation Agents and the guarantors and lenders party thereto, incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K (File No. 001-34892), filed on March 25, 2014
        
  10.13   Purchase and Sale Agreement with Gulfport Energy Corporation dated March 19, 2014, incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K (File No. 001-34892), filed on March 25, 2014
        
  21.1   List of Subsidiaries of Rhino Resource Partners LP, incorporated by reference to Exhibit 21.1 of the Annual Report on Form 10-K (File No. 001-34892), filed on March 11, 2015
        
  23.1 * Consent of Ernst & Young LLP
        
  23.2 * Consent of Deloitte & Touche LLP
        
  23.3   Consent of John T. Boyd Company, incorporated by reference to Exhibit 23.3 of the Annual Report on Form 10-K (File No. 001-34892), filed on March 11, 2015
        
  31.1 * Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241)
        
  31.2 * Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241)
        
  32.1 * Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350)
        
  32.2 * Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350)
 
   

14


Table of Contents

Exhibit
Number
  Description
  95.1   Mine Health and Safety Disclosure pursuant to §1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act for the year ended December 31, 2014 and the three months ended December 31, 2014, incorporated by reference to Exhibit 95.1 of the Annual Report on Form 10-K (File No. 001-34892), filed on March 11, 2015
        
  101.INS §* XBRL Instance Document
        
  101.SCH §* XBRL Taxonomy Extension Schema Document
        
  101.CAL §* XBRL Taxonomy Extension Calculation Linkbase Document
        
  101.DEF §* XBRL Taxonomy Definition Linkbase Document
        
  101.LAB §* XBRL Taxonomy Extension Label Linkbase Document
        
  101.PRE §* XBRL Taxonomy Extension Presentation Linkbase Document

*
Filed or furnished herewith, as applicable.

Management contract or compensatory plan or arrangement required to be filed as an exhibit to this 10-K pursuant to Item 15(b).

§
Furnished with this Form 10-K. In accordance with Rule 406T of Regulation S-T, the information in these exhibits shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

15


Table of Contents


SIGNATURES

        Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

    RHINO RESOURCE PARTNERS LP

 

 

By:

 

Rhino GP LLC, its general partner

 

 

By:

 

/s/ JOSEPH E. FUNK

Joseph E. Funk
President and Chief Executive Officer

Date: August 7, 2015

16


Table of Contents


INDEX TO FINANCIAL STATEMENTS

F-1


Table of Contents


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors of
the Managing General Partner
and the Partners of
Rhino Resource Partners LP
Lexington, Kentucky

        We have audited the accompanying consolidated statements of financial position of Rhino Resource Partners LP and subsidiaries as of December 31, 2014 and 2013, and the related consolidated statements of operations and comprehensive income, partners' capital and cash flows for each of the two years in the period ended December 31, 2014. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.

        We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

        In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Rhino Resource Partners LP and subsidiaries at December 31, 2014 and 2013, and the consolidated results of their operations and their cash flows for each of the two years in the period ended December 31, 2014, in conformity with U.S. generally accepted accounting principles.

        As discussed in Note 16 to the consolidated financial statements, the 2014 and 2013 consolidated financial statements have been restated to correct an error in the accounting for earnings per unit.

        We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Rhino Resource Partners LP's internal control over financial reporting as of December 31, 2014, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated March 11, 2015, except for the effects of the material weakness described in the sixth paragraph of our report as to which the date is August 7, 2015, expressed an adverse opinion thereon.

/s/ ERNST & YOUNG, LLP

Louisville, Kentucky
March 11, 2015, except as to Note 16, which is as of August 7, 2015

F-2


Table of Contents


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors of
the Managing General Partner
and the Partners of
Rhino Resource Partners LP
Lexington, Kentucky

        We have audited the accompanying consolidated statements of operations and comprehensive income, partners' capital, and cash flows of Rhino Resource Partners LP and subsidiaries (the "Partnership") for the year ended December 31, 2012. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on the financial statements based on our audit.

        We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

        In our opinion, such consolidated financial statements present fairly, in all material respects, the results of Rhino Resource Partners LP operations and cash flows for the year ended December 31, 2012, in conformity with accounting principles generally accepted in the United States of America.

/s/ DELOITTE & TOUCHE LLP

Cincinnati, Ohio
March 8, 2013
(October 10, 2014 as to the retrospective reclassifications related to the sale of oil and gas properties in the Utica Shale region described in Note 4 and changes in segment reporting related to this sale to remove the Oil and Natural Gas segment described in Note 21, and March 11, 2015 as to the changes in segment reporting for the new Illinois Basin segment described in Note 21)

F-3


Table of Contents


RHINO RESOURCE PARTNERS LP

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(In thousands)

 
  As of December 31,  
 
  2014   2013  

ASSETS

             

CURRENT ASSETS:

             

Cash and cash equivalents

  $ 626   $ 423  

Accounts receivable, net of allowance for doubtful accounts ($724 as of December 31, 2014 and $0 as of December 31, 2013)

    22,467     25,461  

Inventories

    13,030     18,580  

Advance royalties, current portion

    1,032     179  

Prepaid expenses and other

    3,974     4,572  

Current assets held for sale

        454  

Total current assets

    41,129     49,669  

PROPERTY, PLANT AND EQUIPMENT:

             

At cost, including coal properties, mine development and construction costs

    663,662     674,708  

Less accumulated depreciation, depletion and amortization

    (280,225 )   (249,718 )

Net property, plant and equipment

    383,437     424,990  

Advance royalties, net of current portion

    1,363     5,580  

Investment in unconsolidated affiliates

    20,653     21,243  

Intangible assets, net

    1,067     1,148  

Other non-current assets

    16,410     9,640  

Non-current assets held for sale

    9,279     55,497  

TOTAL

  $ 473,338   $ 567,767  

LIABILITIES AND EQUITY

             

CURRENT LIABILITIES:

             

Accounts payable

  $ 10,924   $ 17,710  

Accrued expenses and other

    17,334     20,567  

Current portion of long-term debt

    210     1,024  

Current portion of asset retirement obligations

    1,431     1,614  

Current portion of postretirement benefits

    425     334  

Current liabilities held for sale

        5,241  

Total current liabilities

    30,324     46,490  

NON-CURRENT LIABILITIES:

             

Long-term debt, net of current portion

    57,222     170,022  

Asset retirement obligations, net of current portion

    28,452     32,837  

Other non-current liabilities

    27,942     16,220  

Postretirement benefits, net of current portion

    6,223     5,786  

Non-current liabilities held for sale

    2,250     41  

Total non-current liabilities

    122,089     224,906  

Total liabilities

    152,413     271,396  

COMMITMENTS AND CONTINGENCIES (NOTE 15)

             

PARTNERS' CAPITAL:

             

Limited partners

    308,586     283,339  

General partner

    10,966     10,801  

Accumulated other comprehensive income

    1,373     2,231  

Total partners' capital

    320,925     296,371  

TOTAL

  $ 473,338   $ 567,767  

   

See notes to consolidated financial statements.

F-4


Table of Contents


RHINO RESOURCE PARTNERS LP

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(In thousands, except per unit data)

 
  Year Ended December 31,  
 
  2014
(as restated)
  2013
(as restated)
  2012  

REVENUES:

                   

Coal sales

  $ 202,881   $ 236,601   $ 304,568  

Freight and handling revenues

    2,020     2,159     6,357  

Other revenues

    34,156     33,505     40,818  

Total revenues

    239,057     272,265     351,743  

COSTS AND EXPENSES:

                   

Cost of operations (exclusive of depreciation, depletion and amortization shown separately below)

    200,141     199,705     247,719  

Freight and handling costs

    1,877     1,294     5,833  

Depreciation, depletion and amortization

    37,233     39,627     41,274  

Selling, general and administrative (exclusive of depreciation, depletion and amortization shown separately above)

    19,226     19,800     20,442  

Asset impairment and related charges

    45,296     1,667      

(Gain) on sale/disposal of assets, net

    (569 )   (10,359 )   (4,890 )

Total costs and expenses

    303,204     251,734     310,378  

(LOSS)/INCOME FROM OPERATIONS

    (64,147 )   20,531     41,365  

INTEREST AND OTHER (EXPENSE)/INCOME:

                   

Interest expense and other

    (5,708 )   (7,898 )   (7,767 )

Interest income and other

    274     207     92  

Equity in net (loss)/income of unconsolidated affiliates

    (11,712 )   (4,729 )   5,757  

Total interest and other (expense)

    (17,146 )   (12,420 )   (1,918 )

(LOSS)/INCOME BEFORE INCOME TAXES FROM CONTINUING OPERATIONS

    (81,293 )   8,111     39,447  

INCOME TAXES

             

NET (LOSS)/INCOME FROM CONTINUING OPERATIONS

    (81,293 )   8,111     39,447  

DISCONTINUED OPERATIONS

                   

Income from discontinued operations

    130,342     1,307     88  

NET INCOME

    49,049     9,418     39,535  

Other comprehensive income:

                   

Change in actuarial gain under ASC Topic 815

    (858 )   800     (917 )

COMPREHENSIVE INCOME

  $ 48,191   $ 10,218   $ 38,618  

General partner's interest in net (loss)/income:

                   

Net (loss)/income from continuing operations

  $ (1,626 ) $ 162   $ 789  

Net income from discontinued operations

    2,607     26     1  

General partner's interest in net income

  $ 981   $ 188   $ 790  

Common unitholders' interest in net (loss)/income:

                   

Net (loss)/income from continuing operations

  $ (45,705 ) $ 4,448   $ 21,374  

Net income from discontinued operations

    73,271     769     48  

Common unitholders' interest in net income

  $ 27,566   $ 5,217   $ 21,422  

Subordinated unitholders' interest in net (loss)/income:

                   

Net (loss)/income from continuing operations

  $ (33,962 ) $ 3,501   $ 17,284  

Net income from discontinued operations

    54,464     512     39  

Subordinated unitholders' interest in net income

  $ 20,502   $ 4,013   $ 17,323  

Net (loss)/income per limited partner unit, basic:

                   

Common units:

                   

Net (loss)/income per unit from continuing operations

  $ (2.32) * $ 1.07 * $ 1.39  

Net income per unit from discontinued operations

    4.39 *   0.04 *   0.01  

Net income per common unit, basic

  $ 2.07 * $ 1.11 * $ 1.40  

Subordinated units

                   

Net (loss)/income per unit from continuing operations

  $ (3.31) * $ (0.74) * $ 1.39  

Net income per unit from discontinued operations

    4.39 *   0.04 *   0.01  

Net income per subordinated unit, basic

  $ 1.08 * $ (0.70) * $ 1.40  

Net (loss)/income per limited partner unit, diluted:

                   

Common units

                   

Net (loss)/income per unit from continuing operations

  $ (2.32) * $ 1.07 * $ 1.39  

Net income per unit from discontinued operations

    4.39 *   0.04 *   0.01  

Net income per common unit, diluted

  $ 2.07 * $ 1.11 * $ 1.40  

Subordinated units

                   

Net (loss)/income per unit from continuing operations

  $ (3.31) * $ (0.74) * $ 1.39  

Net income per unit from discontinued operations

    4.39 *   0.04 *   0.01  

Net income per subordinated unit, diluted

  $ 1.08 * $ (0.70) * $ 1.40  

Distributions paid per limited partner unit(1)

 
$

1.385
 
$

1.78
 
$

1.85
 

Weighted average number of limited partner units outstanding, basic:

                   

Common units

    16,678     15,751     15,331  

Subordinated units

    12,397     12,397     12,397  

Weighted average number of limited partner units outstanding, diluted:

                   

Common units

    16,685     15,760     15,335  

Subordinated units

    12,397     12,397     12,397  

(1)
No distributions were paid on the subordinated units during 2014, 2013 or for the three months ended June 30, 2012, September 30, 2012 and December 31, 2012.

*
Figures for 2014 and 2013 Net (loss)/income per limited partner unit purposes have been restated. See Note 16.

   

See notes to consolidated financial statements.

F-5


Table of Contents


RHINO RESOURCE PARTNERS LP

CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

(In thousands)

 
  Limited Partner    
   
   
 
 
  Common   Subordinated    
  Accumulated
Other
Comprehensive
Income/(Loss)
   
 
 
  General
Partner
Capital
  Total
Partners'
Capital
 
 
  Units   Capital   Units   Capital  

BALANCE—December 31, 2011

    15,311   $ 194,840     12,397   $ 93,202   $ 11,547   $ 2,348   $ 301,937  

Net income

        21,422         17,323     790         39,535  

Distributions to unitholders and general partner

        (28,470 )       (11,901 )   (1,047 )       (41,418 )

General partners' contributions

                    13         13  

Offering costs

        (7 )                   (7 )

Issuance of units under LTIP

    39     651                     651  

Change in actuarial gain under ASC Topic 815

                        (917 )   (917 )

BALANCE—December 31, 2012

    15,350   $ 188,436     12,397   $ 98,624   $ 11,303   $ 1,431   $ 299,794  

Net income

        5,217         4,013     188         9,418  

Distributions to unitholders and general partner

        (28,119 )           (1,020 )       (29,139 )

General partners' contributions

                    330         330  

Offering of common units

    1,265     14,788                     14,788  

Offering costs

        (214 )                   (214 )

Issuance of units under LTIP

    45     594                     594  

Change in actuarial gain under ASC Topic 815

                        800     800  

BALANCE—December 31, 2013

    16,660   $ 180,702     12,397   $ 102,637   $ 10,801   $ 2,231   $ 296,371  

Net income

        27,566         20,502     981         49,049  

Distributions to unitholders and general partner

        (23,140 )           (822 )       (23,962 )

General partners' contributions

                    6         6  

Offering costs

        (2 )                   (2 )

Issuance of units under LTIP

    25     321                     321  

Change in actuarial gain under ASC Topic 815

                        (858 )   (858 )

BALANCE—December 31, 2014

    16,685   $ 185,447     12,397   $ 123,139   $ 10,966   $ 1,373   $ 320,925  

   

See notes to consolidated financial statements.

F-6


Table of Contents


RHINO RESOURCE PARTNERS LP

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

 
  Year Ended December 31,  
 
  2014   2013   2012  

CASH FLOWS FROM OPERATING ACTIVITIES:

                   

Net income

  $ 49,049   $ 9,418   $ 39,535  

Adjustments to reconcile net income to net cash provided by operating activities:

                   

Depreciation, depletion and amortization

    37,233     42,609     41,370  

Accretion on asset retirement obligations

    2,281     2,356     1,896  

Accretion on interest-free debt

        57     222  

Amortization of deferred revenue

    (1,731 )   (1,553 )   (929 )

Amortization of advance royalties

    440     270     244  

Amortization of debt issuance costs

    2,127     1,295     1,075  

Amortization of actuarial gain

    (368 )   (145 )   (295 )

Provision for doubtful accounts

    724          

Equity in net loss/(income) of unconsolidated affiliates

    11,712     4,729     (5,757 )

Distributions from unconsolidated affiliate

            2,958  

Loss on retirement of advance royalties

    244     182     100  

(Gain) on sale/disposal of assets—net

    (130,621 )   (10,359 )   (4,878 )

Loss on impairment of assets

    45,296     1,667      

Equity-based compensation

    255     605     873  

Changes in assets and liabilities:

                   

Accounts receivable

    634     7,441     6,465  

Inventories

    5,550     163     (3,114 )

Advance royalties

    (1,453 )   (1,517 )   (1,687 )

Prepaid expenses and other assets

    485     (1,395 )   1,341  

Accounts payable

    (1,731 )   (2,036 )   (5,540 )

Accrued expenses and other liabilities

    2,841     (135 )   6,497  

Asset retirement obligations

    (1,824 )   (2,240 )   (1,108 )

Postretirement benefits

    38     318     476  

Net cash provided by operating activities

    21,181     51,730     79,744  

CASH FLOWS FROM INVESTING ACTIVITIES:

                   

Additions to property, plant, and equipment

    (62,986 )   (54,522 )   (61,772 )

Proceeds from sales/recoveries of property, plant, and equipment

    189,618     12,489     5,479  

Principal payments received on notes receivable

    205         11,945  

Cash paid from issuance of notes receivable

        (205 )   (11,945 )

Changes in restricted cash

        1,079     3  

Investment in unconsolidated affiliates

    (10,096 )   (2,749 )   (2,114 )

Net cash provided by (used in) investing activities

    116,741     (43,908 )   (58,404 )

CASH FLOWS FROM FINANCING ACTIVITIES:

                   

Borrowings on line of credit

    170,040     185,300     212,300  

Repayments on line of credit

    (282,630 )   (175,510 )   (192,050 )

Proceeds from issuance of long-term debt

            2,973  

Repayments on long-term debt

    (1,024 )   (2,350 )   (2,994 )

Payments on debt issuance costs

    (103 )   (980 )    

Proceeds from issuance of common units, net of underwriting costs

        14,788      

Payment of offering costs

    (2 )   (214 )   (7 )

Net settlement of withholding taxes on employee unit awards vesting

    (44 )   (85 )   (145 )

General partner's contributions

    6     330     13  

Distributions to unitholders

    (23,962 )   (29,139 )   (41,418 )

Net cash (used in) financing activities

    (137,719 )   (7,860 )   (21,328 )

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

    203     (38 )   12  

CASH AND CASH EQUIVALENTS—Beginning of period

    423     461     449  

CASH AND CASH EQUIVALENTS—End of period

  $ 626   $ 423   $ 461  

   

See notes to consolidated financial statements.

F-7


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

1. ORGANIZATION AND BASIS OF PRESENTATION

        Organization—Rhino Resource Partners LP and subsidiaries (the "Partnership") is a Delaware limited partnership formed on April 19, 2010 to acquire Rhino Energy LLC (the "Predecessor" or the "Operating Company"). The Partnership had no operations during the period from April 19, 2010 (date of inception) to October 5, 2010 (the consummation of the initial public offering ("IPO") date of the Partnership). The Operating Company and its wholly owned subsidiaries produce and market coal from surface and underground mines in Kentucky, Ohio, West Virginia and Utah. The majority of the Partnership's sales are made to electric utilities and other coal-related organizations in the United States. In addition to operating coal properties, the Partnership manages and leases coal properties and collects royalties from such management and leasing activities. In addition to the Partnership's coal operations, the Partnership has invested in oil and natural gas mineral rights and operations that provide revenues to the Partnership.

Initial Public Offering

        On October 5, 2010, Rhino Resource Partners LP completed its IPO of 3,244,000 common units, representing limited partner interests in the Partnership, at a price of $20.50 per common unit. Net proceeds from the offering were approximately $58.3 million, after deducting underwriting discounts and offering expenses of $8.2 million. The Partnership used the net proceeds from this offering, and a related capital contribution by Rhino GP LLC, the Partnership's general partner (the "General Partner") of approximately $10.4 million, to repay approximately $69.4 million of outstanding indebtedness under the Operating Company's credit facility. These net proceeds do not include $9.3 million that was used to reimburse affiliates of the Partnership's sponsor, Wexford Capital LP ("Wexford Capital"), for capital expenditures incurred with respect to the assets contributed to the Partnership in connection with the offering. In connection with the closing of the IPO, the owners of the Operating Company contributed their membership interests in the Operating Company to the Partnership, and the Partnership issued 12,397,000 subordinated units representing limited partner interests in the Partnership and 9,153,000 common units to Rhino Energy Holdings LLC, an affiliate of Wexford Capital, and issued incentive distribution rights to the General Partner. Upon the closing of the IPO, and as required by the Operating Company's credit agreement by and among the Operating Company, as borrower, and its subsidiaries as guarantors, and PNC Bank, National Association, as agent, and the other lenders thereto (as amended from time to time, the "Credit Agreement"), the Partnership pledged 100% of the membership interests in the Operating Company to the agent on behalf of itself and the other lenders to secure the Operating Company's obligations under the Credit Agreement.

Follow-on Offerings

        On July 18, 2011, the Partnership completed a public offering of 2,875,000 common units, representing limited partner interests in the Partnership, at a price of $24.50 per common unit. Of the common units issued, 375,000 units were issued in connection with the exercise of the underwriters' option to purchase additional units. Net proceeds from the offering were approximately $66.4 million, after deducting underwriting discounts and offering expenses of approximately $4.1 million. The Partnership used the net proceeds from this offering, and a related capital contribution by the General Partner of approximately $1.4 million, to repay approximately $67.8 million of outstanding indebtedness under the Partnership's credit facility.

F-8


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

1. ORGANIZATION AND BASIS OF PRESENTATION (Continued)

        On September 13, 2013, the Partnership completed a public offering of 1,265,000 common units, representing limited partner interests in the Partnership, at a price of $12.30 per common unit. Of the common units issued, 165,000 units were issued in connection with the exercise of the underwriter's option to purchase additional units. Net proceeds from the offering were approximately $14.6 million, after deducting underwriting discounts and offering expenses of approximately $1.0 million. The Partnership used the net proceeds from this offering, and a related capital contribution by the General Partner of approximately $0.3 million, to repay approximately $14.9 million of outstanding indebtedness under the Partnership's credit facility.

        Basis of Presentation and Principles of Consolidation—The accompanying consolidated financial statements include the accounts of Rhino Resource Partners LP and its subsidiaries. Intercompany transactions and balances have been eliminated in consolidation.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND GENERAL

        Company Environment and Risk Factors.    The Partnership, in the course of its business activities, is exposed to a number of risks including: fluctuating market conditions of coal, truck and rail transportation, fuel costs, changing government regulations, unexpected maintenance and equipment failure, employee benefits cost control, changes in estimates of proven and probable coal reserves, as well as the ability of the Partnership to maintain adequate financing, necessary mining permits and control of sufficient recoverable coal properties. In addition, adverse weather and geological conditions may increase mining costs, sometimes substantially.

        Trade Receivables and Concentrations of Credit Risk.    See Note 17 for discussion of major customers. The Partnership does not require collateral or other security on accounts receivable. The credit risk is controlled through credit approvals and monitoring procedures.

        During 2014, the Partnership recorded an accounts receivable allowance of approximately $0.7 million in relation to a customer that had entered bankruptcy proceedings. The Partnership recorded this allowance based upon its best estimate of the ultimate collectability of the accounts receivable balance through the bankruptcy proceedings of this customer.

        Cash and Cash Equivalents.    The Partnership considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents.

        Inventories.    Inventories are stated at the lower of cost, based on a three month rolling average, or market. Inventories primarily consist of coal contained in stockpiles.

        Advance Royalties.    The Partnership is required, under certain royalty lease agreements, to make minimum royalty payments whether or not mining activity is being performed on the leased property. These minimum payments may be recoupable once mining begins on the leased property. The Partnership capitalizes the recoupable minimum royalty payments and amortizes the deferred costs once mining activities begin on the units-of-production method or expenses the deferred costs when the Partnership has ceased mining or has made a decision not to mine on such property.

        Notes Receivable.    In August 2011, the Partnership closed on an agreement to sell and assign certain non-core mining assets and related liabilities located in the Phelps, KY area to a third party.

F-9


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND GENERAL (Continued)

The mining assets included leasehold interests and permits to surface and mineral interests that included steam coal reserves and non-reserve coal deposits. Additionally, the sales agreement included the potential for additional payments of approximately $8.75 million dependent upon certain future contingencies. Rhino recorded the sale of the assets and transfer of liabilities in the third quarter of 2011, but did not record any of the potential $8.75 million consideration since this amount relied on future contingent conditions to be met before it could be recognized. In 2014, the third party entered negotiations with the Partnership regarding the payment of the $8.75 million consideration as the third party anticipated the contingencies would be met in the near future. The third party negotiated with the Partnership to accept a note receivable in lieu of immediate payment since the third party did not have the available funds to pay the $8.75 million consideration. The Partnership believes the collection of the $8.75 million is in doubt due to the necessity of the third party to request a note receivable and the belief that the third party will not be able to economically mine this property for an extended period due to the lack of certain mining permits. Based on the uncertainty of collection of the note receivable, the Partnership recorded a note receivable balance along with a corresponding allowance against the entire $8.75 million note receivable balance. The Partnership received approximately $0.25 million in payments in 2014 related to this note receivable and the balance at December 31, 2014 was $8.5 million, which remained fully reserved based on the factors discussed above.

        Property, Plant and Equipment.    Property, plant, and equipment, including coal properties, oil and natural gas properties, mine development costs and construction costs, are recorded at cost, which includes construction overhead and interest, where applicable. Expenditures for major renewals and betterments are capitalized, while expenditures for maintenance and repairs are expensed as incurred. Mining and other equipment and related facilities are depreciated using the straight-line method based upon the shorter of estimated useful lives of the assets or the estimated life of each mine. Coal properties are depleted using the units-of-production method, based on estimated proven and probable reserves. Mine development costs are amortized using the units-of-production method, based on estimated proven and probable reserves. The Partnership assumes zero salvage values for its property, plant and equipment when depreciation and amortization are calculated. Gains or losses arising from sales or retirements are included in current operations.

        Stripping costs incurred in the production phase of a mine for the removal of overburden or waste materials for the purpose of obtaining access to coal that will be extracted are variable production costs that are included in the cost of inventory produced and extracted during the period the stripping costs are incurred. The Partnership defines a surface mine as a location where the Partnership utilizes operating assets necessary to extract coal, with the geographic boundary determined by property control, permit boundaries, and/or economic threshold limits. Multiple pits that share common infrastructure and processing equipment may be located within a single surface mine boundary, which can cover separate coal seams that typically are recovered incrementally as the overburden depth increases. In accordance with the accounting guidance for extractive mining activities, the Partnership defines a mine in production as one from which saleable minerals have begun to be extracted (produced) from an ore body, regardless of the level of production; however, the production phase does not commence with the removal of de minimis saleable mineral material that occurs in conjunction with the removal of overburden or waste material for the purpose of obtaining access to an ore body. The Partnership capitalizes only the development cost of the first pit at a mine site that may include multiple pits.

F-10


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND GENERAL (Continued)

        Asset Impairments for Coal Properties, Mine Development Costs and Other Coal Mining Equipment and Related Facilities.    The Partnership follows the accounting guidance on the impairment or disposal of property, plant and equipment for its coal mining assets, which requires that projected future cash flows from use and disposition of assets be compared with the carrying amounts of those assets when potential impairment is indicated. When the sum of projected undiscounted cash flows is less than the carrying amount, impairment losses are recognized. In determining such impairment losses, the Partnership must determine the fair value for the coal mining assets in question in accordance with the applicable fair value accounting guidance. Once the fair value is determined, the appropriate impairment loss must be recorded as the difference between the carrying amount of the coal mining assets and their respective fair values. Also, in certain situations, expected mine lives are shortened because of changes to planned operations or changes in coal reserve estimates. When that occurs and it is determined that the mine's underlying costs are not recoverable in the future, reclamation and mine closing obligations are accelerated and the mine closing accrual is increased accordingly. To the extent it is determined that coal asset carrying values will not be recoverable during a shorter mine life, a provision for such impairment is recognized. During 2014, the Partnership recorded $45.3 million of asset impairment losses and related charges associated with multiple coal properties that are further described in Note 6. The asset impairment losses and related charges are recorded on the Asset impairment and related charges line of the Partnership's consolidated statements of operations and comprehensive income. The Partnership also recorded an impairment charge of $5.9 million during 2014 related to the Partnership's equity investment in the Rhino Eastern joint venture that is discussed further in Note 3. The impairment charge for the Rhino Eastern joint venture is recorded on the Equity in net (loss)/income of unconsolidated affiliates line of the Partnership's consolidated statements of operations and comprehensive income. During 2013, the Partnership recorded an impairment loss of $1.7 million related to its McClane Canyon mining complex in Colorado. See Note 6 for more information on this impairment loss. There were no impairment losses recorded during the year ended December 31, 2012.

        Debt Issuance Costs.    Debt issuance costs reflect fees incurred to obtain financing and are amortized (included in interest expense) using the effective interest method over the life of the related debt. Debt issuance costs are included in other non-current assets. In March 2014, the Partnership entered into a second amendment of its amended and restated senior secured credit facility that reduced the borrowing capacity to $200 million. As part of executing the second amendment to the amended and restated senior secured credit facility, the Operating Company paid a fee of approximately $0.1 million to the lenders in March 2014, which was recorded as an addition to Debt issuance costs. In addition, the Partnership wrote-off approximately $1.1 million of its unamortized debt issuance costs since the second amendment reduced the borrowing capacity under the amended and restated senior secured credit facility. See Note 10 for further information on the amendment to the amended and restated senior secured credit facility.

        Asset Retirement Obligations.    The accounting guidance for asset retirement obligations addresses asset retirement obligations that result from the acquisition, construction or normal operation of long-lived assets. This guidance requires companies to recognize asset retirement obligations at fair value when the liability is incurred or acquired. Upon initial recognition of a liability, an amount equal to the liability is capitalized as part of the related long-lived asset and allocated to expense over the

F-11


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND GENERAL (Continued)

useful life of the asset. The Partnership has recorded the asset retirement costs for its mining operations in coal properties.

        The Partnership estimates its future cost requirements for reclamation of land where it has conducted surface and underground mining operations, based on its interpretation of the technical standards of regulations enacted by the U.S. Office of Surface Mining, as well as state regulations. These costs relate to reclaiming the pit and support acreage at surface mines and sealing portals at underground mines. Other reclamation costs are related to refuse and slurry ponds, as well as holding and related termination/exit costs.

        The Partnership expenses contemporaneous reclamation which is performed prior to final mine closure. The establishment of the end of mine reclamation and closure liability is based upon permit requirements and requires significant estimates and assumptions, principally associated with regulatory requirements, costs and recoverable coal reserves. Annually, the Partnership reviews its end of mine reclamation and closure liability and makes necessary adjustments, including mine plan and permit changes and revisions to cost and production levels to optimize mining and reclamation efficiency. When a mine life is shortened due to a change in the mine plan, mine closing obligations are accelerated, the related accrual is increased and the related asset is reviewed for impairment, accordingly.

        The adjustments to the liability from annual recosting reflect changes in expected timing, cash flow and the discount rate used in the present value calculation of the liability. Each respective year includes a range of discount rates that are dependent upon the timing of the cash flows of the specific obligations. Changes in the asset retirement obligations for the year ended December 31, 2014 were calculated with discount rates that ranged from 1.6% to 5.3%. Changes in the Partnership's asset retirement obligations for the year ended December 31, 2013 were calculated with discount rates that ranged from 2.3% to 5.6%. Changes in the asset retirement obligations for the year ended December 31, 2012 were calculated with discount rates that ranged from 3.2% to 5.3%. The discount rates changed in each respective year due to changes in applicable market indicators that are used to arrive at an appropriate discount rate. Other recosting adjustments to the liability are made annually based on inflationary cost increases or decreases and changes in the expected operating periods of the mines. The related inflation rate utilized in the recosting adjustments was 2.3% for 2014, 2013 and 2012.

        Workers' Compensation Benefits.    Certain of the Partnership's subsidiaries are liable under federal and state laws to pay workers' compensation and coal workers' pneumoconiosis ("black lung") benefits to eligible employees, former employees and their dependents. The Partnership currently utilizes an insurance program and state workers' compensation fund participation to secure its on-going obligations depending on the location of the operation. Premium expense for workers' compensation benefits is recognized in the period in which the related insurance coverage is provided.

        The Partnership's black lung benefit liability is calculated using the service cost method that considers the calculation of the actuarial present value of the estimated black lung obligation. The actuarial calculations using the service cost method for the Partnership's black lung benefit liability are based on numerous assumptions including disability incidence, medical costs, mortality, death benefits, dependents and interest rates.

F-12


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND GENERAL (Continued)

        In addition, the Partnership's liability for traumatic workers' compensation injury claims is the estimated present value of current workers' compensation benefits, based on actuarial estimates. The actuarial estimates for the Partnership's workers' compensation liability are based on numerous assumptions including claim development patterns, mortality, medical costs and interest rates.

        See Note 12 for more information on the Partnership's workers' compensation and black lung liabilities and expense.

        Revenue Recognition.    Most of the Partnership's revenues are generated under long-term coal sales contracts with electric utilities, industrial companies or other coal-related organizations, primarily in the eastern United States. Revenue is recognized and recorded when shipment or delivery to the customer has occurred, prices are fixed or determinable and the title or risk of loss has passed in accordance with the terms of the sales agreement. Under the typical terms of these agreements, risk of loss transfers to the customers at the mine or port, when the coal is loaded on the rail, barge, truck or other transportation source that delivers coal to its destination. Advance payments received are deferred and recognized in revenue as coal is shipped and title has passed.

        Coal sales revenues also result from the sale of brokered coal produced by others. The revenues related to brokered coal sales are included in coal sales revenues on a gross basis and the corresponding cost of the coal from the supplier is recorded in cost of coal sales in accordance with the revenue recognition accounting guidance on principal agent considerations.

        Freight and handling costs paid directly to third-party carriers and invoiced to coal customers are recorded as freight and handling costs and freight and handling revenues, respectively.

        Other revenues generally consist of coal royalty revenues, limestone sales, coal handling and processing, oil and natural gas royalty revenues, rebates and rental income. Coal royalty revenues are recognized on the basis of tons of coal sold by the Partnership's lessees and the corresponding gross revenues from those sales. The leases are based on (1) minimum monthly or annual payments, (2) a minimum dollar royalty per ton and/or a percentage of the gross sales price, or (3) a combination of both. Coal royalty revenues are recorded from royalty reports submitted by the lessee, which are reconciled and subject to audit by the Partnership. Most of the Partnership's lessees are required to make minimum monthly or annual royalty payments that are recoupable over certain time periods, generally two years. If tonnage royalty revenues do not meet the required minimum amount, the difference is paid as a deficiency. These deficiency payments received are recognized as an unearned revenue liability because they are generally recoupable over certain time periods. When a lessee recoups a deficiency payment through production, the recouped amount is deducted from the unearned revenue liability and added to revenue attributable to the coal royalty revenue in the current period. If a lessee does not recoup a deficiency paid during the allocated time period, the recoupment right lost becomes revenue in the current period and is deducted from the liability.

        With respect to other revenues recognized in situations unrelated to the shipment of coal or coal royalties, the Partnership carefully reviews the facts and circumstances of each transaction and does not recognize revenue until the following criteria are met: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the seller's price to the buyer is fixed or determinable and collectibility is reasonably assured. Advance payments received are deferred and recognized in revenue when earned.

F-13


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND GENERAL (Continued)

        Equity-Based Compensation.    The Partnership applies the provisions of ASC Topic 718 to account for any unit awards granted to employees or directors. This guidance requires that all share-based payments to employees or directors, including grants of stock options, be recognized in the financial statements based on their fair value. The General Partner has currently granted restricted units and phantom units to directors and certain employees of the General Partner and Partnership that contain only a service condition. The fair value of each restricted unit and phantom unit award was calculated using the closing price of the Partnership's common units on the date of grant.

        With the vesting of the first portion of the employees' awards in early April 2011, the Compensation Committee of the board of directors of the General Partner elected to pay some of the awards in cash or a combination of cash and common units. This election was a change in policy from December 31, 2010 since management had previously planned to settle all employee awards with units upon vesting as per the grant agreements. This policy change resulted in a modification of all employee awards from equity to liability classification as of March 31, 2011 and all new awards granted thereafter. Thus, the employee awards are required to be marked-to-market each reporting period until they are vested. Restricted unit awards granted to directors of the General Partner are considered nonemployee equity-based awards since the directors are not elected by unitholders. Thus, these director awards are also required to be marked-to-market each reporting period until they are vested. Expense related to unit awards is recorded in the selling, general and administrative line of the Partnership's consolidated statements of operations and comprehensive income.

        Derivative Financial Instruments.    On occasion, the Partnership uses diesel fuel contracts to manage the risk of fluctuations in the cost of diesel fuel. The Partnership's diesel fuel contracts meet the requirements for the normal purchase normal sale ("NPNS") exception prescribed by the accounting guidance on derivatives and hedging, based on management's intent and ability to take physical delivery of the diesel fuel. The Partnership had two diesel fuel contracts as of December 31, 2014 to purchase approximately 1.0 million gallons of diesel fuel at fixed prices through December 2015.

        Investments in Joint Ventures.    Investments in joint ventures are accounted for using the equity method or cost basis depending upon the level of ownership, the Partnership's ability to exercise significant influence over the operating and financial policies of the investee and whether the Partnership is determined to be the primary beneficiary of a variable interest entity. Equity investments are recorded at original cost and adjusted periodically to recognize the Partnership's proportionate share of the investees' net income or losses after the date of investment. Any losses from the Partnership's equity method investment are absorbed by the Partnership based upon its proportionate ownership percentage. If losses are incurred that exceed the Partnership's investment in the equity method entity, then the Partnership must continue to record its proportionate share of losses in excess of its investment. Investments are written down only when there is clear evidence that a decline in value that is other than temporary has occurred.

        In May 2008, the Operating Company entered into a joint venture, Rhino Eastern, with an affiliate of Patriot to acquire the Eagle mining complex. To initially capitalize the Rhino Eastern joint venture, the Operating Company contributed approximately $16.1 million for a 51% ownership interest in the joint venture and accounted for the investment in Rhino Eastern and its results of operations under the equity method. The Partnership considered the operations of this entity to comprise a reporting segment ("Eastern Met") and has provided additional detail related to this operation in Note 21, "Segment Information."

F-14


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND GENERAL (Continued)

        On December 31, 2014, the Partnership entered into an agreement with a wholly owned subsidiary of Patriot that effectively terminated the Rhino Eastern joint venture. This agreement officially closed in January 2015 and is described further in Note 3.

        The Partnership determined it was not the primary beneficiary of the variable interest entity for the years ended December 31, 2014, 2013 and 2012 by performing a qualitative and quantitative analysis based on the controlling economic interests of the Rhino Eastern joint venture. This included an analysis of the expected economic contributions of the joint venture. The Partnership concluded that it was not the primary beneficiary of Rhino Eastern primarily because of certain contractual arrangements by the joint venture with Patriot and the fact that the Rhino Eastern joint venture was managed by a committee of an equal number of representatives from Patriot and us. Mandatory pro rata additional contributions not to exceed $10 million in the aggregate could have been required of the joint venture partners which the Partnership would have been obligated to fund based upon its 51% ownership interest.

        As of December 31, 2014 and 2013, the Partnership recorded its equity method investment of $13.2 million and $19.4 million, respectively, in the Rhino Eastern joint venture as a long-term asset. See Note 3 for a discussion of the impairment charge incurred on the Partnership's equity method investment as of December 31, 2014. During 2014 and 2013, the Partnership contributed additional capital based upon its ownership share to the Rhino Eastern joint venture in the amount of $4.8 million and $2.3 million, respectively. The Partnership did not contribute any additional capital during 2012. As disclosed in Note 19 "Related Party and Affiliate Transactions", during 2012, the Partnership provided loans to Rhino Eastern totaling approximately $11.9 million, which were fully repaid as of December 31, 2012.

        In December 2012, the Partnership made an initial investment of approximately $2.0 million in a new joint venture, Muskie Proppant LLC ("Muskie"), with affiliates of Wexford Capital. Muskie was formed to provide sand for fracking operations to drillers in the Utica Shale region and other oil and natural gas basins in the U.S. During 2014 and 2013, the Partnership contributed additional capital based upon its ownership share to the Muskie joint venture in the amount of $0.2 million and $0.5 million, respectively. As disclosed in Note 19 "Related Party and Affiliate Transactions", during 2013 the Partnership provided a loan to Muskie totaling approximately $0.2 million which was fully repaid in November 2014 in conjunction with the Partnership's contribution of its interest in Muskie to Mammoth Energy Partners LP ("Mammoth"), which is discussed below.

        In November 2014, the Partnership contributed its investment interest in Muskie to Mammoth in return for a limited partner interest in Mammoth. Mammoth was formed to own various companies that provide services to companies who engage in the exploration and development of North American onshore unconventional oil and natural gas reserves. Mammoth's companies provide services that include completion and production services, contract land and directional drilling services and remote accommodation services. The non-cash transaction was a contribution of the Partnership's investment interest in the Muskie entity for an investment interest in Mammoth. Thus, the Partnership determined that the non-cash exchange of the Partnership's ownership interest in Muskie did not result in any gain or loss. Prior to the Partnership's contribution of Muskie to Mammoth, the Partnership recorded its proportionate portion of operating losses for 2014 and 2013, approximately $0.1 million and $0.5 million, respectively, for Muskie. As of December 31, 2014, the Partnership has recorded its

F-15


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND GENERAL (Continued)

investment in Mammoth of $1.9 million as a long-term asset, which the Partnership has accounted for as a cost method investment based upon its ownership percentage. As of December 31, 2013, the Partnership had recorded its equity method investment of $1.8 million in the Muskie joint venture as a long-term asset. The Partnership has included its investment in Mammoth and its prior investment in Muskie in its Other category for segment reporting purposes. See Note 21 for information on the Partnership's reportable segments.

        In September 2014, the Partnership made an initial investment of $5.0 million in a new joint venture, Sturgeon Acquisitions LLC ("Sturgeon"), with affiliates of Wexford Capital and Gulfport. Sturgeon subsequently acquired 100% of the outstanding equity interests of certain limited liability companies located in Wisconsin that provide frac sand for oil and natural gas drillers in the United States. The Partnership accounts for the investment in this joint venture and results of operations under the equity method based upon its ownership percentage. The Partnership recorded its proportionate portion of the operating income for this investment during 2014 of approximately $0.4 million. The Partnership has recorded its investment in Sturgeon on the Investment in unconsolidated affiliates line of the Partnership's consolidated statements of financial position. The Partnership has included its investment in Sturgeon in its Other category for segment reporting purposes.

        Income Taxes.    The Partnership is considered a partnership for income tax purposes. Accordingly, the partners report the Partnership's taxable income or loss on their individual tax returns.

        Loss Contingencies.    In accordance with the guidance on accounting for contingencies, the Partnership records loss contingencies at such time that an unfavorable outcome becomes probable and the amount can be reasonably estimated. When the reasonable estimate is a range, the recorded loss is the best estimate within the range. If no amount in the range is a better estimate than any other amount, the minimum amount of the range is recorded. The Partnership discloses information concerning loss contingencies for which an unfavorable outcome is probable. See Note 15, "Commitments and Contingencies," for a discussion of such matters.

        Management's Use of Estimates.    The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

        Recently Issued Accounting Standards.    In April 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-08, "Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity" ("ASU 2014-08"). ASU 2014-08 changes the requirements for reporting discontinued operations in Accounting Standards Codification ("ASC") 205, Presentation of Financial Statements, by updating the criteria for determining which disposals can be presented as discontinued operations and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of discontinued operations. ASU 2014-08 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2014. The adoption of ASU 2014-08 on January 1, 2015 is not expected to have a material impact on the Partnership's financial statements.

F-16


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND GENERAL (Continued)

        In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers" ("ASU 2014-09"). ASU 2014-09 clarifies the principles for recognizing revenue and establishes a common revenue standard for U.S. financial reporting purposes. The guidance in ASU 2014-09 affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (for example, insurance contracts or lease contracts). ASU 2014-09 supersedes the revenue recognition requirements in ASC 605, Revenue Recognition, and most industry-specific accounting guidance. Additionally, ASU 2014-09 supersedes some cost guidance included in ASC 605-35, Revenue Recognition—Construction-Type and Production-Type Contracts. In addition, the existing requirements for the recognition of a gain or loss on the transfer of nonfinancial assets that are not in a contract with a customer (for example, assets within the scope of ASC 360, Property, Plant, and Equipment, and intangible assets within the scope of ASC 350, Intangibles—Goodwill and Other) are amended to be consistent with the guidance on recognition and measurement (including the constraint on revenue) in ASU 2014-09. ASU 2014-09 is effective for public entities for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application of ASU 2014-09 is not permitted. The Partnership is currently evaluating the requirements of this new accounting guidance.

3. SUBSEQUENT EVENTS

        On January 20, 2015, the Partnership announced a cash distribution of $0.05 per common unit, or $0.20 per unit on an annualized basis. This distribution was paid on February 13, 2015 to all common unit holders of record as of the close of business on January 30, 2015. No distributions were paid on the subordinated units. The Partnership's common units accrue arrearages every quarter when the distribution level is below the minimum level of $0.445 per unit, as outlined in the Partnership agreement. The Partnership's distributions for the quarters ended September 30, 2014 and December 31, 2014 were below the minimum level and the current amount of accumulated arrearages as of December 31, 2014 related to the common unit distribution is approximately $13.7 million.

        In January 2015, the Partnership completed a Membership Transfer Agreement (the "Transfer Agreement") with an affiliate of Patriot that terminated the Rhino Eastern joint venture. Pursuant to the Transfer Agreement, Patriot sold and assigned its 49% membership interest in the Rhino Eastern joint venture to the Partnership and, in consideration of this transfer, Patriot received certain fixed assets, leased equipment and coal reserves associated with the mining area previously operated by the Rhino Eastern joint venture. Patriot also assumed substantially all of the active workforce related to the Eagle mining area that was previously employed by the Rhino Eastern joint venture. The Partnership retained approximately 34 million tons of coal reserves that are not related to the Eagle mining area as well as a prepaid advanced royalty balance of $6.3 million. As part of the closing of the Transfer Agreement, the Partnership and Patriot agreed to a dissolution payment based upon a final working capital adjustment calculation as defined in the Transfer Agreement. As of December 31, 2014, the Partnership recorded an impairment charge of approximately $5.9 million related to its investment in the Rhino Eastern joint venture based upon the fair value of the assets received and liabilities assumed in the dissolution of the joint venture compared to the Partnership's carrying amount of its investment in the joint venture.

F-17


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

4. DISCONTINUED OPERATIONS

Divestiture of Utica Shale Oil and Natural Gas Assets

        The Partnership and an affiliate of Wexford Capital participated with Gulfport to acquire interests in a portfolio of oil and natural gas leases in the Utica Shale. During the year ended December 31, 2011, the Partnership completed the acquisitions of interests in a portfolio of leases in the Utica Shale region of eastern Ohio, which consisted of a 10.8% interest in approximately 80,000 acres. During the third quarter of 2012, the Partnership completed an exchange of its initial 10.8% position for a pro rata interest in 125,000 acres under lease by Gulfport and an affiliate of Wexford Capital. The non-cash transaction was an exchange of the Partnership's operating interest for the operating interest owned by another party in order to diversify the Partnership's risk in its oil and gas investment. Thus, the Partnership determined that the non-cash exchange of the Partnership's ownership interest in the Utica acreage did not result in any gain or loss. Also during the third quarter of 2012, the Partnership's position was adjusted to a 5% net interest in the 125,000 acres, or approximately 6,250 net acres. As of December 31, 2013, the Partnership had invested approximately $31.1 million for its pro rata interest in the Utica Shale portfolio of oil and gas leases, which consisted of a 5% interest in a total of approximately 152,300 gross acres, or approximately 7,615 net acres. In addition, per the joint operating agreement among the Partnership, Gulfport and an affiliate of Wexford Capital, the Partnership had funded its proportionate share of drilling costs to Gulfport for wells being drilled on the Partnership's acreage. As of December 31, 2013, the Partnership had funded approximately $23.3 million of drilling costs. The Partnership's investment in the Utica Shale oil and gas leases as well as the proportionate amount of funded drilling costs are recorded in Non-current assets held for sale in the unaudited condensed consolidated statements of financial position as of December 31, 2013. For the year ended December 31, 2013, the Partnership recorded revenue from its Utica Shale investment of approximately $5.6 million and recognized pre-tax profit of approximately $1.3 million, which is recorded in Income from discontinued operations in the consolidated statements of operations and comprehensive income.

        In March 2014, the Partnership completed a purchase and sale agreement (the "Purchase Agreement") with Gulfport to sell the Partnership's oil and natural gas properties in the Utica Shale region for approximately $184.0 million (the "Purchase Price"). The Purchase Agreement was effective as of January 1, 2014 and the Purchase Price was adjusted for any unsettled expenditures made and/or proceeds received from the Partnership's portion of its Utica Shale properties prior to the effective date. At the closing of the Purchase Agreement, the Partnership was immediately due approximately $179.0 million, net of any adjustments described above, and the remaining approximately $5.0 million was scheduled to be paid within approximately 90 days of March 20, 2014, subject to ongoing legal title work related to specific properties. In December 2014, the Partnership settled the remaining $5.0 million due from Gulfport based upon net amounts payable from the Partnership to Gulfport prior to the effective date of the Purchase Agreement as well as amounts due the Partnership related to legal reviews of the properties subject to the Purchase Agreement and other unsettled items due to the Partnership prior to the effective date of the Purchase Agreement. The net effect of this settlement resulted in the Partnership paying Gulfport approximately $46,000 in December 2014. The Partnership recorded a gain of approximately $121.7 million during the year ended December 31, 2014 related to this sale, which is recorded in Income from discontinued operations in the consolidated statements of operations and comprehensive income. The gain from the Utica Shale transaction is included in the (Gain) on sale/disposal of assets—net line in the operating activities section of the Partnership's consolidated statements of cash flows. The proceeds from the Utica Shale transaction are included in

F-18


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

4. DISCONTINUED OPERATIONS (Continued)

the Proceeds from sales of property, plant, and equipment line in the investing activities section of the Partnership's consolidated statements of cash flows.

Other Oil and Natural Gas Activities

        In January 2014, the Partnership received approximately $8.4 million of net proceeds from the sale by Blackhawk Midstream LLC ("Blackhawk") of its equity interest in two entities, Ohio Gathering Company, LLC and Ohio Condensate Company, LLC, to Summit Midstream Partners, LLC. As part of the joint operating agreement for the Utica Shale investment discussed above, the Partnership had the right to approximately 5% of the proceeds of the sale by Blackhawk. The Partnership recorded this $8.4 million in Income from discontinued operations in the consolidated statements of operations and comprehensive income. The gain from the Blackhawk transaction is included in the (Gain) on sale/disposal of assets—net line in the operating activities section of the Partnership's consolidated statements of cash flows. The proceeds from the Blackhawk transaction are included in the Proceeds from sales of property, plant, and equipment line in the investing activities section of the Partnership's consolidated statements of cash flows.

5. PREPAID EXPENSES AND OTHER CURRENT ASSETS

        Prepaid expenses and other current assets as of December 31, 2014 and 2013 consisted of the following:

 
  December 31,  
 
  2014   2013  
 
  (in thousands)
 

Other prepaid expenses

  $ 827   $ 951  

Prepaid insurance

    2,063     1,958  

Prepaid leases

    87     122  

Supply inventory

    827     1,221  

Deposits

    170     320  

Total

  $ 3,974   $ 4,572  

F-19


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

6. PROPERTY, PLANT AND EQUIPMENT

        Property, plant and equipment, including coal properties and mine development and construction costs, as of December 31, 2014 and 2013 are summarized by major classification as follows:

 
   
  December 31,  
 
  Useful Lives   2014   2013  
 
   
  (in thousands)
 

Land and land improvements

      $ 18,845   $ 35,078  

Mining and other equipment and related facilities

  2 - 20 Years     336,951     302,114  

Mine development costs

  1 - 15 Years     79,536     73,344  

Coal properties

  1 - 15 Years     215,325     238,975  

Oil and natural gas properties

        8,093     8,093  

Construction work in process

        4,912     17,104  

Total

        663,662     674,708  

Less accumulated depreciation, depletion and amortization

        (280,225 )   (249,718 )

Net

      $ 383,437   $ 424,990  

        Depreciation expense for mining and other equipment and related facilities, depletion expense for coal and oil and natural gas properties, amortization expense for mine development costs, amortization expense for intangible assets and amortization expense for asset retirement costs for the years ended December 31, 2014, 2013 and 2012 was as follows:

 
  Year Ended December 31,  
 
  2014   2013   2012  
 
  (in thousands)
 

Depreciation expense-mining and other equipment and related facilities

  $ 30,529   $ 31,510   $ 32,685  

Depletion expense for coal properties(1)

    4,633     5,387     5,784  

Depletion expense for oil and natural gas properties

    60     47      

Amortization expense for mine development costs

    1,737     2,520     2,180  

Amortization expense for intangible assets

    80     80     80  

Amortization expense for asset retirement costs

    194     83     545  

Total

  $ 37,233   $ 39,627   $ 41,274  

(1)
Depletion expense for the Partnership's Utica Shale oil and natural gas properties are reclassified to Income from discontinued operations line in the consolidated statements of operations and comprehensive income due to the sale of the Partnership's Utica shale assets as described in Note 4.

F-20


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

6. PROPERTY, PLANT AND EQUIPMENT (Continued)

Asset Impairments—2014

        Due to the prolonged weakness in the U.S. coal markets and the dim prospects for an upturn in the coal markets in the near term, in the fourth quarter of 2014, the Partnership performed a comprehensive review of its current coal mining operations as well as potential future development projects to ascertain any potential impairment losses. The Partnership's appointment of new executive management in the fourth quarter of 2014 and the Partnership's annual budgeting process in the fourth quarter of 2014 led to some changes in the Partnership's strategic views. The Partnership identified various properties, projects and operations that were potentially impaired based upon changes in its strategic plans, market conditions or other factors. The Partnership recorded approximately $45.3 million of asset impairment and related charges for the year ended December 31, 2014, which is recorded on the Asset impairment and related charges line of the consolidated statements of operations and comprehensive income. As discussed in Note 3, the Partnership also recorded an impairment charge of $5.9 million related to the Rhino Eastern joint venture that is recorded on the Equity in net (loss)/income of unconsolidated affiliates line of the consolidated statements of operations and comprehensive income. The major components that comprise this total asset impairment and related charges are described below.

    Red Cliff Project

        The Partnership controls certain mineral rights and related surface land located eleven miles north of Loma , Colorado (referred to as the "Red Cliff" property). The Partnership had been working with the U.S. Bureau of Land Management ("BLM") agency since 2005 on an environmental impact statement report ("EIS report") that was required to be completed before the Partnership could move forward with the development and permitting of a mining project on the Red Cliff property. The Partnership capitalized the cost associated with the ongoing EIS report process as mine development costs, which had accumulated to approximately $11.2 million at December 31, 2014. In addition, the Partnership invested approximately $11.0 million to acquire land for the purpose of building a rail spur to the property and also purchased certain land tracts at a cost of approximately $5.0 million for the purpose of constructing a rail load-out facility. At December 31, 2014, the Partnership had a carrying amount of approximately $16.2 million for the purchased land and approximately $2.0 million for mineral rights associated with a lease of coal reserves with the BLM. These amounts are in addition to the $11.2 million of mine development cost discussed above. Additionally, the Partnership had $0.3 million of accrued liabilities in BLM refunds related to the Red Cliff EIS report. In summary, the Partnership had total carrying costs of approximately $29.1 million for the Red Cliff property at December 31, 2014 that was included in the Partnership's Rhino Western segment. In early 2010, the Partnership had a detailed mine development study performed for the Red Cliff property by an independent third party, which estimated the total cost to build out the project would be approximately $420 million once the EIS report was finalized.

        The EIS report outlines the environmental effects a potential project would have on the affected area. An initial EIS report was issued for public comment and review in 2009, which received over 20,000 comments in the 90-day comment period. Based on the volume of comments received on the initial report, the BLM decided that the EIS report process needed to be restarted. The Partnership agreed to restart the EIS report and the first two chapters of the EIS report were completed and work

F-21


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

6. PROPERTY, PLANT AND EQUIPMENT (Continued)

on chapters three and four was ready to begin in November 2014. Chapters three and four of the EIS report involve the costlier portion of report project since this includes detailed studies of the impacts to air quality, wildlife, etc. Up to the fourth quarter of 2014, the Partnership had decided to continue with the EIS report despite the prolonged weakness in the coal markets. However, the decision was made by the Partnership's executive management to limit capital spending on all projects due to the weak coal market conditions that had adversely affected the Partnership's financial results during 2014. Thus, due to the lack of progress in getting the EIS report finalized, the amount of money spent on the project to date, the impending higher costs to be incurred on the next phase of the EIS report and the desire to limit capital spending on certain projects due to the ongoing weakness in the coal markets, the Partnership decided to suspend the EIS report process in November 2014. Based on the fact pattern described above, the Partnership determined at December 31, 2014 that it would not pursue the development of the Red Cliff property and the related assets would be abandoned or sold for current market value.

        Since the Partnership reached a decision to abandon the potential development of the Red Cliff asset group at December 31, 2014, the Partnership evaluated the assets for impairment in accordance with applicable accounting guidelines. The Partnership determined that the mine development costs and mineral rights could not be sold to a third party, so the Partnership recorded an asset impairment loss of $13.2 million for the year ended December 31, 2014 for these assets, which represented the write down of the previous carrying value of these assets to zero. The land related to the Red Cliff project was recorded at fair value (based on a third party appraisal) less costs to sell for a total net fair value of approximately $6.9 million since the Partnership had committed to a plan to sell these assets, which resulted in an additional asset impairment charge of $9.3 million. In total, after netting the $0.3 million of BLM refunds that will not be repaid due to abandoning the EIS report process, the Partnership recorded asset impairment and related charges of $22.2 million related to its Red Cliff assets at December 31, 2014. The $6.9 million of land is recorded on the Non-current assets held for sale line of the Partnership's consolidated statements of financial position.

    Rich Mountain Property

        In June 2011, the Partnership acquired coal mineral rights in Randolph and Upshur Counties, West Virginia for approximately $7.5 million (referred to as the "Rich Mountain" property). These development stage properties were unpermitted and contained no infrastructure. The Partnership conducted a core drilling program on the Rich Mountain property after it was purchased and determined the property contained an estimated 8.2 million tons of proven and probable underground metallurgical coal reserves. The Partnership capitalized the cost associated with its core drilling as mine development costs and the total value in property, plant and equipment for the Rich Mountain property was $8.3 million at December 31, 2014. The Partnership included this property in its Other category for segment reporting purposes since it was undeveloped.

        The ongoing deterioration in the metallurgical coal markets has resulted in weak demand and historically low prices for this quality of coal. In the fourth quarter of 2014, the Partnership reassessed its strategy for these mineral rights and determined that it was not economical to develop this small coal reserve given the cost of building the required infrastructure. Although the Partnership did not have an active marketing strategy for the Rich Mountain property, the Partnership contacted a third

F-22


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

6. PROPERTY, PLANT AND EQUIPMENT (Continued)

party coal company with current operations in the general area of the Rich Mountain property to determine if there would be any interest in acquiring these mineral rights. Repeated attempts to obtain a non-binding price quote for the Rich Mountain mineral rights from this or other third parties resulted in no indicative bids being offered. Based on the factors discussed above, the Partnership determined at December 31, 2014 that it would not pursue the development of the Rich Mountain property and the related assets would be abandoned.

        In accordance with applicable accounting guidelines, the Partnership reviewed its Rich Mountain assets as of December 31, 2014 for any impairment indicators that may have been present for this long-lived asset group. Since the Partnership reached a decision to abandon the potential development of this asset group, the Partnership recorded an asset impairment loss of $8.3 million for the year ended December 31, 2014, which represented the write down of the previous carrying value of this asset group to zero. The Partnership determined the Rich Mountain assets had zero value since the Partnership could not solicit any financial bid for the Rich Mountain assets and the Partnership does see any alternative uses of the mineral right assets in their current state to generate value.

    Bevins Branch Operation

        The Partnership has a steam coal surface mine operation in eastern Kentucky (referred to as "Bevins Branch") in its Central Appalachia segment that was idled during mid-2014 as that location's contract with its single customer expired at that time. The Partnership actively attempted to market the coal from this operation to potential new customers and had maintained the mine so that production could resume in a relatively short time period whenever new customers could be secured. The Partnership had unsuccessfully been able to market the coal from this operation as the coal markets have been especially weak for coal from Central Appalachia and the lower quality of coal from the Bevins Branch operation proved especially difficult to market. As the Partnership found it difficult to market the quality of coal found at this mine in the current market place, the Partnership initiated negotiations in October 2014 with a third party for the potential sale of the Bevins Branch operation. At December 31, 2014, the Partnership received a letter of intent from the third party interested in the Bevins Branch operation to accept ownership of this operation, including its related reclamation obligations. The Partnership is finalizing the contractual agreement with this third party to assume the Bevins Branch operation. The contractual agreement has the third party assume the Bevins Branch operation where the only financial compensation the Partnership will receive is a future override royalty and the assumption of the reclamation obligations by the buyer. The closing of the transaction would also allow the Partnership to avoid the ongoing maintenance costs of this operation. The Partnership considered these events to warrant an impairment analysis for this operation as of December 31, 2014.

        The Partnership reviewed the Bevins Branch operation as of December 31, 2014 in accordance with the accounting guidance for long-lived asset impairment. Since the Partnership received a letter of intent at December 31, 2014 to transfer this operation to a third party, the Partnership determined this asset group should be written down to an estimated fair value of approximately $2.4 million, which equates to the estimated fair value of the future royalty of approximately $0.2 million and the benefit to be recognized of transferring the reclamation obligations of approximately $2.2 million. Based on this analysis, the Partnership recorded total asset impairment and related charges of $8.3 million for the Bevins Branch operation for the year ended December 31, 2014. The total asset impairment and

F-23


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

6. PROPERTY, PLANT AND EQUIPMENT (Continued)

related charges include approximately $1.7 million for the write-off of advanced royalty balances related to the Bevins Branch operation that the Partnership does not expect to recover in the future. The Partnership also recorded an $6.6 million write-down of mineral value and mine development costs to the estimated fair value of $2.4 million of the royalty asset and benefit from transferring the reclamation obligations. The Partnership has reported the remaining assets and any related liabilities as held for sale on its consolidated statements of financial position as of December 31, 2014.

    Other Asset Impairments

        As of December 31, 2014, the Partnership also performed a comprehensive review of its other mining operations, primarily in Central Appalachia since this region has experienced the most extensive downturn in the coal markets, to determine if any other assets might be potentially impaired. The Partnership's review resulted in an additional $6.5 million of asset impairment and related charges, with $3.2 million related to mineral rights, $1.8 million of mine development costs and $1.5 million of advanced royalties that the Partnership does not expect to recover. The majority of these additional charges, approximately $4.9 million, related to low quality steam coal operations in Central Appalachia that the Partnership determined were uneconomical to mine due to the ongoing downturn in the markets for this quality of coal. The remaining $1.5 million primarily related to advanced royalties that the Partnership does not expect to recover at its Central Appalachia operations, which were determined as part of the Partnership's strategic reviews that were conducted in the fourth quarter of 2014.

McClane Canyon Impairment—2013

        During the fourth quarter of 2013, the Partnership's management made a strategic decision to permanently close the mining operations at its McClane Canyon complex in Colorado. Since the McClane Canyon complex had been idled at the end of 2010, the Partnership had been actively marketing the coal from this complex to potential buyers, but had not been able to obtain suitable sales contracts. Due to the unfavorable long-term prospects for the coal market in the Colorado area and to avoid the ongoing costs that were being incurred to temporarily idle this complex, the Partnership's management made the decision to permanently close this operation at the end of 2013. While a portion of the equipment from this operation was relocated to other operating locations, the Partnership incurred an impairment charge of approximately $1.7 million during 2013 related to specific property, plant and equipment, which is included on the Asset impairment and related charges line of the Partnership's consolidated statements of operations and comprehensive income.

F-24


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

6. PROPERTY, PLANT AND EQUIPMENT (Continued)

Acquisition of Coal Property

        In May 2012, the Partnership completed the purchase of certain rights to coal leases and surface property located in Daviess and McLean counties in western Kentucky for approximately $1.5 million. In addition, the Partnership was subsequently required to pay an additional $3.0 million related to this acquisition after certain conditions were met. Of that amount, $2.0 million was initially recorded in Property, plant and equipment and Accrued expenses related to this acquisition since this additional amount related to the purchase of these assets was probable and estimable. During the third quarter of 2012, the Partnership paid $1.6 million of the $2.0 million that was accrued related to the acquisition since the conditions requiring payment had been met. The remaining balance of $0.4 million was paid in the fourth quarter of 2013 since the conditions requiring payment had been met. The remaining $1.0 million was paid in the third quarter of 2014 due to conditions that were met in the quarter requiring payment and this additional $1.0 million was recorded in Property, plant and equipment.

        The coal leases and property are estimated to contain approximately 32.4 million tons of proven and probable coal reserves as of December 31, 2014 that are contiguous to the Green River. The property was initially undeveloped, but fully permitted, and provides the Partnership with access to Illinois Basin coal that is adjacent to a navigable waterway, which could be exported to non-U.S. customers.

        In mid-2014, the Partnership completed the initial construction of a new underground mining operation on the purchased property, referred to as the Pennyrile mining complex, which includes one underground mine, a preparation plant and river loadout facility. Production and sales from this new underground mine began in mid-2014.

Sale of Land Surface Rights

        In December 2012, the Partnership completed the sale of the surface rights to approximately 134 acres located in Harrison County, Ohio for approximately $1.5 million. The Partnership recorded a gain of approximately $1.5 million related to this sale that is included on the (Gain) loss on sale/acquisition of assets, net line of the Partnership's consolidated statements of operations and comprehensive income.

Sale of Triad Operations

        In August 2012, the Partnership sold the operations and tangible assets of its roof bolt manufacturing company, Triad Roof Support Systems, LLC ("Triad"), to a third party for $0.5 million of cash consideration. As part of the sale, the Partnership retained the rights to certain intellectual property and entered into an exclusive license and option to purchase agreement for this intellectual property with the same third party for potential additional cash consideration. The Partnership has not recorded any portion of this additional consideration since this amount is contingent upon the third party determining the viability of the related intellectual property to their specifications. In connection with the purchase of Triad in 2009, the Partnership had recorded approximately $0.2 million of goodwill. Since the Partnership disposed of the entire operations and fixed assets of the Triad reporting unit, the goodwill was included in the carrying amount of the Triad reporting unit to determine the $0.2 million gain that was recorded on the sale of this reporting unit. This gain is included on the

F-25


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

6. PROPERTY, PLANT AND EQUIPMENT (Continued)

(Gain) on sale/disposal of assets, net line of the Partnership's consolidated statements of operations and comprehensive income.

Sale of Mining Assets

        In December 2012, the Partnership sold certain non-core mining assets located in Pike County, Kentucky to a third party for approximately $0.2 million. The transaction also extinguished certain liabilities related to the assets sold. In relation to the sale of these assets and extinguishment of liabilities, the Partnership recorded a gain of approximately $0.9 million, which was higher than the sales amount due to the extinguishment of the liabilities. This gain is included on the (Gain) on sale/disposal of assets, net line of the Partnership's consolidated statements of operations and comprehensive income.

        In February 2012, the Partnership sold certain non-core mining assets located in Pike County, Kentucky to a third party for approximately $0.6 million. The transaction also extinguished certain liabilities related to the assets sold. In relation to the sale of these assets and extinguishment of liabilities, the Partnership recorded a gain of approximately $0.9 million, which was higher than the sales amount due to the extinguishment of the liabilities. This gain is included on the (Gain) on sale/disposal of assets, net line of the Partnership's consolidated statements of operations and comprehensive income.

Oil and Gas Investments and Activities

        In March 2012, the Partnership completed a lease agreement with a third party for approximately 1,232 acres that the Partnership previously owned in the Utica Shale region in Harrison County, Ohio. The lease agreement is for an initial five year term with an optional three year renewal period and conveys rights to the third party to perform drilling and operating activities for producing oil, natural gas or other hydrocarbons. As part of the lease agreement, the third party agreed to pay the Partnership the sum of $6,000 per acre as a lease bonus, of which $0.5 million was paid at the signing of the lease agreement. An additional $6.9 million was paid in the second quarter of 2012 totaling approximately $7.4 million of lease bonus payments for the approximately 1,232 acres. In addition, the lease agreement stipulates that the third party shall pay the Partnership a 20% royalty based upon the gross proceeds received from the sale of oil and/or natural gas recovered from the leased property.

        The Partnership analyzed the lease agreement and determined that the lease bonus payments represented a conveyance of these oil and natural gas rights, and should be recognized as a component of the Partnership's consolidated statements of operations. This determination was based upon the fact that that the lease agreement did not require the Partnership to perform any future obligations to perform or participate in drilling activities and the lease agreement did not result in any pooling of assets that would be used to perform any future drilling activities. In addition, the entire amount of the lease bonus was recognized as Other revenues since the Partnership's business activities have historically included the leasing of mineral resources, including coal leasing, which have been recorded as Other revenues. For the year ended December 31, 2012, the Partnership recorded $7.4 million related to the initial lease bonus payments within Other revenues in the Partnership's Northern Appalachia segment.

F-26


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

6. PROPERTY, PLANT AND EQUIPMENT (Continued)

        In April 2013, the Partnership closed on an agreement with a third party to sell the 20% royalty interest on its owned 1,232 acres in the Utica Shale for approximately $10.5 million. The sale of the royalty interest resulted in a gain of approximately $10.5 million since the Partnership had no cost basis associated with the royalty interest. This gain is included on the (Gain) on sale/disposal of assets—net line of the Partnership's consolidated statements of operations and comprehensive income.

        In September 2013, the Partnership closed on an agreement with a third party to sell the oil and natural gas mineral rights for approximately 57 acres the Partnership owns in the Utica Shale region in Harrison County, Ohio for approximately $0.6 million. The sale of this acreage resulted in a gain of approximately $0.6 million since the Partnership had no cost basis associated with this property. This gain is included on the (Gain) on sale/disposal of assets—net line of the Partnership's consolidated statements of operations and comprehensive income.

7. GOODWILL AND INTANGIBLE ASSETS

        ASC Topic 350 addresses financial accounting and reporting for goodwill and other intangible assets subsequent to their acquisition. Under the provisions of ASC Topic 350, goodwill and other intangible assets with indefinite useful lives are not amortized but instead tested for impairment at least annually.

        As discussed in Note 6, the Partnership's goodwill balance was reduced to zero as a result of the disposal of the Partnership's Triad operations that were sold during the third quarter of 2012.

        Intangible assets of the Partnership as of December 31, 2014 consisted of the following:

Intangible Asset
  Gross
Carrying
Amount
  Accumulated
Amortization
  Net
Carrying
Amount
 
 
  (in thousands)
 

Patent

  $ 728   $ 250   $ 478  

Developed Technology

    78     27     51  

Trade Name

    184     33     151  

Customer List

    470     83     387  

Total

  $ 1,460   $ 393   $ 1,067  

        Intangible assets of the Partnership as of December 31, 2013 consisted of the following:

Intangible Asset
  Gross
Carrying
Amount
  Accumulated
Amortization
  Net
Carrying
Amount
 
 
  (in thousands)
 

Patent

  $ 728   $ 207   $ 521  

Developed Technology

    78     22     56  

Trade Name

    184     23     161  

Customer List

    470     60     410  

Total

  $ 1,460   $ 312   $ 1,148  

F-27


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

7. GOODWILL AND INTANGIBLE ASSETS (Continued)

        The Partnership considers the patent and developed technology intangible assets to have a useful life of seventeen years.

        The Partnership considers the trade name and customer list intangible assets to have a useful life of twenty years. All of the intangible assets are amortized over their useful life on a straight line basis. Amortization expense for the years ended December 31, 2014, 2013 and 2012 is included in the depreciation, depletion and amortization table included in Note 6.

        The future total amortization expense for each of the five succeeding years related to intangible assets that are currently recorded in the consolidated statement of financial position is estimated to be as follows at December 31, 2014:

 
  Patent   Developed
Technology
  Trade Name   Customer
List
  Total  
 
  (in thousands)
 

2015

  $ 43   $ 5   $ 9   $ 23   $ 80  

2016

    43     5     9     23     80  

2017

    43     5     9     23     80  

2018

    43     5     9     23     80  

2019

    43     5     9     23     80  

8. OTHER NON-CURRENT ASSETS

        Other non-current assets as of December 31, 2014 and 2013 consisted of the following:

 
  December 31,  
 
  2014   2013  
 
  (in thousands)
 

Deposits and other

  $ 347   $ 1,223  

Debt issuance costs—net

    1,513     3,535  

Non-current receivable

    14,237     4,327  

Note receivable

        206  

Deferred expenses

    313     349  

Total

  $ 16,410   $ 9,640  

F-28


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

8. OTHER NON-CURRENT ASSETS (Continued)

        Debt issuance costs were $9.1 million and $9.0 million as of December 31, 2014 and 2013, respectively. Accumulated amortization of debt issuance costs were $7.6 million and $5.5 million as of December 31, 2014 and 2013, respectively. In March 2014, the Partnership entered into a second amendment of its amended and restated senior secured credit facility that reduced the borrowing capacity to $200 million. As part of executing the second amendment to the amended and restated senior secured credit facility, the Operating Company paid a fee of approximately $0.1 million to the lenders in March 2014, which was recorded as an addition to Debt issuance costs. In addition, the Partnership wrote-off approximately $1.1 million of its unamortized debt issuance costs since the second amendment reduced the borrowing capacity under the amended and restated senior secured credit facility. See Note 10 for further information on the amendment to the amended and restated senior secured credit facility.

        As of December 31, 2014 and 2013, the non-current receivable balance of $14.2 million and $4.3 million, respectively, consisted of the amount due from the Partnership's workers' compensation and black lung insurance providers for potential claims that are the primary responsibility of the Partnership, but are covered under the Partnership's insurance policies. See Note 12 for a discussion of the $14.2 million and $4.3 million that is also recorded in the Partnership's other non-current workers' compensation liabilities.

9. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

        Accrued expenses and other current liabilities as of December 31, 2014 and 2013 consisted of the following:

 
  December 31,  
 
  2014   2013  
 
  (in thousands)
 

Payroll, bonus and vacation expense

  $ 2,876   $ 3,573  

Non-income taxes

    4,323     4,346  

Royalty expenses

    1,772     2,001  

Accrued interest

    385     760  

Health claims

    1,270     1,036  

Workers' compensation & pneumoconiosis

    1,500     1,190  

Deferred revenues

    4,050     3,592  

Accrued insured litigation claims

    489     2,579  

Other

    669     1,490  

Total

  $ 17,334   $ 20,567  

        The $0.5 million and $2.6 million accrued for insured litigation claims as of December 31, 2014 and 2013, respectively, consists of probable and estimable litigation claims that are the primary obligation of the Partnership. The amount accrued for litigation claims decreased due to the settlement of various litigation claims during the year ended December 31, 2014. This amount is also due from the Partnership's insurance providers and is included in Accounts receivable, net of allowance for doubtful accounts on the Partnership's consolidated statements of financial position. The Partnership presents this amount on a gross asset and liability basis as a right of setoff does not exist per the accounting

F-29


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

9. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Continued)

guidance in ASC Topic 210. This presentation has no impact on the Partnership's results of operations or cash flows.

10. DEBT

        Debt as of December 31, 2014 and 2013 consisted of the following:

 
  December 31,  
 
  2014   2013  
 
  (in thousands)
 

Senior secured credit facility with PNC Bank, N.A. 

  $ 54,450   $ 167,040  

Note payable to H&L Construction Co., Inc. 

        800  

Other notes payable

    2,982     3,206  

Total

    57,432     171,046  

Less current portion

    (210 )   (1,024 )

Long-term debt

  $ 57,222   $ 170,022  

        Senior Secured Credit Facility with PNC Bank, N.A.—On July 29, 2011, the Operating Company and the Partnership, as a guarantor, executed an amended and restated senior secured credit facility with PNC Bank, N.A., as administrative agent, and a group of lenders, which are parties thereto. The maximum availability under the amended and restated credit facility was $300.0 million, with a one-time option to increase the availability by an amount not to exceed $50.0 million. Of the $300.0 million, $75.0 million was available for letters of credit. As described below, in March 2014 the amended and restated credit facility was amended and the borrowing capacity under the facility was reduced to $200 million, with the amount available for letters of credit unchanged. Borrowings under the facility bear interest, which varies depending upon the levels of certain financial ratios. As part of the agreement, the Operating Company is required to pay a commitment fee on the unused portion of the borrowing availability that also varies depending upon the levels of certain financial ratios. Borrowings on the amended and restated senior secured credit facility are collateralized by all the unsecured assets of the Partnership. The amended and restated senior secured credit facility requires the Partnership to maintain certain minimum financial ratios and contains certain restrictive provisions, including among others, restrictions on making loans, investments and advances, incurring additional indebtedness, guaranteeing indebtedness, creating liens, and selling or assigning stock. The Partnership was in compliance with all covenants contained in the amended and restated senior secured credit facility as of and for the period ended December 31, 2014. The amended and restated senior secured credit facility expires in July 2016.

        In April 2013, the Partnership entered into an amendment of its amended and restated senior secured credit facility with PNC Bank, N.A., as administrative agent, and a group of lenders, which are parties thereto. The amendment provided for an increase in the maximum allowed investments in coal-related entities outside of the Partnership (i.e. joint ventures) under the amended and restated senior secured credit facility from $25 million to $40 million. The amendment also altered the maximum leverage ratio allowed under the amended and restated senior secured credit facility and also altered the pricing grid to include applicable interest rates for borrowings, letter of credit fees and

F-30


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

10. DEBT (Continued)

commitment fees on unused borrowings based upon the new maximum leverage ratio. The amendment increased the maximum leverage ratio of the amended and restated senior secured credit facility to 3.75 from April 1, 2013 through March 31, 2015, then stepped the maximum leverage ratio down to its previous level of 3.0 after December 31, 2015. All other terms of the amended and restated senior secured credit facility were not affected by the amendment. As part of executing the amendment to the amended and restated senior secured credit facility, the Operating Company paid a fee of approximately $1.0 million to the lenders in April 2013, which was recorded in Debt issuance costs in Other non-current assets on the Partnership's consolidated statements of financial position and in Cash flows (used in) financing activities in the Partnership's consolidated statements of cash flows.

        In March 2014, the Partnership entered into a second amendment of its amended and restated senior secured credit facility with PNC Bank, N.A., as administrative agent, and a group of lenders, which are parties thereto. This second amendment permitted the Partnership to sell certain assets to Gulfport, as described in Note 4, which previously constituted a portion of the collateral under the amended and restated senior secured credit facility. This second amendment also reduces the borrowing capacity under the amended and restated senior secured credit facility to a maximum of $200 million and alters the maximum leverage ratio to 3.5 from January 1, 2014 through September 30, 2015. The maximum leverage ratio decreases to 3.25 from October 1, 2015 through December 31, 2015 and then decreases to 3.0 after December 31, 2015. In addition, the second amendment adjusts the maximum investments (other than by the Partnership) in hydrocarbons, hydrocarbon interests and assets and activities related to hydrocarbons, in each case, excluding coal, in an aggregate amount not to exceed $50 million. As part of executing the second amendment to the amended and restated senior secured credit facility, the Operating Company paid a fee of approximately $0.1 million to the lenders in March 2014, which was recorded in Debt issuance costs in Other non-current assets on the Partnership's consolidated statements of financial position and in Cash flows (used in) financing activities in the Partnership's consolidated statements of cash flows. In addition, the Partnership recorded a non-cash charge of approximately $1.1 million to write-off a portion of its unamortized debt issuance costs since the second amendment reduced the borrowing capacity under the amended and restated senior secured credit facility, which was recorded in Interest expense on the Partnership's consolidated statements of operations and comprehensive income.

        At December 31, 2014, the Operating Company had borrowed $54.5 million at a variable interest rate of LIBOR plus 2.50% (2.66% at December 31, 2014). In addition, the Operating Company had outstanding letters of credit of $15.8 million at a fixed interest rate of 2.50% at December 31, 2014. Based upon a maximum borrowing capacity of 3.5 times a trailing twelve-month EBITDA calculation (as defined in the credit agreement), the Operating Company had not used $126.7 million of the borrowing availability at December 31, 2014.

        For each the years ending December 31, 2014 and 2013, the Partnership capitalized interest costs of approximately $0.1 million, which was related to the construction of its Pennyrile mine in western Kentucky. The Partnership did not capitalize any interest costs during the year ended December 31, 2012.

        Note payable to H&L Construction Co., Inc.—The note payable to H&L Construction Co., Inc. was originally a non-interest bearing note and the Partnership recorded a discount for imputed interest at a

F-31


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

10. DEBT (Continued)

rate of 5.0% on this note that was being amortized over the life of the note using the effective interest method. The note payable was fully repaid as of December 31, 2014.

        Principal payments on long-term debt due subsequent to December 31, 2014 are as follows:

 
  in thousands  

2015

  $ 210  

2016

    54,675  

2017

    240  

2018

    257  

2019

    275  

Thereafter

    1,775  

Total principal payments

  $ 57,432  

11. ASSET RETIREMENT OBLIGATIONS

        The changes in asset retirement obligations for the years ended December 31, 2014, 2013 and 2012 are as follows:

 
  Year Ended December 31,  
 
  2014   2013   2012  
 
  (in thousands)
 

Balance at beginning of period (including current portion)

  $ 34,451   $ 33,003   $ 34,113  

Accretion expense

    2,281     2,356     1,896  

Adjustment resulting from addition of property

            72  

Adjustment resulting from disposal of property

    (2,310 )       (968 )

Adjustments to the liability from annual recosting and other

    (1,324 )   20     (201 )

Reclassification to held for sale

    (2,250 )        

Liabilities settled

    (965 )   (928 )   (1,909 )

Balance at end of period

    29,883     34,451     33,003  

Less current portion of asset retirement obligation

    (1,431 )   (1,614 )   (2,255 )

Long-term portion of asset retirement obligation

  $ 28,452   $ 32,837   $ 30,748  

12. WORKERS' COMPENSATION AND BLACK LUNG

        Certain of the Partnership's subsidiaries are liable under federal and state laws to pay workers' compensation and coal workers' black lung benefits to eligible employees, former employees and their dependents. The Partnership currently utilizes an insurance program and state workers' compensation fund participation to secure its on-going obligations depending on the location of the operation. Premium expense for workers' compensation benefits is recognized in the period in which the related insurance coverage is provided.

        The Partnership's black lung benefit liability is calculated using the service cost method that considers the calculation of the actuarial present value of the estimated black lung obligation. The

F-32


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

12. WORKERS' COMPENSATION AND BLACK LUNG (Continued)

Partnership's actuarial calculations using the service cost method for its black lung benefit liability are based on numerous assumptions including disability incidence, medical costs, mortality, death benefits, dependents and interest rates. The Partnership's liability for traumatic workers' compensation injury claims is the estimated present value of current workers' compensation benefits, based on actuarial estimates. The Partnership's actuarial estimates for its workers' compensation liability are based on numerous assumptions including claim development patterns, mortality, medical costs and interest rates. The discount rate used to calculate the estimated present value of future obligations for black lung was 4.0% and 5.0%, respectively, for December 31, 2014 and 2013 and for workers' compensation was 2.0% at December 31, 2014 and 2013.

        The black lung and workers' compensation expenses for the years ended December 31, 2014, 2013 and 2012 are as follows:

 
  Year Ended December 31,  
 
  2014   2013   2012  
 
  (in thousands)
 

Black lung benefits:

                   

Service cost

  $ 1,040   $ 736   $ 1,215  

Interest cost

    357     469     466  

Actuarial loss/(gain)

    1,625     (1,584 )   693  

Total black lung

    3,022     (379 )   2,374  

Workers' compensation expense

    1,197     2,743     1,018  

Total expense

  $ 4,219   $ 2,364   $ 3,392  

        The changes in the black lung benefit liability for the years ended December 31, 2014, 2013 and 2012 are as follows:

 
  Year Ended December 31,  
 
  2014   2013   2012  
 
  (in thousands)
 

Benefit obligations at beginning of year

  $ 7,251   $ 8,513   $ 6,392  

Service cost

    1,040     736     1,215  

Interest cost

    357     469     466  

Actuarial loss/(gain)

    1,625     (1,584 )   693  

Benefits and expenses paid

    (240 )   (883 )   (253 )

Benefit obligations at end of year

  $ 10,033   $ 7,251   $ 8,513  

F-33


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

12. WORKERS' COMPENSATION AND BLACK LUNG (Continued)

        The classification of the amounts recognized for the Partnership's workers' compensation and black lung benefits liability as of December 31, 2014 and 2013 are as follows:

 
  December 31,  
 
  2014   2013  
 
  (in thousands)
 

Black lung claims

  $ 10,033   $ 7,251  

Insured black lung and workers' compensation claims

    14,237     4,327  

Workers' compensation claims

    5,172     5,832  

Total obligations

  $ 29,442   $ 17,410  

Less current portion

    (1,500 )   (1,190 )

Non-current obligations

  $ 27,942   $ 16,220  

        The balance for insured black lung and workers' compensation claims as of December 31, 2014 and 2013 consisted of $14.2 million and $4.3 million, respectively, that is the primary obligation of the Partnership, but this amount is also due from the Partnership's insurance providers, which is included in Note 8 as non-current receivables, based on the Partnership's workers' compensation insurance coverage. The increase in the 2014 balance compared to 2013 is primarily due to an expected increase in the frequency and success of entitlement claims for black lung exposure, which the Partnership believes is due to the Patient Protection and Affordable Care Act. The Partnership presents this amount on a gross asset and liability basis since a right of setoff does not exist per the accounting guidance in ASC Topic 210. This presentation has no impact on the Partnership's results of operations or cash flows.

13. EMPLOYEE BENEFITS

        Postretirement Plan—In conjunction with the acquisition of the coal operations of American Electric Power on April 16, 2004, the Operating Company acquired a postretirement benefit plan providing healthcare to eligible employees at its Hopedale operations. The Partnership has no other postretirement plans.

F-34


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

13. EMPLOYEE BENEFITS (Continued)

        Summaries of the changes in benefit obligations and funded status of the plan as of the measurement dates of December 31, 2014, 2013 and 2012 are as follows:

 
  Year Ended December 31,  
 
  2014   2013   2012  
 
  (in thousands)
 

Benefit obligation at beginning of period

  $ 6,120   $ 6,747   $ 5,649  

Changes in benefit obligations:

                   

Service costs

    297     385     378  

Interest cost

    236     186     231  

Benefits paid

    (495 )   (253 )   (133 )

Actuarial loss/(gain)

    490     (945 )   622  

Benefit obligation at end of period

  $ 6,648   $ 6,120   $ 6,747  

Fair value of plan assets at end of period

  $   $   $  

Funded status

  $ (6,648 ) $ (6,120 ) $ (6,747 )

        The classification of net amounts recognized for postretirement benefits as of December 31, 2014 and 2013 are as follows:

 
  December 31,  
 
  2014   2013  
 
  (in thousands)
 

Current liability—postretirement benefits

  $ (425 ) $ (334 )

Non-current liability—postretirement benefits

    (6,223 )   (5,786 )

Net amount recognized

  $ (6,648 ) $ (6,120 )

        The amounts recognized in accumulated other comprehensive income for the years ended December 31, 2014, 2013 and 2012 are as follows:

 
  Year Ended December 31,  
 
  2014   2013   2012  
 
  (in thousands)
 

Balance at beginning of year

  $ 2,231   $ 1,431   $ 2,348  

Actuarial (loss)/gain

    (490 )   945     (622 )

Amortization of net actuarial gain

    (368 )   (145 )   (295 )

Net actuarial gain

  $ 1,373   $ 2,231   $ 1,431  

F-35


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

13. EMPLOYEE BENEFITS (Continued)

        The amounts reclassified from accumulated other comprehensive income to Cost of operations in the Partnership's consolidated statements of operations for the years ended December 31, 2014, 2013 and 2012 was $0.4 million, $0.1 million and $0.3 million, respectively.

 
  December 31,  
 
  2014   2013  

Weighted Average assumptions used to determine benefit obligations:

             

Discount rate

    3.15 %   3.96 %

Expected return on plan assets

    n/a     n/a  

 

 
  Year Ended
December 31,
 
 
  2014   2013   2012  

Weighted Average assumptions used to determine periodic benefit cost:

                   

Discount rate

    3.96 %   2.80 %   4.15 %

Expected return on plan assets

    n/a     n/a     n/a  

Rate of compensation increase

    n/a     n/a     n/a  

        The components of net periodic benefit cost for the years ended December 31, 2014, 2013 and 2012 are as follows:

 
  Year Ended December 31,  
 
  2014   2013   2012  
 
  (in thousands)
 

Service costs

  $ 297   $ 385   $ 378  

Interest cost

    236     186     231  

Amortization of (gain)

    (368 )   (145 )   (295 )

Benefit cost

  $ 165   $ 426   $ 314  

        Amounts expected to be amortized from accumulated other comprehensive income into net periodic benefit cost during the year ending December 31, 2015, are as follows:

 
  (in thousands)  

Net actuarial gain

  $ 177  

F-36


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

13. EMPLOYEE BENEFITS (Continued)

        Expected future benefit payments are as follows:

Period
  (in thousands)  

2015

  $ 425  

2016

    544  

2017

    630  

2018

    629  

2019

    606  

2020 - 2024

  $ 3,917  

        For benefit obligation measurement purposes, a 7.10% annual rate of increase in the per capita cost of covered health care benefits was assumed, gradually decreasing to 4.50% in 2027 and remaining level thereafter.

        Net periodic benefit cost is determined using the assumptions as of the beginning of the year, and the funded status is determined using the assumptions as of the end of the year. Effective June 1, 2007, employees hired by the Partnership are not eligible for benefits under the plan.

        The expense and liability estimates can fluctuate based upon the assumptions used by the Partnership. As of December 31, 2014, a one-percentage-point change in assumed health care cost trend rates would have the following effects:

 
  One-Percentage
Point Increase
  One-Percentage
Point Decrease
 
 
  (in thousands)
 

Effect on total service and interest cost components

  $ 46   $ (42 )

Effect on postretirement benefit obligation

  $ 474   $ (441 )

        401(k) Plans—The Partnership and certain subsidiaries sponsor defined contribution savings plans for all employees. Under one defined contribution savings plan, the Partnership matches voluntary contributions of participants up to a maximum contribution based upon a percentage of a participant's salary with an additional matching contribution possible at the Partnership's discretion. The expense under these plans for the years ended December 31, 2014, 2013 and 2012 was as follows:

 
  Year Ended December 31,  
 
  2014   2013   2012  
 
  (in thousands)
 

401(k) plan expense

  $ 2,227   $ 2,243   $ 2,322  

14. EQUITY-BASED COMPENSATION

        In October 2010, the General Partner established the Rhino Long-Term Incentive Plan (the "Plan" or "LTIP"). The Plan is intended to promote the interests of the Partnership by providing to employees, consultants and directors of the General Partner, the Partnership or affiliates of either incentive compensation awards to encourage superior performance. The LTIP provides for grants of restricted units, unit options, unit appreciation rights, phantom units, unit awards, and other unit-based awards. The aggregate number of units initially reserved for issuance under the LTIP is 2,479,400.

F-37


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

14. EQUITY-BASED COMPENSATION (Continued)

        As of December 31, 2014, the General Partner had granted phantom units to certain employees and restricted units and unit awards to its directors. These grants consisted of annual restricted unit awards to directors and phantom unit awards with tandem distribution equivalent rights ("DERs") granted in the first quarters of 2014, 2013 and 2012 to certain employees in connection with the prior fiscal year's performance. The DERs consist of rights to accrue quarterly cash distributions in an amount equal to the cash distribution the Partnership makes to unitholders during the vesting period. These awards are subject to service based vesting conditions and any accrued distributions will be forfeited if the related awards fail to vest according to the relevant service based vesting conditions. The phantom units granted in the first quarters of 2014, 2013 and 2012 vest in equal annual installments over a three year period from the date of grant. A summary of non-vested LTIP awards as of and for the years ended December 31, 2014, 2013 and 2012 is as follows:

 
  Common Units   Weighted Average
Grant Date
Fair Value
(per unit)
 
 
  (in thousands)
 

Non-vested awards at December 31, 2011

    92   $ 20.45  

Granted

    32   $ 17.40  

Vested

    (49 ) $ 20.12  

Forfeited

    (8 ) $ 20.28  

Non-vested awards at December 31, 2012

    67   $ 19.23  

Granted

    49   $ 13.50  

Vested

    (58 ) $ 18.88  

Forfeited

    (3 ) $ 16.62  

Non-vested awards at December 31, 2013

    55   $ 14.63  

Granted

    46   $ 12.32  

Vested

    (34 ) $ 13.95  

Forfeited

    (16 ) $ 13.01  

Non-vested awards at December 31, 2014

    51   $ 13.50  

        The Partnership accounts for its unit-based awards as liabilities with applicable mark-to-market adjustments at each reporting period because the Compensation Committee of the board of directors of the General Partner has historically elected to pay some of the awards in cash in lieu of issuing common units.

        For the years ended December 31, 2014, 2013 and 2012, the Partnership recorded expense of approximately $0.3 million, approximately $0.7 million and approximately $0.9 million, respectively, for the LTIP awards. For the year ended December 31, 2014, the total fair value of the awards that vested was $0.4 million. As of December 31, 2014, the total unrecognized compensation expense related to the non-vested LTIP awards that are expected to vest was $0.5 million. The expense is expected to be recognized over a weighted-average period of 1.5 years. As of December 31, 2014, the intrinsic value of the non-vested LTIP awards was $0.1 million.

F-38


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

14. EQUITY-BASED COMPENSATION (Continued)

        During the first quarter of 2015, certain employees received grants of phantom units with tandem DERs under the LTIP program. These awards were granted in connection with fiscal year 2014 performance and vest in equal annual installments over a three-year period from the date of grant. The total value of the awards granted was approximately $0.1 million and the expense related to these awards will be recognized ratably over the three-year vesting period, plus any mark-to-market adjustments.

15. COMMITMENTS AND CONTINGENCIES

        Coal Sales Contracts and Contingencies—As of December 31, 2014, the Partnership had commitments under sales contracts to deliver annually scheduled base quantities of coal as follows:

Year
  Tons (in thousands)   Number of customers  

2015

    3,260     13  

2016

    2,121     5  

2017

    1,100     2  

        Some of the contracts have sales price adjustment provisions, subject to certain limitations and adjustments, based on a variety of factors and indices.

        Purchase Commitments—As of December 31, 2014, the Partnership had a commitment to purchase approximately 1.0 million gallons of diesel fuel at fixed prices from January 2015 through December 2015 for approximately $2.5 million.

        Purchased Coal Expenses—The Partnership incurs purchased coal expense from time to time related to coal purchase contracts. In addition, the Partnership incurs expense from time to time related to coal purchased on the over-the-counter market ("OTC"). Purchase coal expense from coal purchase contracts and expense from OTC purchases for the years ended December 31, 2014, 2013 and 2012 was as follows:

 
  Year Ended December 31,  
 
  2014   2013   2012  
 
  (in thousands)
 

Purchased coal expense

  $ 6,168   $ 3,730   $ 25,637  

OTC expense

  $   $ 1,271   $  

        Leases—The Partnership leases various mining, transportation and other equipment under operating leases. The Partnership also leases coal reserves under agreements that call for royalties to be paid as the coal is mined. Lease and royalty expense for the years ended December 31, 2014, 2013 and 2012 was as follows:

 
  Year Ended December 31,  
 
  2014   2013   2012  
 
  (in thousands)
 

Lease expense

  $ 3,478   $ 3,161   $ 2,860  

Royalty expense

  $ 11,571   $ 11,442   $ 14,474  

F-39


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

15. COMMITMENTS AND CONTINGENCIES (Continued)

        Approximate future minimum lease and royalty payments (not including advance royalties already paid and recorded as assets in the accompanying statements of financial position) are as follows:

Years Ended December 31,
  Royalties   Leases  
 
  (in thousands)
 

2015

  $ 2,470   $ 1,538  

2016

    2,794     1,545  

2017

    2,776     1,141  

2018

    2,858     193  

2019

    2,858      

Thereafter

    14,292      

Total minimum royalty and lease payments

  $ 28,048   $ 4,417  

        Environmental Matters—Based upon current knowledge, the Partnership believes that it is in compliance with environmental laws and regulations as currently promulgated. However, the exact nature of environmental control problems, if any, which the Partnership may encounter in the future cannot be predicted, primarily because of the increasing number, complexity and changing character of environmental requirements that may be enacted by federal and state authorities.

        Legal Matters—The Partnership is involved in various legal proceedings arising in the ordinary course of business due to claims from various third parties, as well as potential citations and fines from the Mine Safety and Health Administration, potential claims from land or lease owners and potential property damage claims from third parties. The Partnership is not party to any other pending litigation that is probable to have a material adverse effect on the financial condition, results of operations or cash flows of the Partnership. Management of the Partnership is also not aware of any significant legal, regulatory or governmental proceedings against or contemplated to be brought against the Partnership.

        Guarantees/Indemnifications and Financial Instruments with Off-Balance Sheet Risk—In the normal course of business, the Partnership is a party to certain guarantees and financial instruments with off-balance sheet risk, such as bank letters of credit and performance or surety bonds. No liabilities related to these arrangements are reflected in the consolidated statements of financial position. The amount of bank letters of credit outstanding with PNC Bank, N.A., as the letter of credit issuer under the Partnership's credit facility, was $15.8 million as of December 31, 2014. The bank letters of credit outstanding reduce the borrowing capacity under the credit facility. In addition, the Partnership has outstanding surety bonds with third parties of $70.2 million as of December 31, 2014 to secure reclamation and other performance commitments.

        The credit facility is fully and unconditionally, jointly and severally guaranteed by the Partnership and substantially all of its wholly owned subsidiaries. Borrowings under the credit facility are collateralized by the unsecured assets of the Partnership and substantially all of its wholly owned subsidiaries. See Note 10 for a more complete discussion of the Partnership's debt obligations.

        Joint Ventures—The Partnership may contribute additional capital to the Timber Wolf joint venture that was formed in the first quarter of 2012. The Partnership did not make any capital contributions to the Timber Wolf joint venture during the year ended December 31, 2014.

F-40


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

15. COMMITMENTS AND CONTINGENCIES (Continued)

        The Partnership was required to contribute additional capital to the Muskie Proppant joint venture that was formed in the fourth quarter of 2012. During the years ended December 31, 2014 and 2013, the Partnership made capital contributions to the Muskie Proppant joint venture of approximately $0.2 million and $0.5 million, respectively, based upon its proportionate ownership percentage. In addition, during the year ended December 31, 2013, the Partnership provided a loan based upon its ownership share to Muskie in the amount of $0.2 million. The note was fully repaid in November 2014 in conjunction with the contribution of the Partnership's interests in Muskie to Mammoth. With the contribution of the Partnership's interest in Muskie to Mammoth in the fourth quarter of 2014, the Partnership does not have any further funding commitments to Mammoth.

        The Partnership may contribute additional capital to the Sturgeon joint venture that was formed in the third quarter of 2014. The Partnership made an initial capital contribution of $5.0 million during the year ended December 31, 2014 based upon its proportionate ownership interest.

16. EARNINGS PER UNIT ("EPU")—AS RESTATED

        The Partnership has not paid a cash distribution in respect of its subordinated units for any quarter following the quarter ended March 31, 2012. The Partnership did not correctly reflect the impact of such non-payment on the allocation of net income/(loss) between common units and subordinated units for the purposes of calculating earnings per unit for each unitholder class. The corrected calculation allocates more net income or less net (loss), as applicable, to common units and less net income or more net (loss), as applicable, to subordinated units for the purposes of calculating earnings per unit for each unitholder class. Accordingly, the Partnership has restated the EPU figures attributable to its common units and subordinated units for the periods ended December 31, 2014 and 2013. The Partnership determined the impact of the error on the 2012 consolidated financial statements was immaterial. Therefore, the Partnership has not restated the EPU figures for the year ended

F-41


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

16. EARNINGS PER UNIT ("EPU")—AS RESTATED (Continued)

December 31, 2012. The information below details the impact of the restatement compared to the originally reported EPU figures for the periods ended December 31, 2014 and 2013.

 
  Year Ended December 31,
2014
  Year Ended December 31,
2013
 
 
  As Previously
Reported
  As Restated   As Previously
Reported
  As Restated  

Net/(loss) income per limited partner unit, basic:

                         

Common units

                         

Net (loss)/income per unit from continuing operations

  $ (2.74 ) $ (2.32 ) $ 0.29   $ 1.07  

Net income per unit from discontinued operations

    4.39     4.39     0.04     0.04  

Net income per common unit, basic          

  $ 1.65   $ 2.07   $ 0.33   $ 1.11  

Subordinated units

                         

Net (loss)/income per unit from continuing operations

  $ (2.74 ) $ (3.31 ) $ 0.28   $ (0.74 )

Net income per unit from discontinued operations

    4.39     4.39     0.04     0.04  

Net income/(loss) per common unit, basic

  $ 1.65   $ 1.08   $ 0.32   $ (0.70 )

Net/(loss) income per limited partner unit, diluted:

                         

Common units

                         

Net (loss)/income per unit from continuing operations

  $ (2.74 ) $ (2.32 ) $ 0.29   $ 1.07  

Net income per unit from discontinued operations

    4.39     4.39     0.04     0.04  

Net income per common unit, diluted          

  $ 1.65   $ 2.07   $ 0.33   $ 1.11  

Subordinated units

                         

Net (loss)/income per unit from continuing operations

  $ (2.74 ) $ (3.31 ) $ 0.28   $ (0.74 )

Net income per unit from discontinued operations

    4.39     4.39     0.04     0.04  

Net income/(loss) per common unit, diluted

  $ 1.65   $ 1.08   $ 0.32   $ (0.70 )

F-42


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

16. EARNINGS PER UNIT ("EPU")—AS RESTATED (Continued)

        The following tables present a reconciliation of the numerators and denominators of the basic and diluted EPU calculations for the periods ended December 31, 2014, 2013 and 2012, originally as reported and restated for the 2014 and 2013 periods and as reported for 2012:

Year ended December 31, 2014
  General
Partner
  Common
Unitholders
  Subordinated
Unitholders
 
 
  (in thousands, except per unit data)
 

Numerator:

                   

Interest in net (loss)/income (as previously reported):

                   

Net (loss) from continuing operations

  $ (1,626 ) $ (45,705 ) $ (33,962 )

Net income from discontinued operations

    2,607     73,271     54,464  

Interest in net income

  $ 981   $ 27,566   $ 20,502  

Impact of subordinated distribution suspension:

                   

Net income/(loss) from continuing operations

  $ 245   $ 6,908   $ (7,153 )

Net income from discontinued operations

             

Interest in net income

  $ 245   $ 6,908   $ (7,153 )

Interest in net (loss)/income for EPU purposes (as restated):

                   

Net (loss) from continuing operations

  $ (1,381 ) $ (38,797 ) $ (41,115 )

Net income from discontinued operations

    2,607     73,271     54,464  

Interest in net income

  $ 1,226   $ 34,474   $ 13,349  

Denominator:

   
 
   
 
   
 
 

Weighted average units used to compute basic EPU

    n/a     16,678     12,397  

Effect of dilutive securities—LTIP awards

    n/a     7      

Weighted average units used to compute diluted EPU

    n/a     16,685     12,397  

Net (loss)/income per limited partner unit, basic:

   
 
   
 
   
 
 

Net (loss) per unit from continuing operations

    n/a   $ (2.32 ) $ (3.31 )

Net income per unit from discontinued operations

    n/a     4.39     4.39  

Net income per limited partner unit, basic

    n/a   $ 2.07   $ 1.08  

Net (loss)/income per limited partner unit, diluted:

                   

Net (loss) per unit from continuing operations

    n/a   $ (2.32 ) $ (3.31 )

Net income per unit from discontinued operations

    n/a     4.39     4.39  

Net income per limited partner unit, diluted

    n/a   $ 2.07   $ 1.08  

F-43


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

16. EARNINGS PER UNIT ("EPU")—AS RESTATED (Continued)


Year ended December 31, 2013
  General
Partner
  Common
Unitholders
  Subordinated
Unitholders
 
 
  (in thousands, except per unit data)
 

Numerator:

                   

Interest in net income (as previously reported):

                   

Net income from continuing operations

  $ 162   $ 4,448   $ 3,501  

Net income from discontinued operations

    26     769     512  

Interest in net income

  $ 188   $ 5,217   $ 4,013  

Impact of subordinated distribution suspension:

                   

Net income/(loss) from continuing operations

  $ 441   $ 12,315   $ (12,756 )

Net income from discontinued operations

             

Interest in net income/(loss)

  $ 441   $ 12,315   $ (12,756 )

Interest in net income/(loss) for EPU purposes (as restated):

                   

Net income/(loss) from continuing operations

  $ 603   $ 16,763   $ (9,255 )

Net income from discontinued operations

    26     769     512  

Interest in net income/(loss)

  $ 629   $ 17,532   $ (8,743 )

Denominator:

   
 
   
 
   
 
 

Weighted average units used to compute basic EPU

    n/a     15,751     12,397  

Effect of dilutive securities—LTIP awards

    n/a     9      

Weighted average units used to compute diluted EPU

    n/a     15,760     12,397  

Net income per limited partner unit, basic:

   
 
   
 
   
 
 

Net income per unit from continuing operations

    n/a   $ 1.07   $ (0.74 )

Net income per unit from discontinued operations

    n/a     0.04     0.04  

Net income per limited partner unit, basic

    n/a   $ 1.11   $ (0.70 )

Net income per limited partner unit, diluted:

                   

Net income per unit from continuing operations

    n/a   $ 1.07   $ (0.74 )

Net income per unit from discontinued operations

    n/a     0.04     0.04  

Net income per limited partner unit, diluted

    n/a   $ 1.11   $ (0.70 )

F-44


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

16. EARNINGS PER UNIT ("EPU")—AS RESTATED (Continued)

Year ended December 31, 2012
  General
Partner
  Common
Unitholders
  Subordinated
Unitholders
 
 
  (in thousands, except per unit data)
 

Numerator:

                   

Interest in net income:

                   

Net income from continuing operations

  $ 789   $ 21,374   $ 17,284  

Net income from discontinued operations

    1     48     39  

Interest in net income

  $ 790   $ 21,422   $ 17,323  

Denominator:

                   

Weighted average units used to compute basic EPU

    n/a     15,331     12,397  

Effect of dilutive securities—LTIP awards

    n/a     4      

Weighted average units used to compute diluted EPU

    n/a     15,335     12,397  

Net income per limited partner unit, basic:

   
 
   
 
   
 
 

Net income per unit from continuing operations

    n/a   $ 1.39   $ 1.39  

Net income per unit from discontinued operations

    n/a     0.01     0.01  

Net income per limited partner unit, basic

    n/a   $ 1.40   $ 1.40  

Net income per limited partner unit, diluted:

                   

Net income per unit from continuing operations

    n/a   $ 1.39   $ 1.39  

Net income per unit from discontinued operations

    n/a     0.01     0.01  

Net income per limited partner unit, diluted

    n/a   $ 1.40   $ 1.40  

        Diluted EPU gives effect to all dilutive potential common units outstanding during the period using the treasury stock method. Diluted EPU excludes all dilutive potential units calculated under the treasury stock method if their effect is anti-dilutive. There were no anti-dilutive units for the years ended December 31, 2014 and 2012. For the year ended December 31, 2013, approximately 12,000 LTIP granted phantom units were anti-dilutive.

17. MAJOR CUSTOMERS

        The Partnership had revenues or receivables from the following major customers that in each period equaled or exceeded 10% of revenues or receivables (Note: customers with "n/a" had revenue or receivables below the 10% threshold in any period where this is indicated):

 
  December 31,
2014 Receivable
Balance
  Year Ended
December 31,
2014 Sales
  December 31,
2013 Receivable
Balance
  Year Ended
December 31,
2013 Sales
  December 31,
2012 Receivable
Balance
  Year Ended
December 31,
2012 Sales
 
 
  (in thousands)
 

NRG Energy Inc. (fka GenOn Energy, Inc.)

  $ 2,932   $ 31,605   $ 3,046   $ 55,246   $ 3,158   $ 53,661  

PPL Corporation

    2,053     24,542     n/a     n/a     2,760     37,364  

American Electric Power Company, Inc. 

    n/a     n/a     1,434     30,070     3,450     36,308  

Indiana Harbor Coke Company, L.P. 

    n/a     n/a     n/a     n/a     6,597     40,133  

F-45


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

18. FAIR VALUE OF FINANCIAL INSTRUMENTS

        The book values of cash and cash equivalents, accounts receivable and accounts payable are considered to be representative of their respective fair values because of the immediate short-term maturity of these financial instruments. The fair value of the Partnership's senior secured credit facility was determined based upon a market approach and approximates the carrying value at December 31, 2014. The fair value of the Partnership's senior secured credit facility is a Level 2 measurement.

        For the year ended December 31, 2014, the Partnership had nonrecurring fair value measurements related to its assets and liabilities held for sale. These assets and liabilities are a result of the Partnership's impairment actions discussed in Note 6. The fair value of the assets and liabilities held for sale at December 31, 2014 were based upon the highest and best use of the respective nonfinancial assets and liabilities. The Partnership had approximately $6.9 million in land value related to its Red Cliff assets that were classified as held for sale at December 31, 2014. This land was valued using a market approach by a third party appraisal firm that determined the fair value of the asset based on sales of comparable property in the market along with other market factors such as competitive listings. The fair value of the Partnership's land held for sale at December 31, 2014 is a Level 2 measurement.

        Additionally, the Partnership had approximately $2.4 million of assets and $2.2 million of liabilities held for sale at December 31, 2014 related to the Bevins Branch operation discussed in Note 6. The held for sale assets consisted of approximately $0.2 million of a future coal royalty income stream. The fair value of the future royalty income stream was determined by an income approach using a discounted cash flow analysis with an appropriate discount rate. The fair value of the remaining $2.2 million of assets and liabilities held for sale related to the Bevins Branch operation was also determined by an income approach using a discounted cash flow analysis. The $2.2 million of assets and liabilities held for sale related to the reclamation obligation being transferred in the Bevins Branch transaction and the income approach used to determine the fair value was based on the Partnership's method to calculate its asset retirement obligations for reclamation, which is discussed in Note 2. The fair values of the Partnership's assets and liabilities held for sale at December 31, 2014 for the Bevins Branch operation are Level 3 measurements.

F-46


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

19. RELATED PARTY AND AFFILIATE TRANSACTIONS

Related Party
  Description   2014   2013   2012  
 
   
  (in thousands)
 

Wexford Capital LP

  Expenses for legal, consulting, and advisory services   $ 131   $ 149   $ 213  

Wexford Capital LP

  Distributions paid     10,949     14,034     27,704  

Wexford Capital LP

  Partner's contribution     6     330     13  

Rhino Eastern LLC

  Equity in net (loss)/income of unconsolidated affiliate     (12,089 )   (4,268 )   6,014  

Rhino Eastern LLC

  Distributions from unconsolidated affiliate             2,958  

Rhino Eastern LLC

  Expenses for legal, health claims, workers' compensation and other expenses     4,610     4,666     6,175  

Rhino Eastern LLC

  Receivable for legal, health claims and workers' compensation and other expenses     223     999     559  

Rhino Eastern LLC

  Investment in unconsolidated affiliate     13,151     19,369     21,367  

Timber Wolf Terminals LLC

  Investment in unconsolidated affiliate     130     114     114  

Muskie Proppants LLC

  Investment in unconsolidated affiliate         1,761     1,743  

Muskie Proppants LLC

  Equity in net (loss) of unconsolidated affiliate     (63 )   (461 )   (257 )

Muskie Proppants LLC

  Note receivable from unconsolidated affiliate         206      

Mammoth Energy Partners LP

  Investment in unconsolidated affiliate     1,933          

Sturgeon Acquisitions LLC

  Investment in unconsolidated affiliate     5,440          

Sturgeon Acquisitions LLC

  Equity in net income of unconsolidated affiliate     440          

        From time to time, employees from Wexford Capital perform legal, consulting, and advisory services to the Partnership. The Partnership incurred expenses of $0.1 million for the years ended December 31, 2014 and 2013 and $0.2 million for the year ended December 31, 2012 for legal, consulting, and advisory services performed by Wexford Capital.

        For the year ended December 31, 2014, the $12.1 million equity in net loss of unconsolidated affiliate for Rhino Eastern includes the $5.9 million impairment charge for the joint venture that was discussed earlier.

        During 2012, the Partnership provided loans to Rhino Eastern, a joint venture between the Partnership and Patriot, totaling approximately $11.9 million that were fully repaid as of December 31, 2012. The Partnership did not provide any loans to Rhino Eastern during 2014 or 2013.

        From time to time, the Partnership has allocated and paid expenses on behalf of the Rhino Eastern joint venture. During the years ended December 31, 2014, 2013 and 2012, the Partnership paid expenses for legal, health claims and workers' compensation of $4.6 million, $4.7 million and $6.2 million, respectively, on behalf of Rhino Eastern that were subsequently billed and paid by Rhino Eastern to the Partnership.

20. SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

        Cash payments for interest were $4.0 million, $6.4 million and $6.5 million for the years ended December 31, 2014, 2013 and 2012, respectively.

        The consolidated statement of cash flows for the year ended December 31, 2014 is exclusive of approximately $0.2 million of property, plant and equipment additions which are recorded in Accounts payable. The consolidated statements of cash flows for the year ended December 31, 2014 also excludes

F-47


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

20. SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION (Continued)

approximately $0.3 million related to the value of LTIP units that were issued to certain employees and directors of the General Partner.

        The consolidated statement of cash flows for the year ended December 31, 2013 is exclusive of approximately $10.5 million of property, plant and equipment additions which are recorded in Accounts payable. The consolidated statements of cash flows for the year ended December 31, 2013 also excludes approximately $0.6 million related to the value of LTIP units that were issued to certain employees and directors of the General Partner.

        The consolidated statement of cash flows for the year ended December 31, 2012 is exclusive of approximately $3.6 million of property, plant and equipment additions which are recorded in Accounts payable and $0.4 million related to the amount accrued for the acquisition of the western Kentucky assets discussed in Note 4, which is included in Accrued expenses and other. The consolidated statements of cash flows for the year ended December 31, 2012 also excludes approximately $0.7 million related to the value of LTIP units that were issued to certain employees and directors of the General Partner.

21. SEGMENT INFORMATION

        The Partnership primarily produces and markets coal from surface and underground mines in Kentucky, West Virginia, Ohio and Utah. The Partnership sells primarily to electric utilities in the United States. In addition, with the Elk Horn Acquisition mentioned earlier, the Partnership also leases coal reserves to third parties in exchange for royalty revenues.

        As of December 31, 2014, the Partnership has five reportable business segments: Central Appalachia, Northern Appalachia, Rhino Western, Illinois Basin and Eastern Met. Additionally, the Partnership has an Other category that includes its ancillary businesses. The Central Appalachia segment consists of three mining complexes: Tug River, Rob Fork and Deane, which, as of December 31, 2014, together included one active underground mine, three active surface mines and four preparation plants and loadout facilities in eastern Kentucky and southern West Virginia. Additionally, the Central Appalachia segment includes the Partnership's Elk Horn coal leasing operations. The Northern Appalachia segment consists of the Hopedale mining complex, the Sands Hill mining complex and the Leesville field. The Hopedale mining complex, located in northern Ohio, included one underground mine and one preparation plant and loadout facility as of December 31, 2014. The Sands Hill mining complex, located in southern Ohio, included two surface mines, a preparation plant and a river terminal as of December 31, 2014. The Eastern Met segment included the Partnership's 51% equity interest in the results of operations of the Rhino Eastern joint venture, which owned the Rhino Eastern mining complex, located in West Virginia, and for which the Partnership served as manager. The Rhino Eastern joint venture was dissolved in January 2015. The 2014 financial results are shown since the joint venture owned, and the Partnership operated, this mining complex during the year. The Rhino Western segment includes the Partnership's underground mine in the Western Bituminous region at its Castle Valley mining complex in Utah. Beginning with 2014 year-end reporting, the Partnership has included a new reportable business segment, referred to as the Illinois Basin segment, which includes its new underground mine, preparation plant and river loadout facility at its Pennyrile mining complex located in western Kentucky, as well as its Taylorville field reserves located in central Illinois. The new Pennyrile mining complex began production and sales in mid-2014.

F-48


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

21. SEGMENT INFORMATION (Continued)

        Beginning with 2013 year-end reporting, the Partnership initially included a reportable business segment for its oil and natural gas activities since the total assets for these operations met the quantitative threshold for separate segment reporting. The Oil and Natural Gas segment included the Partnership's Utica Shale activities, which were sold during the first quarter of 2014 as described in Note 4, as well as the Partnership's Cana Woodford activities, the Razorback drill pad construction operations and the Muskie joint venture to provide sand for fracking operations. Prior to 2013, the Partnership's oil and natural gas activities were included in its Other category for segment reporting purposes. Since the majority of the Partnership's oil and natural gas activities were in the Utica Shale and the Utica Shale financial results have been reclassified in discontinued operations due to their sale, the segment data for the Partnership's remaining oil and natural gas activities have been reclassified in the Other category for segment reporting purposes for all periods presented since they are not material for separate segment reporting.

        The Partnership's Other category as reclassified is comprised of the Partnership's ancillary businesses and its remaining oil and natural gas activities. Held for sale assets are included in the applicable segment for reporting purposes. The Partnership has not provided disclosure of total expenditures by segment for long-lived assets, as the Partnership does not maintain discrete financial information concerning segment expenditures for long lived assets, and accordingly such information is not provided to the Partnership's chief operating decision maker. The information provided in the following tables represents the primary measures used to assess segment performance by the Partnership's chief operating decision maker.

        The Partnership has historically accounted for the Rhino Eastern joint venture (formed in the year ended December 31, 2008) under the equity method. Under the equity method of accounting, the Partnership has historically only presented limited information (net income). The Partnership considered this operation to comprise a separate operating segment prior to its dissolution in January 2015 and has presented additional operating detail (with corresponding eliminations and adjustments to reflect its percentage of ownership) below. Since this equity method investment met the significance test of ten percent of net income or loss in 2014, 2013 and 2012, the Partnership has presented additional summarized financial information for this equity method investment below.

F-49


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

21. SEGMENT INFORMATION (Continued)

        Reportable segment results of operations and financial position for the year ended December 31, 2014 are as follows (Note: "DD&A" refers to depreciation, depletion and amortization):

 
   
   
   
   
  Eastern Met    
   
 
 
  Central
Appalachia
  Northern
Appalachia
  Rhino
Western
  Illinois
Basin
  Complete
Basis
  Equity Method
Eliminations
  Equity Method
Presentation*
  Other   Total
Consolidated
 
 
  (in thousands)
 

Total assets

  $ 247,362   $ 52,822   $ 42,173   $ 80,126   $ 42,100   $ (42,100 ) $   $ 50,855   $ 473,338  

Total revenues

    109,432     71,472     44,081     9,755     21,722     (21,722 )       4,317     239,057  

DD&A

    20,224     7,574     6,021     2,286     1,860     (1,860 )       1,128     37,233  

Interest expense

    2,055     473     329     343     81     (81 )       2,508     5,708  

Net Income (loss) from continuing operations

  $ (33,019 ) $ 2,101   $ (22,822 ) $ (6,411 ) $ (12,208 ) $ 5,982   $ (12,089 ) $ (9,053 ) $ (81,293 )

*
For the year ended December 31, 2014, the equity method net loss from continuing operations for Rhino Eastern includes the $5.9 million impairment charge for the joint venture that was discussed earlier.

        Reportable segment results of operations and financial position for the year ended December 31, 2013 are as follows:

 
   
   
   
   
  Eastern Met    
   
 
 
  Central
Appalachia
  Northern
Appalachia
  Rhino
Western
  Illinois
Basin
  Complete
Basis
  Equity Method
Eliminations
  Equity Method
Presentation
  Other   Total
Consolidated
 
 
  (in thousands)
 

Total assets

  $ 293,675   $ 54,906   $ 66,463   $ 38,975   $ 44,791   $ (44,791 ) $   $ 113,748   $ 567,767  

Total revenues

    147,430     80,401     38,249     303     27,853     (27,853 )       5,882     272,265  

DD&A

    24,170     8,127     5,476     300     1,949     (1,949 )       1,554     39,627  

Interest expense

    3,927     771     665     246     17     (17 )       2,289     7,898  

Net Income (loss) from continuing operations

  $ (7,132 ) $ 26,089   $ (2,378 ) $ (244 ) $ (8,369 ) $ 4,101   $ (4,268 ) $ (3,956 ) $ 8,111  

        Reportable segment results of operations and financial position for the year ended December 31, 2012 are as follows:

 
   
   
   
   
  Eastern Met    
   
 
 
  Central
Appalachia
  Northern
Appalachia
  Rhino
Western
  Illinois
Basin
  Complete
Basis
  Equity Method
Eliminations
  Equity Method
Presentation
  Other   Total
Consolidated
 
 
  (in thousands)
 

Total assets

  $ 325,418   $ 57,429   $ 70,822   $ 18,692   $ 52,682   $ (52,682 ) $   $ 87,515   $ 559,876  

Total revenues

    183,374     122,024     40,696     259     55,221     (55,221 )       5,390     351,743  

DD&A

    26,220     8,339     4,653         2,098     (2,098 )       2,062     41,274  

Interest expense

    4,385     811     717     189     155     (155 )       1,665     7,767  

Net Income (loss) from continuing operations

  $ 3,668   $ 29,565   $ 5,691   $ (367 ) $ 11,937   $ (5,923 ) $ 6,014   $ (5,124 ) $ 39,447  

F-50


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

21. SEGMENT INFORMATION (Continued)

        Additional summarized financial information for the equity method investment as of and for the periods ended December 31, 2014, 2013 and 2012 is as follows:

 
  2014
(Unaudited)
  2013   2012  
 
  (in thousands)
 

Current assets

  $ 3,641   $ 5,608   $ 12,788  

Noncurrent assets

    38,459     39,183     39,805  

Current liabilities

    3,629     2,020     6,290  

Noncurrent liabilities

    3,202     4,794     4,496  

Total costs and expenses

   
33,850
   
36,206
   
43,140
 

(Loss)/income from operations

    (12,128 )   (8,353 )   12,081  

        Additional information on the Partnership's revenue by product category for the periods ended December 31, 2014, 2013 and 2012 is as follows:

 
  2014   2013   2012  
 
  (in thousands)
 

Met coal revenue

  $ 26,058   $ 53,721   $ 59,511  

Steam coal revenue

    176,823     182,880     245,057  

Other revenue

    36,176     35,664     47,175  

Total revenue

  $ 239,057   $ 272,265   $ 351,743  

F-51


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

22. QUARTERLY FINANCIAL DATA (UNAUDITED)

 
  As restated(1)  
(in thousands, except per unit data)
  First
Quarter
  Second
Quarter
  Third
Quarter
  Fourth
Quarter(2)
 

2014:

                         

Revenues

  $ 59,942   $ 55,886   $ 61,359   $ 61,870  

(Loss) from operations

    (868 )   (4,445 )   (6,108 )   (52,726 )

Net (loss) from continuing operations

    (4,966 )   (6,826 )   (8,864 )   (60,636 )

Income/(loss) from discontinued operations

    130,511     (52 )   (43 )   (74 )

Net income/(loss)

  $ 125,545   $ (6,878 ) $ (8,907 ) $ (60,710 )

Basic and diluted net (loss)/income per limited partner unit:

                         

Common units:

                         

Net (loss) per unit from continuing operations

  $ 0.02   $ (0.05 ) $ (0.28 ) $ (2.03 )

Net income per unit from discontinued operations              

    4.40     (0.00 )   (0.00 )   (0.00 )

Net income per common unit, basic and diluted              

  $ 4.42   $ (0.05 ) $ (0.28 ) $ (2.03 )

Subordinated units:

                         

Net (loss) per unit from continuing operations

  $ (0.43 ) $ (0.49 ) $ (0.33 ) $ (2.08 )

Net income per unit from discontinued operations              

    4.40     (0.00 )   (0.00 )   (0.00 )

Net income per subordinated unit, basic and diluted              

  $ 3.97   $ (0.49 ) $ (0.33 ) $ (2.08 )

Weighted average number of limited partner units outstanding, basic:

                         

Common units

    16,667     16,677     16,681     16,685  

Subordinated units

    12,397     12,397     12,397     12,397  

Weighted average number of limited partner units outstanding, diluted:

                         

Common units

    16,673     16,677     16,681     16,685  

Subordinated units

    12,397     12,397     12,397     12,397  

(1)
See Note 16.

F-52


Table of Contents


RHINO RESOURCE PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012

22. QUARTERLY FINANCIAL DATA (UNAUDITED) (Continued)

(2)
Fourth quarter 2014 results include approximately $45.3 million of asset impairment and related charges as well as an approximate $5.9 million charge for the impairment of the Partnership's equity investment in the Rhino Eastern joint venture.

 
  As restated(1)  
(in thousands, except per unit data)
  First
Quarter
  Second
Quarter
  Third
Quarter
  Fourth
Quarter
 

2013:

                         

Revenues

  $ 74,467   $ 65,613   $ 69,501   $ 62,684  

Income from operations

    2,955     9,546     5,070     2,959  

Net (loss)/ income from continuing operations

    (271 )   5,545     2,149     687  

Income from discontinued operations

    94     352     728     133  

Net (loss)/income

  $ (177 ) $ 5,897   $ 2,877   $ 820  

Basic and diluted net (loss)/income per limited partner unit:

                         

Common units:

                         

Net income per unit from continuing operations

  $ 0.19   $ 0.39   $ 0.28   $ 0.20  

Net income per unit from discontinued operations

        0.01     0.03     0.01  

Net income per common unit, basic and diluted

  $ 0.19   $ 0.40   $ 0.31   $ 0.21  

Subordinated units:

                         

Net income per unit from continuing operations

  $ (0.26 ) $ (0.05 ) $ (0.20 ) $ (0.24 )

Net income per unit from discontinued operations

        0.01     0.03     0.01  

Net income per subordinated unit, basic and diluted              

  $ (0.26 ) $ (0.04 ) $ (0.17 ) $ (0.23 )

Weighted average number of limited partner units outstanding, basic:

                         

Common units

    15,354     15,371     15,609     16,659  

Subordinated units

    12,397     12,397     12,397     12,397  

Weighted average number of limited partner units outstanding, diluted:

                         

Common units

    15,354     15,379     15,621     16,672  

Subordinated units

    12,397     12,397     12,397     12,397  

(1)
See Note 16.

F-53