NATURAL RESOURCE PARTNERS LP

Previous wording

The following review of operations for the three and nine month periods ended September 30, 2025 and 2024 should be read in conjunction with our Consolidated Financial Statements and the Notes to Consolidated Financial Statements included in this Form 10-Q and with the Consolidated Financial Statements, Notes to Consolidated Financial Statements and Management’s Discussion and Analysis included in the Natural Resource Partners L.P. Annual Report on Form 10-K for the year ended December 31, 2024.

Current wording

The following review of operations for the three month periods ended March 31, 2026 and 2025 should be read in conjunction with our Consolidated Financial Statements and the Notes to Consolidated Financial Statements included in this Form 10-Q and with the Consolidated Financial Statements, Notes to Consolidated Financial Statements and Management’s Discussion and Analysis included in the Natural Resource Partners L.P. Annual Report on Form 10-K for the year ended December 31, 2025.

Previous wording

Statements included in this 10-Q may constitute forward-looking statements. In addition, we and our representatives may from time to time make other oral or written statements which are also forward-looking statements. Such forward-looking statements include, among other things, statements regarding: future distributions on our common units; our business strategy; our liquidity and access to capital and financing sources; our financial strategy; prices of and demand for coal, trona and soda ash, and other natural resources; estimated revenues, expenses and results of operations; projected future performance by our lessees; Sisecam Wyoming LLC’s ("Sisecam Wyoming's") trona mining and soda ash refinery operations; distributions from our soda ash joint venture; the impact of governmental policies, laws and regulations, as well as regulatory and legal proceedings involving us, and of scheduled or potential regulatory or legal changes; and global and U.S. economic conditions.

Current wording

Statements included in this 10-Q may constitute forward-looking statements. In addition, we and our representatives may from time to time make other oral or written statements which are also forward-looking statements. Such forward-looking statements include, among other things, statements regarding: future distributions on our common units; our business strategy; our liquidity and access to capital and financing sources; our financial strategy; prices of and demand for coal, trona and soda ash, and other natural resources; estimated revenues, expenses and results of operations; projected future performance by our lessees; Sisecam Wyoming LLC’s ("Sisecam Wyoming's") trona mining and soda ash refinery operations; distributions from our soda ash business; the impact of governmental policies, laws and regulations, as well as regulatory and legal proceedings involving us, and of scheduled or potential regulatory or legal changes; and global and U.S. economic conditions.

Previous wording

Adjusted EBITDA is a non-GAAP financial measure that we define as net income (loss) less equity earnings from unconsolidated investment; plus total distributions from unconsolidated investment, interest expense, net, debt modification expense, loss on extinguishment of debt, depreciation, depletion and amortization and asset impairments. Adjusted EBITDA should not be considered an alternative to, or more meaningful than, net income or loss, net income or loss attributable to partners, operating income or loss, cash flows from operating activities or any other measure of financial performance presented in accordance with GAAP as measures of operating performance, liquidity or ability to service debt obligations. There are significant limitations to using Adjusted EBITDA as a measure of performance, including the inability to analyze the effect of certain recurring items that materially affect our net income, the lack of comparability of results of operations of different companies and the different methods of calculating Adjusted EBITDA reported by different companies. In addition, Adjusted EBITDA presented below is not calculated or presented on the same basis as Consolidated EBITDA as defined in our partnership agreement or Consolidated EBITDDA as defined in Opco's debt agreements. For a description of Opco's debt agreements, see Note 9. Debt, Net in the Notes to Consolidated Financial Statements included herein as well as in "Item 8. Financial Statements and Supplementary Data—Note 11. Debt, Net" in our Annual Report on Form 10-K for the year ended December 31, 2024. Adjusted EBITDA is a supplemental performance measure used by our management and by external users of our financial statements, such as investors, commercial banks, research analysts and others to assess the financial performance of our assets without regard to financing methods, capital structure or historical cost basis.

Current wording

Adjusted EBITDA is a non-GAAP financial measure that we define as net income (loss) less equity in earnings from unconsolidated investment; plus total distributions from unconsolidated investment, interest expense, net, debt modification expense, loss on extinguishment of debt, depreciation, depletion and amortization and asset impairments. Adjusted EBITDA should not be considered an alternative to, or more meaningful than, net income or loss, net income or loss attributable to partners, operating income or loss, cash flows from operating activities or any other measure of financial performance presented in accordance with GAAP as measures of operating performance, liquidity or ability to service debt obligations. There are significant limitations to using Adjusted EBITDA as a measure of performance, including the inability to analyze the effect of certain recurring items that materially affect our net income, the lack of comparability of results of operations of different companies and the different methods of calculating Adjusted EBITDA reported by different companies. In addition, Adjusted EBITDA presented below is not calculated or presented on the same basis as Consolidated EBITDA as defined in our partnership agreement or Consolidated EBITDDA as defined in Opco's debt agreements. For a description of Opco's debt agreements, see Note 8. Debt, Net in the Notes to Consolidated Financial Statements included herein as well as in "Item 8. Financial Statements and Supplementary Data—Note 11. Debt, Net" in our Annual Report on Form 10-K for the year ended December 31, 2025. Adjusted EBITDA is a supplemental performance measure used by our management and by external users of our financial statements, such as investors, commercial banks, research analysts and others to assess the financial performance of our assets without regard to financing methods, capital structure or historical cost basis.

Previous wording

Distributable cash flow ("DCF") represents net cash provided by (used in) operating activities plus distributions from unconsolidated investment in excess of cumulative earnings, proceeds from asset sales and disposals, including sales of discontinued operations, and return of long-term contract receivable; less maintenance capital expenditures. DCF is not a measure of financial performance under GAAP and should not be considered as an alternative to cash flows from operating, investing or financing activities. DCF may not be calculated the same for us as for other companies. In addition, DCF presented below is not calculated or presented on the same basis as distributable cash flow as defined in our partnership agreement, which is used as a metric to determine whether we are able to increase quarterly distributions to our common unitholders. DCF is a supplemental liquidity measure used by our management and by external users of our financial statements, such as investors, commercial banks, research analysts and others to assess our ability to make cash distributions and repay debt.

Current wording

Distributable cash flow ("DCF") represents net cash provided by (used in) operating activities plus distributions from unconsolidated investment in excess of cumulative earnings, proceeds from asset sales and disposals, including sales of discontinued operations, and return of long-term contract receivable; less maintenance capital expenditures and capital to unconsolidated investment. DCF is not a measure of financial performance under GAAP and should not be considered as an alternative to cash flows from operating, investing or financing activities. DCF may not be calculated the same for us as for other companies. In addition, DCF presented below is not calculated or presented on the same basis as distributable cash flow as defined in our partnership agreement, which is used as a metric to determine whether we are able to increase quarterly distributions to our common unitholders. DCF is a supplemental liquidity measure used by our management and by external users of our financial statements, such as investors, commercial banks, research analysts and others to assess our ability to make cash distributions and repay debt.

Previous wording

Free cash flow ("FCF") represents net cash provided by (used in) operating activities plus distributions from unconsolidated investment in excess of cumulative earnings and return of long-term contract receivable; less maintenance and expansion capital expenditures and cash flow used in acquisition costs classified as investing or financing activities. FCF is calculated before mandatory debt repayments. FCF is not a measure of financial performance under GAAP and should not be considered as an alternative to cash flows from operating, investing or financing activities. FCF may not be calculated the same for us as for other companies. FCF is a supplemental liquidity measure used by our management and by external users of our financial statements, such as investors, commercial banks, research analysts and others to assess our ability to make cash distributions and repay debt.

Current wording

Free cash flow ("FCF") represents net cash provided by (used in) operating activities plus distributions from unconsolidated investment in excess of cumulative earnings and return of long-term contract receivable; less maintenance and expansion capital expenditures, cash flow used in acquisition costs classified as investing or financing activities and capital to unconsolidated investment. FCF is calculated before mandatory debt repayments. FCF is not a measure of financial performance under GAAP and should not be considered as an alternative to cash flows from operating, investing or financing activities. FCF may not be calculated the same for us as for other companies. FCF is a supplemental liquidity measure used by our management and by external users of our financial statements, such as investors, commercial banks, research analysts and others to assess our ability to make cash distributions and repay debt.

Previous wording

The following discussion and analysis presents management's view of our business, financial condition and overall performance. Our discussion and analysis consists of the following subjects:

Current wording

The following discussion and analysis present management's view of our business, financial condition and overall performance. Our discussion and analysis consist of the following subjects:

Previous wording

Mineral Rights—consists of approximately 13 million acres of mineral interests and other subsurface rights across the United States. If combined in a single tract, our ownership would cover roughly 20,000 square miles, including 3.5 million acres of underground pore space for the sequestration of carbon dioxide. Our assets provide critical inputs for the manufacturing of steel, electricity, building materials, and components used in the generation of renewable energy.

Current wording

Mineral Rights—consists of approximately 13 million acres of mineral interests and other subsurface rights across the United States. If combined in a single tract, our ownership would cover roughly 20,000 square miles. Our assets provide critical inputs for the manufacturing of steel, electricity and building materials as well as opportunities for carbon sequestration and renewable energy.

Previous wording

Soda Ash—consists of our 49% non-controlling equity interest in Sisecam Wyoming, one of the world's lowest-cost producers of soda ash, an essential ingredient for the manufacturing of glass, detergents, solar panels, and batteries for electric vehicles. Operations are managed by our partner, Sisecam Chemicals Wyoming LLC, and we realize cash flow when distributions are paid to us.

Current wording

Soda Ash—consists of our 49% non-controlling equity interest in Sisecam Wyoming, one of the world's lowest-cost producers of soda ash, an essential ingredient for the manufacturing of glass, solar panels, detergents, and batteries for electric vehicles. Operations are managed by our partner, Sisecam Chemicals Wyoming LLC, and we realize cash flow when distributions are paid to us.

Previous wording

Our financial results by segment for the nine months ended September 30, 2025 are as follows:

Current wording

Our financial results by segment for the three months ended March 31, 2026 are as follows:

Previous wording

We generated $121.1 million of operating cash flow and $123.2 million of free cash flow during the nine months ended September 30, 2025, and ended the quarter with $190.1 million of liquidity consisting of $31.0 million of cash and cash equivalents and $159.1 million of available borrowing capacity under our Opco Credit Facility. As of September 30, 2025 our leverage ratio was 0.4 x.

Current wording

We generated $33.0 million of operating cash flow and ($5.4 million) of free cash flow during the three months ended March 31, 2026, and ended the quarter with $185.4 million of liquidity consisting of $31.5 million of cash and cash equivalents and $153.9 million of available borrowing capacity under our Opco Credit Facility. As of March 31, 2026 our leverage ratio was 0.4 x.

Previous wording

In February 2025, we paid a cash distribution of $0.75 per common unit of NRP with respect to the fourth quarter of 2024. In March 2025, we paid a special cash distribution of $1.21 per common unit of NRP to help cover unitholder tax liabilities associated with owning NRP's common units in 2024. In May 2025, we paid a cash distribution of $0.75 per common unit of NRP with respect to the first quarter of 2025. In August 2025, we paid a cash distribution of $0.75 per common unit of NRP with respect to the second quarter of 2025. Future distributions on our common units will be determined on a quarterly basis by the Board of Directors. The Board of Directors considers numerous factors each quarter in determining cash distributions, including profitability, cash flow, debt service obligations, market conditions and outlook, estimated unitholder income tax liability and the level of cash reserves that the Board of Directors determines is necessary for future operating and capital needs.

Current wording

In February 2026, we paid a cash distribution of $0.75 per common unit of NRP with respect to the fourth quarter of 2025. In March 2026, we paid a special cash distribution of $0.12 per common unit of NRP to help cover unitholder tax liabilities associated with owning NRP's common units in 2025. Future distributions on our common units will be determined on a quarterly basis by the Board of Directors. The Board of Directors considers numerous factors each quarter in determining cash distributions, including profitability, cash flow, debt service obligations, market conditions and outlook, estimated unitholder income tax liability and the level of cash reserves that the Board of Directors determines is necessary for future operating and capital needs.

Previous wording

Revenues and other income during the nine months ended September 30, 2025 decreased $29.3 million, or 16%, as compared to the prior year period. Cash provided by operating activities and free cash flow during the nine months ended September 30, 2025 decreased by $46.4 million and $46.2 million, respectively, as compared to the prior year period. These decreases were primarily due to lower metallurgical coal sales prices and volumes as compared to the prior year period.

Current wording

Revenues and other income during the three months ended March 31, 2026 decreased $8.7 million, or 16%, as compared to the prior year period primarily due to lower metallurgical and thermal coal sales volumes as compared to the prior year period. Cash provided by operating activities and free cash flow during the three months ended March 31, 2026 decreased by $1.4 million and $1.3 million, respectively, as compared to the prior year period primarily due to lower metallurgical and thermal coal sales volumes, partially offset by higher recoupments in the first quarter of 2025.

Previous wording

Although metallurgical and thermal coal prices saw a modest uptick at the end of the third quarter, we expect lower pricing levels for both commodities for the foreseeable future. Metallurgical coal markets remain weak due to soft global steel demand and thermal markets remain encumbered by low natural gas prices and ample coal stockpiles at power plants.

Current wording

Mineral Rights segment results continue to be affected by weak global steel demand, low natural gas prices, and ample coal stockpiles at power plants.

Previous wording

Revenues and other income during the nine months ended September 30, 2025 decreased $12.5 million, or 72%, as compared to the prior year period primarily due to lower sales prices in 2025.

Current wording

Revenues and other income during the three months ended March 31, 2026 decreased $12.4 million, or 270%, as compared to the prior year period primarily due to lower sales prices in 2026.

Previous wording

The significantly oversupplied soda ash market coupled with ongoing weak demand for flat glass due to lower global construction activity and sluggish demand for new automobiles and solar panels is degrading the outlook for soda ash prices in 2026. We continue to believe international soda ash prices are at or below the cost of production for many operators with no catalyst for market rebalancing in sight. We expect this weak pricing environment to continue for the foreseeable future and that distributions received from Sisecam Wyoming will not resume until high-cost supply is forced out of the market or global soda ash demand growth catches up with supply, which could take several years.

Current wording

The soda ash market remains significantly oversupplied due to the influx of natural soda ash supply from China coupled with weak demand for flat glass. We believe international soda ash prices are below the cost of production for most producers with no near-term market correction in sight. Due to the weak pricing environment, we have not received a distribution from Sisecam Wyoming since the second quarter of 2025 and do not expect to receive distributions until soda ash demand increases and/or capacity is rationalized, which could take several years.

Previous wording

Third Quarter of 2025 and 2024 Compared

Current wording

First Quarter of 2026 and 2025 Compared

Previous wording

Approximately 70% of coal royalty revenues and approximately 50% of coal royalty sales volumes were derived from metallurgical coal during the three months ended September 30, 2025. Total coal royalty revenues decreased $3.4 million as compared to the prior year quarter primarily due to lower metallurgical coal sales prices and volumes during the three months ended September 30, 2025 as compared to the prior year quarter.

Current wording

Approximately 65% of coal royalty revenues and approximately 45% of coal royalty sales volumes were derived from metallurgical coal during the three months ended March 31, 2026. Total coal royalty revenues decreased $5.9 million primarily due to lower metallurgical and thermal coal sales volumes during the three months ended March 31, 2026 as compared to the prior year quarter.

Previous wording

Revenues and other income related to our Soda Ash segment decreased $10.5 million as compared to the prior year quarter primarily due to lower sales prices in 2025.

Current wording

Revenues and other income related to our Soda Ash segment decreased $12.4 million as compared to the prior year quarter primarily due to lower sales prices in 2026.

Previous wording

Net income decreased $35.5 million as compared to the prior year period primarily due to the decrease in revenues and other income as discussed above, partially offset by lower interest expense during the nine months ended September 30, 2025 as compared to the prior year period. Adjusted EBITDA decreased $49.7 million as compared to the prior year period primarily due to a $29.4 million decrease in Adjusted EBITDA within our Mineral Rights segment driven by the lower revenues and other income as discussed above in addition to a $20.3 million decrease in Adjusted EBITDA within our Soda Ash segment driven by lower cash distributions received from Sisecam Wyoming in the first nine months of 2025.

Current wording

Net income decreased $20.6 million as compared to the prior year quarter primarily due to the decrease in revenues and other income as discussed above, partially offset by lower interest expense during the three months ended March 31, 2026 as compared to the prior year quarter. Adjusted EBITDA decreased $9.2 million as compared to the prior year quarter primarily due to the $8.1 million decrease in Adjusted EBITDA within our Mineral Rights segment driven by the decrease in revenues and other income as discussed above and the $3.0 million decrease in Adjusted EBITDA within our Soda Ash segment driven by no distribution received from Sisecam Wyoming during the three months ended March 31, 2026.

Previous wording

Operating cash flow, DCF and FCF decreased $13.1 million, $12.1 million and $13.0 million, respectively, as compared to the prior year quarter. The discussion by segment is as follows:

Current wording

Operating cash flow, DCF and FCF decreased $1.4 million, $40.8 million and $40.6 million, respectively, as compared to the prior year quarter. The discussion by segment is as follows:

Previous wording

As of September 30, 2025, we had total liquidity of $190.1 million, consisting of $31.0 million of cash and cash equivalents and $159.1 million of borrowing capacity under our Opco Credit Facility. We have debt service obligations, including $14.3 million of principal repayments on Opco’s senior notes, throughout the remainder of 2025. The following table calculates our leverage ratio as of September 30, 2025:

Current wording

As of March 31, 2026, we had total liquidity of $185.4 million, consisting of $31.5 million of cash and cash equivalents and $153.9 million of borrowing capacity under our Opco Credit Facility. We have debt service obligations, including $14.3 million of principal repayments on Opco’s senior notes, throughout the remainder of 2026. The following table calculates our leverage ratio as of March 31, 2026:

Previous wording

Cash flows provided by operating activities decreased $61.2 million, from $182.3 million in the nine months ended September 30, 2024 to $121.1 million in the nine months ended September 30, 2025, primarily due to decreased cash flow within our Mineral Rights and Soda Ash segments, as discussed above, partially offset by lower cash paid for interest by our Corporate and Financing segment.

Current wording

Cash flows provided by operating activities decreased $1.4 million, from $34.4 million in the three months ended March 31, 2025 to $33.0 million in the three months ended March 31, 2026, primarily due to decreased cash flow within our Mineral Rights and Soda Ash segments, as discussed above, partially offset by lower cash paid for interest by our Corporate and Financing segment.

Previous wording

The information required set forth under Note 11. Related Party Transactions to the Consolidated Financial Statements is incorporated herein by reference.

Current wording

The information required is set forth under Note 10. Related Party Transactions to the Consolidated Financial Statements and is incorporated herein by reference.