ALLIANCE RESOURCE PARTNERS LP

For the period ended Dec 31, 2023. Filed Feb 23, 2024.

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Feb 23, 2024

ARLP$25.08+1.3%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. Exhibits and Financial Statement Schedules

(a) (1)Financial Statements and Supplementary Data.



· Page
Report of Independent Registered Public Accounting Firm-Grant Thornton LLP (PCAOB ID Number 248)		100
Consolidated Balance Sheets		102
Consolidated Statements of Income		103
Consolidated Statements of Comprehensive Income		104
Consolidated Statements of Cash Flows		105
Consolidated Statement of Partners' Capital		106
Notes to Consolidated Financial Statements		107
1. Organization and Presentation		107
2. Summary of Significant Accounting Policies		109
3. Acquisitions		117
4. Inventories		120
5. Property, Plant and Equipment		121
6. Long-Term Debt		122
7. Income Taxes		124
8. Leases		126
9. Fair Value Measurements		127
10. Partners' Capital		127
11. Variable Interest Entities		128
12. Equity Investments		130
13. Revenue From Contracts With Customers		131
14. Earnings Per Limited Partner Unit		132
15. Employee Benefit Plans		133
16. Common Unit-Based Compensation Plans		137
17. Supplemental Cash Flow Information		138
18. Asset Retirement Obligations		139
19. Accrued Workers' Compensation and Pneumoconiosis Benefits		140
20. Related-Party Transactions		142
21. Commitments and Contingencies		144
22. Concentration of Credit Risk and Major Customers		144
23. Segment Information		145
Supplemental Oil & Gas Reserve Information (Unaudited)		148

(a)(2)Financial Statement Schedule.


Schedule I – Condensed Financial Information of Registrant		153

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

(a)(3) and (c)The exhibits listed below are filed as part of this annual report.

· · · · Incorporated by Reference · ·
ExhibitNumber · Exhibit Description · Form · SECFile No. andFilm No. · Exhibit · Filing Date · FiledHerewith*

3.1	Fourth Amended and Restated Agreement of Limited Partnership of Alliance Resource Partners, L.P.	8-K	000-2682317990766	3.2	07/28/2017

3.2	Amended and Restated Agreement of Limited Partnership of Alliance Resource Operating Partners, L.P.	10-K	000-26823583595	3.2	03/29/2000

3.3	Amended and Restated Certificate of Limited Partnership of Alliance Resource Partners, L.P.	8-K	000-2682317990766	3.6	07/28/2017

3.4	Certificate of Limited Partnership of Alliance Resource Operating Partners, L.P.	S-1/A	333-7884599669102	3.8	07/23/1999

3.5	Certificate of Formation of Alliance Resource Management GP, LLC	S-1/A	333-7884599669102	3.7	07/23/1999

3.6	Amendment No. 1 to the Fourth Amended and Restated Agreement of Limited Partnership of Alliance Resource Partners, L.P.	10-K	000-2682318634680	3.9	02/23/2018

3.7	Amendment No. 2 to Fourth Amended and Restated Agreement of Limited Partnership of Alliance Resource Partners, L.P., dated as of May 31, 2018.	8-K	000-268231883834	3.3	06/06/2018

3.8	Amendment No. 3 to Fourth Amended and Restated Agreement of Limited Partnership of Alliance Resource Partners, L.P., dated as of June 1, 2018.	8-K	000-268231883834	3.4	06/06/2018

3.9	Amendment No. 1 to Amended and Restated Agreement of Limited Partnership of Alliance Resource Operating Partners, L.P., dated as of May 31, 2018.	8-K	000-268231883834	3.5	06/06/2018

3.10	Third Amended and Restated Operating Agreement of Alliance Resource Management GP, LLC, dated as of May 31, 2018.	8-K	000-268231883834	3.7	06/06/2018

4.1	Form of Common Unit Certificate (Included as Exhibit A to the Fourth Amended and Restated Agreement of Limited Partnership of Alliance Resource Partners, L.P., included in this Exhibit Index as Exhibit 3.2).	8-K	000-2682317990766	3.2	07/28/2017

· · · · Incorporated by Reference · ·
ExhibitNumber · Exhibit Description · Form · SECFile No. andFilm No. · Exhibit · Filing Date · FiledHerewith*

4.2	Indenture, dated as of April 24, 2017, by and among Alliance Resource Operating Partners, L.P. and Alliance Resource Finance Corporation, as issuers, Alliance Resource Partners, L.P., as parent, the subsidiary guarantors party thereto and Wells Fargo Bank, National Association, as trustee.	8-K	000-2682317798539	4.1	04/24/2017

4.3	Form of 7.500% Senior Note due 2025 (included in Exhibit 4.2).	8-K	000-2682317778550	4.1	04/24/2017

4.4	Description of the Registrant's Securities registered under Section 12 of the Securities Exchange Act of 1934.	10-K	000-26823, 23666549	4.4	02/24/2023

10.1	Contribution and Assumption Agreement, dated August 16, 1999, among Alliance Resource Holdings, Inc., Alliance Resource Management GP, LLC, Alliance Resource GP, LLC, Alliance Resource Partners, L.P., Alliance Resource Operating Partners, L.P. and the other parties named therein	10-K	000-26823583595	10.3	03/29/2000

10.2	Omnibus Agreement, dated August 16, 1999, among Alliance Resource Holdings, Inc., Alliance Resource Management GP, LLC, Alliance Resource GP, LLC and Alliance Resource Partners, L.P.	10-K	000-26823583595	10.4	03/29/2000

10.3(1)	Alliance Coal, LLC Short-Term Incentive Plan	10-K	000-26823583595	10.12	03/29/2000

10.4(1)	Alliance Coal, LLC Supplemental Executive Retirement Plan	S-8	333-8525802595143	99.2	04/01/2002

10.5(1)	Alliance Resource Management GP, LLC Deferred Compensation Plan for Directors	S-8	333-8525802595143	99.3	04/01/2002

10.6	Third Amended and Restated Charter for the Audit Committee of the Board of Directors					þ

10.7	Second Amendment to the Omnibus Agreement dated May 15, 2006 by and among Alliance Resource Partners, L.P., Alliance Resource GP, LLC, Alliance Resource Management GP, LLC, Alliance Resource Holdings, Inc., Alliance Resource Holdings II, Inc., AMH-II, LLC, Alliance Holdings GP, L.P., Alliance GP, LLC and Alliance Management Holdings, LLC	10-Q	000-26823061017824	10.1	08/09/2006

10.8	Administrative Services Agreement dated May 15, 2006 among Alliance Resource Partners, L.P., Alliance Resource Management GP, LLC, Alliance Resource Holdings II, Inc.,	10-Q	000-26823061017824	10.2	08/09/2006

· · · · Incorporated by Reference · ·
ExhibitNumber · Exhibit Description · Form · SECFile No. andFilm No. · Exhibit · Filing Date · FiledHerewith*

Alliance Holdings GP, L.P. and Alliance GP, LLC

10.9(1)	First Amendment to the Alliance Coal, LLC Short-Term Incentive Plan	10-K	000-2682307660999	10.52	03/01/2007

10.10(1)	Second Amendment to the Alliance Coal, LLC Short-Term Incentive Plan	10-K	000-2682308654096	10.53	02/29/2008

10.11(1)	Amended and Restated Alliance Coal, LLC Supplemental Executive Retirement Plan dated as of January 1, 2011	10-K	000-2682311645603	10.40	02/28/2011

10.12(1)	Amended and Restated Alliance Resource Management GP, LLC Deferred Compensation Plan for Directors dated as of January 1, 2011	10-K	000-2682311645603	10.42	02/28/2011

10.13	Amended and Restated Charter for the Compensation Committee of the Board of Directors dated January 27, 2023.					þ

10.14	Amended and Restated Administrative Services Agreement effective January 1, 2010, among Alliance Resource Partners, L.P., Alliance Resource Management GP, LLC, Alliance Resource Holdings II, Inc., Alliance Resource Operating Partners, L.P., Alliance Holdings GP, L.P. and Alliance GP, LLC.	10-Q	000-26823101000555	10.1	08/09/2010

10.15	Receivables Financing Agreement, dated as of December 5, 2014, among Borrower, PNC Bank, National Association, as administrative agent as well as the letter of credit bank, the persons from time to time party thereto as lenders, the persons from time to time party thereto as letter of credit participants, and Alliance Coal, LLC, as initial servicer	8-K	000-26823141277053	10.3	12/10/2014

10.16(1)	The Amended and Restated Alliance Coal, LLC Long-Term Incentive Plan as amended by the Third Amendment and Fourth Amendment	10-K	000-26823161460619	10.46	02/26/2016

10.17	First Amendment to the Receivables Financing Agreement, dated as of December 4, 2015	10-Q	000-26823161634229	10.1	05/10/2016

10.18	Second Amendment to the Receivables Financing Agreement, dated as of February 24, 2016	10-Q	000-26823161634229	10.2	05/10/2016

10.19	Third Amendment to the Receivables Financing Agreement, dated as of December 2, 2016	10-K	000-2682317636362	10.45	02/24/2017

· · · · Incorporated by Reference · ·
ExhibitNumber · Exhibit Description · Form · SECFile No. andFilm No. · Exhibit · Filing Date · FiledHerewith*

10.20	Fourth Amendment to the Receivables Financing Agreement, dated as of November 27, 2017	10-K	000-2682318634680	10.47	02/23/2018

10.21	Fifth Amendment to the Receivables Financing Agreement, dated as of January 17, 2018	10-K	000-2682318634680	10.48	02/23/2018

10.22	Sixth Amendment to the Receivables Financing Agreement, dated as of June 19, 2018	10-Q	000-2682318994075	10.2	08/06/2018

10.23	Seventh Amendment to the Receivables Financing Agreement, dated as of January 16, 2019	10-K	000-2682319624803	10.52	02/22/2019

10.24	Eighth Amendment to the Receivables Financing Agreement, dated as of October 22, 2019.	10-Q	000-26823191192460	10.2	11/05/2019

10.25	Fifth Amended and Restated Credit Agreement, dated as of March 9, 2020, by and among Alliance Resource Operating Partners, L.P., as borrower, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto.	8-K	000-2682320711345	10.1	03/13/2020

10.26	Fifth Amendment to the Amended and Restated Alliance Coal, LLC 2000 Long-Term Incentive Plan.	8-K	000-26823201385345	10.1	12/14/2020

10.27	Ninth Amendment to the Receivables Financing Agreement, dated as of January 15, 2021.	10-K	000-2682321663570	10.64	02/23/2021

10.28	Tenth Amendment to the Receivables Financing Agreement, dated as of January 14, 2022.	10-K	000-2682322677260	10.57	02/25/2022

10.29	Eleventh Amendment to the Receivables Financing Agreement, dated as of January 13, 2023.	10-K	000-2682323666549	10.54	02/24/2023
10.30	Thirteenth Amendment to the Receivables Financing Agreement, dated as of January 12, 2024.	10-K				þ


10.31	Credit Agreement, dated as of January 13, 2023, among Alliance Coal, LLC, as borrower, Alliance Resource Operating Partners, L.P., Alliance Resource Partners, L.P., UC Coal, LLC, UC Mining, LLC, UC Processing, LLC and MGP II, LLC as additional Alliance entities and the initial lenders, initial issuing banks and swingline bank named therein, PNC Bank, National Association as administrative agent and collateral agent and PNC Capital Markets LLC, BOKF, NA DBA Bank of Oklahoma, Fifth Third Bank, National Association, Old National Bank and Trust Securities, Inc. as joint lead arrangers and joint bookrunners and the other institutions named therein as documentation agents.	8-K	000-2682323540292	10.1	01/20/2023

10.32	Sixth Amendment to the Amended and Restated Alliance Coal, LLC 2000 Long-Term Incentive Plan.	8-K	000-26823221401012	10.1	11/18/2022

14.1	Code of Ethics for Principal Executive Officer and Senior Financial Officers	10-K	000-2682313656028	14.1	03/01/2013

21.1	List of Subsidiaries.					þ

23.1	Consent of Grant Thornton LLP.					þ

23.2	Consent of Cawley, Gillespie & Associates, Inc.					þ

31.1	Certification of Joseph W. Craft III, President and Chief Executive Officer of Alliance Resource Management GP, LLC, the general partner of Alliance Resource Partners, L.P., dated February 23, 2024, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.					þ

31.2	Certification of Cary P. Marshall, Senior Vice President and Chief Financial Officer of Alliance Resource Management GP, LLC, the general partner of Alliance Resource Partners, L.P., dated February 23, 2024, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.					þ

32.1	Certification of Joseph W. Craft III, President and Chief Executive Officer and Chairman of Alliance Resource Management GP, LLC, the general partner of Alliance Resource Partners, L.P., dated February 23, 2024, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.					þ

32.2	Certification of Cary P. Marshall , Senior Vice President and Chief Financial Officer of Alliance Resource Management GP, LLC, the general partner of Alliance Resource Partners, L.P., dated February 23, 2024, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.					þ


95.1	Federal Mine Safety and Health Act Information					þ

96.1	Henderson/Union Resources SEC S-K 1300 Technical Report Summary dated February 2024.					þ

96.2	River View Complex SEC S-K 1300 Technical Report Summary February 2024.					þ

96.3	Hamilton Mine SEC S-K 1300 Technical Report Summary dated February 2022.	10-K/A	000-26823221205681	96.3	08/26/2022

96.4	Gibson South Mine SEC S-K 1300 Technical Report Summary dated February 2022.	10-K/A	000-26823221205681	96.4	08/26/2022

96.5	Tunnel Ridge Mine SEC S-K 1300 Technical Report Summary dated February 2023.					þ
97.1	Alliance Resource Partners, L.P. Incentive Based Compensation Recoupment Policy					þ
99.1	Report of Cawley, Gillespie & Associates, Inc., dated December 7, 2023					þ

101	Interactive Data File (Form 10-K for the year ended December 31, 2023 filed in Inline XBRL).					þ

104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).					þ

Filed herewith (or furnished, in the case of Exhibits 32.1 and 32.2).

(1)	Denotes management contract or compensatory plan or arrangement.

Signatures

Pursuant to the requirements 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, in Tulsa, Oklahoma, on February 23, 2024.


	ALLIANCE RESOURCE PARTNERS, L.P.

By:	Alliance Resource Management GP, LLC
		its general partner

	/s/ Joseph W. Craft III
	Joseph W. Craft III
	President, Chief Executive
	Officer and Chairman

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature	Title	Date

/s/ Joseph W. Craft III	President, Chief Executive Officer,and Chairman (Principal Executive Officer)	February 23, 2024
Joseph W. Craft III

/s/ Cary P. Marshall	Senior Vice President and Chief Financial Officer (Principal Financial Officer)	February 23, 2024
Cary P. Marshall

/s/ Megan J. Cordle	Vice President, Controller and Chief Accounting Officer (Principal Accounting Officer)	February 23, 2024
Megan J. Cordle

/s/ Nick Carter	Director	February 23, 2024
Nick Carter

/s/ Robert J. Druten	Director	February 23, 2024
Robert J. Druten

/s/ John H. Robinson	Director	February 23, 2024
John H. Robinson

/s/ Wilson M. Torrence	Director	February 23, 2024
Wilson M. Torrence

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