11 Jan 2021listing compliance notice▼ BadMajor
CONSOL Coal Resources LP terminated the registration of a class of securities, ending its reporting obligation for them.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
30 Dec 2020asset acquisition disposition● NeutralMajor
The merger with CONSOL Energy (CEIX) closed on Dec 30, 2020: each public CCR unit was converted into 0.73 CEIX shares (about 7.9 million CEIX shares issued in total), the incentive distribution rights were cancelled for no consideration, and CCR units were suspended from NYSE trading with delisting and deregistration requested. The CONSOL credit facility, with about $176.5 million outstanding, was terminated and repaid by issuing 37,322,410 new CCR units to CEIX, resolving the covenant-tightening thread. Written consents approved the merger (23,063,876 for, 127,655 against, 10,502 abstentions), and three GP directors stepped down, shrinking the board from seven to four because of the merger. CCR continues as an indirect wholly owned CEIX subsidiary.
30 Dec 2020listing compliance notice● NeutralMajor
CONSOL Coal Resources LP's exchange filed to remove a class of its securities from listing.
30 Nov 2020business combination● NeutralMajor
The final merger proxy/consent document was issued on Nov 30, 2020, setting out the Oct 22 deal: each public CCR unit converts into 0.73 CONSOL Energy (CEIX) shares, and the incentive distribution rights are cancelled for no consideration. CEIX, holding 16,811,818 units (about 60.7%), has agreed to deliver its written consent within two business days of the registration statement becoming effective, which is enough to approve the merger; CEIX shareholders vote at a Dec 29, 2020 special meeting, and the deal cannot close without their approval of the share issuance. This continues the pending merger; public unitholders' outcome is still pending.
23 Oct 2020business combination● NeutralMajor
On October 22, 2020, the partnership agreed to be acquired by its parent CONSOL Energy: each public common unit would convert into 0.73 shares of CONSOL Energy common stock. CONSOL Energy already owned about 60.7% of the units and agreed to deliver its written consent, so approval depends mainly on regulatory and share-issuance conditions rather than the public unitholders' vote. The incentive distribution rights would be cancelled for no consideration, and the partnership would survive as an indirect wholly owned subsidiary. The deal is not yet complete, so public holders' treatment is pending.
11 June 2020debt financing▼ BadMajor
On June 5, 2020, the partnership amended the same CONSOL credit facility again: borrowing costs rose by 0.5 percentage points and the leverage limits were reset, tightening in steps from 4.00x total net leverage through early 2021 to 3.25x from mid-2022. New conditions were also added for investments and for distributions to unitholders, which could limit payouts.
3 Apr 2019debt financing▲ Good
On March 28, 2019, the partnership extended the maturity of its credit facility with CONSOL Energy (as lender and administrative agent) from February 27, 2023 to December 28, 2024. The filing gives no other changed terms.
3 Oct 2017capital raising announcement● NeutralMajor
On October 2, 2017, CONSOL converted all 3,956,496 Class A Preferred Units it received in the 2016 acquisition into the same number of common units, and the preferred units were cancelled. This ends the 11.0% cumulative preferred distribution priority and leaves no preferred units outstanding.
4 Oct 2016asset acquisition disposition● NeutralMajor
On September 30, 2016, the partnership bought an additional 5% undivided interest in the Pennsylvania Mine Complex from CONSOL for $21.5 million in cash plus 3,956,496 new Class A Preferred Units (valued at $67.3 million), taking its total to 25%. The preferred units carry a cumulative 11.0% annual distribution that must be paid before common unit distributions, and are convertible one-for-one into common units. This is the first purchase of CONSOL assets under the rights set up at the 2015 IPO.
13 July 2015asset acquisition disposition● NeutralMajor
The partnership completed its IPO on July 7, 2015, selling 5,000,000 common units at $15.00 each to the public, plus a concurrent $75.0 million private sale of 5,000,000 units to Greenlight Capital funds (the large holder disclosed on July 7). Underwriters were also given a 30-day option for up to 750,000 more units. It also signed agreements with CONSOL Energy: CNX Thermal became operator of the Pennsylvania mining complex, CONSOL keeps an 80% interest in it, and the partnership gets a right of first offer on that 80% and on the Baltimore Marine Terminal, Buchanan mine and Cardinal Gathering System. It will pay CONSOL a $9.4 million annual administrative support fee and a $0.7 million executive support fee.
19 June 2015listing compliance notice▲ GoodMajor
the New York Stock Exchange certified CONSOL Coal Resources LP's securities for listing, clearing them to begin trading.