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8-K - 8-K - Alliance Holdings GP, L.P.ahgp-20170130x8k.htm

Exhibit 99.1

 

PRESS RELEASE

 

 

 

 

 

 

 

 

Picture 1

CONTACT:

Brian L. Cantrell

Alliance Holdings GP, L.P.

1717 South Boulder Avenue, Suite 400

Tulsa, Oklahoma 74119

(918) 295-7673

 

FOR IMMEDIATE RELEASE

 

ALLIANCE HOLDINGS GP, L.P.

 

Reports Quarterly and Full Year Financial Results; Maintains Quarterly Distribution of $0.55 Per Unit

 

TULSA, OKLAHOMA, January 30, 2017 — Alliance Holdings GP, L.P. (NASDAQ: AHGP) today reported financial results for the quarter and year ended December 31, 2016 (the "2016 Quarter" and the "2016 Year", respectively) and, as previously announced, the Board of Directors of its general partner (the "Board") approved a distribution to unitholders of $0.55 per unit (an annualized rate of $2.20 per unit) for the 2016 Quarter, payable on February 17, 2017 to AHGP's unitholders of record as of the close of trading on February 10, 2017.  The announced distribution is equal to that declared for the quarter ended September 30, 2016 (the "Sequential Quarter") and compares to the unitholder distribution of $0.96 per unit for the quarter ended December 31, 2015 (the "2015 Quarter").

 

AHGP's principal sources of cash flow are its ownership of general partner interests, limited partner interests and incentive distribution rights in Alliance Resource Partners, L.P. (NASDAQ: ARLP).  The declared distribution is based on the distribution AHGP will receive from its ownership interests in ARLP, which previously announced a quarterly distribution for the 2016 Quarter of $0.4375 per unit, or $1.75 per unit on an annualized basis, payable on February 14, 2017 to all unitholders of record as of the close of trading on February 7, 2017.  (See ARLP Press Release dated January 27, 2017.)

 

AHGP also reported net income for the 2016 Quarter of $61.2 million, or net income per basic and diluted limited partner interest of $1.02 per unit, an increase of 113.0% compared to net income for the 2015 Quarter of $28.7 million, or $0.48 per basic and diluted limited partner unit.  AHGP's net income for the 2016 Quarter increased approximately 26.2% compared to net income for the Sequential Quarter of $48.5 million, or net income per basic and diluted limited partner interest of $0.81 per unit.  For the year ended December 31, 2016, AHGP reported net income of $185.9 million, or $3.11 per basic and diluted limited partner unit, a decrease of 12.0% compared to $211.3 million, or $3.53 per basic and diluted limited partner unit, earned in the year ended December 31, 2015.

 

Operating results for AHGP reflect those of the operating subsidiaries of ARLP and, as a result, AHGP reports its financial results on a consolidated basis with the financial results of ARLP.  Consolidated net income includes earnings and losses attributable to both AHGP and non-controlling interests.  Unless otherwise noted, any reference to net income in this release represents Net Income Attributable to AHGP.

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Based on ARLP's current declared distribution, AHGP expects to receive quarterly cash distributions from ARLP of $33.4 million, or $133.6 million on an annualized basis. AHGP's primary cash requirements are for working capital, distributions to its unitholders and, for the 2017 full year, an estimated $1.6 million in general and administrative expenses.

 

A joint conference call regarding AHGP and ARLP’s 2016 Quarter and Year financial results and 2017 outlook is scheduled for today at 10:00 a.m. Eastern.  To participate in the conference call, dial (855) 793-3259 and provide conference number 48863667.  International callers should dial (631) 485-4928 and provide the same conference number.  Investors may also listen to the call via the "investor information" section of ARLP's website at http://www.arlp.com or AHGP's website at http://www.ahgp.com.

 

An audio replay of the conference call will be available for approximately one week.  To access the audio replay, dial (855) 859-2056 and provide conference number 48863667.  International callers should dial (404) 537-3406 and provide the same conference number.

 

 

About Alliance Holdings GP, L.P.

 

AHGP is a limited partnership formed to own and control Alliance Resource Management GP, LLC, the managing general partner of ARLP, through which it holds a 1.98% general partner interest and the incentive distribution rights in ARLP.  In addition, AHGP owns 31,088,338 common units of ARLP.

 

News, unit prices and additional information about AHGP including filings with the Securities and Exchange Commission, are available at http://www.ahgp.com.  For more information, contact the investor relations department of AHGP at (918) 295-1415 or via e-mail at investorrelations@ahgp.com.

 

***

 

The statements and projections used throughout this release are based on current expectations.  These statements and projections are forward-looking, and actual results may differ materially.  These statements do not include the potential impact of any mergers, acquisitions or other business combinations that may occur after the date of this release.  At the end of this release, we have included more information regarding business risks that could affect our results.

 

FORWARD-LOOKING STATEMENTS:  With the exception of historical matters, any matters discussed in this press release are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from projected results.  These risks, uncertainties and contingencies include, but are not limited to, the following: changes in competition in coal markets and the ARLP Partnership's ability to respond to such changes; changes in coal prices, which could affect the ARLP Partnership's operating results and cash flows; risks associated with the ARLP Partnership's expansion of its operations and properties; legislation, regulations, and court decisions and interpretations thereof, including those relating to the environment, mining, miner health and safety and health care; deregulation of the electric utility industry or the effects of any adverse change in the coal industry, electric utility industry, or general economic conditions; dependence on significant customer contracts, including renewing customer contracts upon expiration of existing contracts; changing global economic conditions or in industries in which the ARLP Partnership's customers operate; liquidity constraints, including those resulting from any future unavailability of financing; customer bankruptcies, cancellations or breaches to existing contracts,

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or other failures to perform; customer delays, failure to take coal under contracts or defaults in making payments; adjustments made in price, volume or terms to existing coal supply agreements; fluctuations in coal demand, prices and availability; the ARLP Partnership's productivity levels and margins earned on its coal sales; changes in raw material costs; changes in the availability of skilled labor; the ARLP Partnership's ability to maintain satisfactory relations with its employees; increases in labor costs, adverse changes in work rules, or cash payments or projections associated with post-mine reclamation and workers' compensation claims; increases in transportation costs and risk of transportation delays or interruptions; operational interruptions due to geologic, permitting, labor, weather-related or other factors; risks associated with major mine-related accidents, such as mine fires, or interruptions; results of litigation, including claims not yet asserted; difficulty maintaining the ARLP Partnership's surety bonds for mine reclamation as well as workers' compensation and black lung benefits; difficulty in making accurate assumptions and projections regarding pension, black lung benefits and other post-retirement benefit liabilities; the coal industry's share of electricity generation, including as a result of environmental concerns related to coal mining and combustion and the cost and perceived benefits of other sources of electricity, such as natural gas, nuclear energy and renewable fuels; uncertainties in estimating and replacing the ARLP Partnership's coal reserves; a loss or reduction of benefits from certain tax deductions and credits; difficulty obtaining commercial property insurance, and risks associated with the ARLP Partnership's participation (excluding any applicable deductible) in the commercial insurance property program; and difficulty in making accurate assumptions and projections regarding future revenues and costs associated with equity investments in companies we do not control.

 

Additional information concerning these and other factors can be found in AHGP's public periodic filings with the Securities and Exchange Commission ("SEC"), including AHGP's Annual Report on Form 10-K for the year ended December 31, 2015, filed on February 26, 2016 and AHGP's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2016, June 30, 2016 and September 30, 2016, filed on May 10, 2016, August 5, 2016 and November 8, 2016, respectively, with the SEC.  Except as required by applicable securities laws, AHGP does not intend to update its forward-looking statements.

 

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ALLIANCE HOLDINGS GP, L.P. AND SUBSIDIARIES

 

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND OPERATING DATA

(In thousands, except unit and per unit data)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Year Ended

 

 

December 31,

 

December 31,

 

 

2016

    

2015

    

2016

    

2015

SALES AND OPERATING REVENUES:

 

 

 

 

 

 

 

 

 

 

 

 

Coal sales

 

$

504,210

 

$

525,513

 

$

1,861,788

 

$

2,158,006

Transportation revenues

 

 

10,379

 

 

9,274

 

 

30,111

 

 

33,597

Other sales and operating revenues

 

 

12,702

 

 

7,263

 

 

39,124

 

 

81,708

Total revenues

 

 

527,291

 

 

542,050

 

 

1,931,023

 

 

2,273,311

 

 

 

 

 

 

 

 

 

 

 

 

 

EXPENSES:

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses (excluding depreciation, depletion and amortization)

 

 

291,335

 

 

331,099

 

 

1,138,848

 

 

1,377,053

Transportation expenses

 

 

10,379

 

 

9,274

 

 

30,111

 

 

33,597

Outside coal purchases

 

 

 —

 

 

1

 

 

1,514

 

 

327

General and administrative

 

 

19,912

 

 

15,417

 

 

75,087

 

 

69,076

Depreciation, depletion and amortization

 

 

81,869

 

 

90,983

 

 

322,509

 

 

333,713

Asset impairment

 

 

 —

 

 

89,435

 

 

 —

 

 

100,130

Total operating expenses

 

 

403,495

 

 

536,209

 

 

1,568,069

 

 

1,913,896

 

 

 

 

 

 

 

 

 

 

 

 

 

INCOME FROM OPERATIONS

 

 

123,796

 

 

5,841

 

 

362,954

 

 

359,415

Interest expense, net

 

 

(7,283)

 

 

(7,527)

 

 

(30,669)

 

 

(31,153)

Interest income

 

 

3

 

 

38

 

 

14

 

 

1,460

Equity in income (loss) of affiliates, net

 

 

2,502

 

 

3

 

 

3,543

 

 

(49,046)

Acquisition gain, net

 

 

 —

 

 

22,548

 

 

 —

 

 

22,548

Other income

 

 

180

 

 

205

 

 

725

 

 

955

 

 

 

 

 

 

 

 

 

 

 

 

 

INCOME BEFORE INCOME TAXES

 

 

119,198

 

 

21,108

 

 

336,567

 

 

304,179

 

 

 

 

 

 

 

 

 

 

 

 

 

INCOME TAX EXPENSE

 

 

10

 

 

3

 

 

14

 

 

21

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME

 

 

119,188

 

 

21,105

 

 

336,553

 

 

304,158

LESS: NET (INCOME)/LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS

 

 

(57,976)

 

 

7,630

 

 

(150,619)

 

 

(92,846)

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME ATTRIBUTABLE TO ALLIANCE HOLDINGS GP, L.P. ("NET INCOME OF AHGP")

 

$

61,212

 

$

28,735

 

$

185,934

 

$

211,312

 

 

 

 

 

 

 

 

 

 

 

 

 

BASIC AND DILUTED NET INCOME OF AHGP PER LIMITED PARTNER UNIT

 

$

1.02

 

$

0.48

 

$

3.11

 

$

3.53

 

 

 

 

 

 

 

 

 

 

 

 

 

DISTRIBUTIONS PAID PER LIMITED PARTNER UNIT

 

$

0.55

 

$

0.96

 

$

2.61

 

$

3.7725

 

 

 

 

 

 

 

 

 

 

 

 

 

WEIGHTED AVERAGE NUMBER OF UNITS OUTSTANDING – BASIC AND DILUTED

 

 

59,863,000

 

 

59,863,000

 

 

59,863,000

 

 

59,863,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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ALLIANCE HOLDINGS GP, L.P. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except unit data)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

December 31, 

 

 

    

2016

    

2015

    

ASSETS

 

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

44,525

 

$

38,678

 

Trade receivables

 

 

152,032

 

 

122,875

 

Other receivables

 

 

279

 

 

696

 

Due from affiliates

 

 

37

 

 

38

 

Inventories, net

 

 

61,051

 

 

121,081

 

Advance royalties, net

 

 

1,207

 

 

6,820

 

Prepaid expenses and other assets

 

 

22,128

 

 

29,890

 

 Total current assets

 

 

281,259

 

 

320,078

 

PROPERTY, PLANT AND EQUIPMENT:

 

 

 

 

 

 

 

Property, plant and equipment, at cost

 

 

2,920,988

 

 

3,044,260

 

Less accumulated depreciation, depletion and amortization

 

 

(1,335,145)

 

 

(1,243,985)

 

 Total property, plant and equipment, net

 

 

1,585,843

 

 

1,800,275

 

OTHER ASSETS:

 

 

 

 

 

 

 

Advance royalties, net

 

 

29,372

 

 

21,295

 

Equity investments in affiliates

 

 

138,817

 

 

64,509

 

Goodwill

 

 

136,399

 

 

136,399

 

Other long-term assets

 

 

25,997

 

 

23,960

 

 Total other assets

 

 

330,585

 

 

246,163

 

TOTAL ASSETS

 

$

2,197,687

 

$

2,366,516

 

 

 

 

 

 

 

 

 

LIABILITIES AND PARTNERS’ CAPITAL

 

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

 

 

Accounts payable

 

$

64,460

 

$

84,058

 

Due to affiliates

 

 

906

 

 

129

 

Accrued taxes other than income taxes

 

 

18,288

 

 

15,621

 

Accrued payroll and related expenses

 

 

41,576

 

 

37,031

 

Accrued interest

 

 

316

 

 

306

 

Workers’ compensation and pneumoconiosis benefits

 

 

9,897

 

 

8,688

 

Current capital lease obligations

 

 

27,196

 

 

19,764

 

Other current liabilities

 

 

14,778

 

 

18,929

 

Current maturities, long-term debt, net

 

 

149,874

 

 

239,016

 

 Total current liabilities

 

 

327,291

 

 

423,542

 

LONG-TERM LIABILITIES:

 

 

 

 

 

 

 

Long-term debt, excluding current maturities, net

 

 

399,446

 

 

578,490

 

Pneumoconiosis benefits

 

 

62,822

 

 

60,077

 

Accrued pension benefit

 

 

42,070

 

 

39,031

 

Workers’ compensation

 

 

40,400

 

 

47,486

 

Asset retirement obligations

 

 

125,266

 

 

122,434

 

Long-term capital lease obligations

 

 

85,540

 

 

80,150

 

Other liabilities

 

 

17,203

 

 

21,174

 

 Total long-term liabilities

 

 

772,747

 

 

948,842

 

 Total liabilities

 

 

1,100,038

 

 

1,372,384

 

 

 

 

 

 

 

 

 

PARTNERS CAPITAL:

 

 

 

 

 

 

 

Alliance Holdings GP, L.P. ("AHGP") Partners’ Capital:

 

 

 

 

 

 

 

Limited Partners – Common Unitholders 59,863,000 units outstanding

 

 

598,077

 

 

567,259

 

Accumulated other comprehensive loss

 

 

(16,550)

 

 

(14,875)

 

 Total AHGP Partners’ Capital

 

 

581,527

 

 

552,384

 

Noncontrolling interests

 

 

516,122

 

 

441,748

 

 Total Partners’ Capital

 

 

1,097,649

 

 

994,132

 

TOTAL LIABILITIES AND PARTNERS CAPITAL

 

$

2,197,687

 

$

2,366,516

 

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ALLIANCE HOLDINGS GP, L.P. AND SUBSIDIARIES

 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended

 

 

 

December 31, 

 

 

    

2016

    

2015

    

 

 

 

 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

$

700,725

 

$

714,408

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

 

 

Property, plant and equipment:

 

 

 

 

 

 

 

Capital expenditures

 

 

(91,056)

 

 

(212,797)

 

Decrease in accounts payable and accrued liabilities

 

 

(4,402)

 

 

(3,021)

 

Proceeds from sale of property, plant and equipment

 

 

1,165

 

 

2,062

 

Purchases of equity investments in affiliates

 

 

(76,797)

 

 

(64,540)

 

Payments for acquisitions of businesses, net of cash acquired

 

 

(1,011)

 

 

(74,953)

 

Payment for acquisition of customer contracts

 

 

(23,000)

 

 

 —

 

Advances/loans to affiliate

 

 

 —

 

 

(7,300)

 

Other

 

 

3,313

 

 

4,634

 

Net cash used in investing activities

 

 

(191,788)

 

 

(355,915)

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

 

 

Borrowings under securitization facility

 

 

44,600

 

 

6,500

 

Payments under securitization facility

 

 

(27,700)

 

 

(23,400)

 

Payments on term loan

 

 

(156,250)

 

 

(108,502)

 

Borrowings under revolving credit facilities

 

 

140,000

 

 

543,000

 

Payments under revolving credit facilities

 

 

(270,000)

 

 

(308,000)

 

Payment on long-term debt

 

 

 —

 

 

(205,000)

 

Proceeds on capital lease transactions

 

 

33,881

 

 

100,000

 

Payments on capital lease obligations

 

 

(24,456)

 

 

(4,312)

 

Payment of debt issuance costs

 

 

(101)

 

 

 —

 

Contributions to consolidated company from affiliate noncontrolling interest

 

 

3,014

 

 

2,147

 

Contribution by limited partner - affiliate

 

 

1,000

 

 

1,500

 

Net settlement of employee withholding taxes on vesting of ARLP Long-Term Incentive Plan

 

 

(1,336)

 

 

(2,719)

 

Distributions paid by consolidated partnership to noncontrolling interests

 

 

(89,311)

 

 

(117,362)

 

Distributions paid to Partners

 

 

(156,242)

 

 

(225,833)

 

Other

 

 

(189)

 

 

(6,108)

 

Net cash used in financing activities

 

 

(503,090)

 

 

(348,089)

 

 

 

 

 

 

 

 

 

NET CHANGE IN CASH AND CASH EQUIVALENTS

 

 

5,847

 

 

10,404

 

 

 

 

 

 

 

 

 

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD

 

 

38,678

 

 

28,274

 

 

 

 

 

 

 

 

 

CASH AND CASH EQUIVALENTS AT END OF PERIOD

 

$

44,525

 

$

38,678

 

 

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