31 unchanged sentences
(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.
−Removed: The communication of the critical audit matter does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
+Added: The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Asset Retirement Obligations
−Removed: As described in Notes 2 and 15 to the consolidated financial statements, the Company’s consolidated asset retirement obligation liability was $205 million as of December 31, 2023.
−Removed: The Company records the asset retirement obligation liability at fair value in the period in which the legal obligation associated with the retirement of the long-lived asset is incurred.
+Added: As described in Notes 2 and 14 to the consolidated financial statements, the Company’s consolidated asset retirement obligation was $219.7 million as of December 31, 2024.
+Added: The Company records the asset retirement obligation at fair value in the period in which the legal obligation associated with the retirement of the long-lived asset is incurred.
Changes to the liability at operations that are not currently being reclaimed are offset by increasing or decreasing the carrying amount of the related long-lived asset.
Changes to the liability at operations that are currently being reclaimed are recorded to depreciation, depletion, and amortization.
−Removed: On at least an annual basis the Company reviews its estimated future cash flows for its asset retirement obligation liability.
−Removed: We identified the valuation of the asset retirement obligation liability as a critical audit matter because the estimate involves a high degree of subjectivity and auditing the significant assumptions utilized by management in estimating the amount of the liability requires judgment.
−Removed: In particular, the obligation liability is determined using a discounted cash flow technique and is based upon mining permit requirements and various assumptions including discount rates, inflation rate, estimates of disturbed acreage, timing of reclamation activities, and third-party reclamation costs.
−Removed: Our audit procedures related to the Company’s asset retirement obligation liability included the following, among others:
−Removed: – We obtained an understanding of the relevant controls related to the Company’s accounting for the asset retirement obligation liability, and tested such controls for design and operating effectiveness, including controls over management’s review of the significant assumptions and data inputs described above.
+Added: On at least an annual basis the Company reviews its estimated future cash flows for its asset retirement obligation.
+Added: We identified the valuation of the asset retirement obligation as a critical audit matter because the estimate involves a high degree of subjectivity and auditing the significant assumptions utilized by management in estimating the amount of the liability requires judgment.
+Added: In particular, the obligation is determined using a discounted cash flow technique and is based upon mining permit requirements and various assumptions including discount rates, inflation rate, estimates of disturbed acreage, timing of reclamation activities, and third-party reclamation costs.
+Added: Our audit procedures related to the Company’s asset retirement obligation included the following, among others:
+Added: • We obtained an understanding of the relevant controls related to the Company’s accounting for the asset retirement obligation, and tested such controls for design and operating effectiveness, including controls over management’s review of the significant assumptions and data inputs described above.
• We compared significant valuation assumptions including the discount rates and inflation rate to market data and utilized a valuation specialist to assist in testing the Company’s discounted cash flow model.
19 unchanged sentences
Amortization of acquired intangibles, net 6,700 8,523 19,498
−Removed: Asset impairment and restructuring — — ( 561 )
Selling, general and administrative expenses (exclusive of depreciation, depletion and amortization shown separately above) 74,000 82,390 71,618
−Removed: Total other operating loss (income):
−Removed: Mark-to-market adjustment for acquisition-related obligations — 8,880 19,525
−Removed: Other (income) expense ( 1,088 ) 3,363 ( 10,972 )
+Added: Other operating loss (income) 4,749 ( 1,088 ) 12,243
Total costs and expenses 2,729,431 2,608,332 2,520,713
27 unchanged sentences
$ ( 12,963 ) $ ( 26,617 ) $ 43,597
−Removed: reclassification adjustments for amounts reclassified to earnings due to amortization of net actuarial (gain) loss and settlements ( 2,324 ) 3,555 6,021
−Removed: Income tax benefit (expense) 516 ( 811 ) —
+Added: reclassification adjustments for amounts reclassified to earnings due to amortization of net actuarial loss (gain) and settlements 4,457 ( 2,324 ) 3,555
+Added: Income tax (expense) benefit ( 989 ) 516 ( 811 )
$ 3,468 $ ( 1,808 ) $ 2,744
9 unchanged sentences
Cash and cash equivalents $ 481,578 $ 268,207
−Removed: Short-term investments — 46,052
Trade accounts receivable, net of allowance for credit losses of $ 2,396 and $ 234 as of December 31, 2024 and 2023, respectively
1 unchanged sentence
Inventories, net 169,269 231,344
−Removed: Short-term deposits 32 84,748
−Removed: Short-term restricted cash — 24,547
Prepaid expenses and other current assets 23,681 39,064
6 unchanged sentences
39,879 46,579
−Removed: Long-term restricted investments 40,597 105,735
Long-term restricted cash 122,583 115,918
+Added: Long-term restricted investments 43,131 40,597
Deferred income taxes 6,516 8,028
5 unchanged sentences
Trade accounts payable 96,633 128,836
−Removed: Acquisition-related obligations - current — 28,254
Accrued expenses and other current liabilities 151,560 177,512
63 unchanged sentences
Financing activities:
−Removed: Repurchases of long-term debt — — ( 18,415 )
Principal repayments of long-term debt ( 2,243 ) ( 2,314 ) ( 450,622 )
1 unchanged sentence
Common stock repurchases and related expenses ( 122,299 ) ( 540,071 ) ( 521,803 )
−Removed: Proceeds from exercise of warrants 4,322 5,643 —
Other, net ( 1,278 ) ( 1,030 ) 3,917
Net cash used in financing activities ( 128,897 ) ( 656,428 ) ( 981,868 )
−Removed: Net increase (decrease) in cash and cash equivalents and restricted cash 28,731 172,780 ( 61,957 )
+Added: Net increase in cash and cash equivalents and restricted cash 220,036 28,731 172,780
Cash and cash equivalents and restricted cash at beginning of period 384,125 355,394 182,614
7 unchanged sentences
Accrued capital expenditures $ 15,523 $ 25,004 $ 18,456
−Removed: Accrued common stock repurchases $ 8,118 $ 3,016 $ —
+Added: Accrued common stock repurchases and stock repurchase excise tax $ — $ 8,118 $ 3,016
Accrued dividend payable $ 424 $ 2,863 $ 88,128
15 unchanged sentences
Other comprehensive income, net — — 46,341 — — 46,341
−Removed: Stock-based compensation and issuance of common stock for share vesting 2 5,313 — — — 5,315
−Removed: Common stock repurchases and related expenses — — — ( 786 ) — ( 786 )
−Removed: Warrants exercises — 6 — — — 6
−Removed: Balances, December 31, 2021 $ 208 $ 784,743 $ ( 58,503 ) $ ( 107,800 ) $ ( 71,739 ) $ 546,909
−Removed: Net income — — — — 1,448,545 1,448,545
−Removed: Other comprehensive income, net — — 46,341 — 46,341
Stock-based compensation, issuance of common stock for share vesting, and common stock reissuances 2 5,415 — 2,067 — 7,484
14 unchanged sentences
Balances, December 31, 2023 $ 221 $ 834,482 $ ( 40,587 ) $ ( 1,189,715 ) $ 1,969,527 $ 1,573,928
+Added: Net income — — — — 187,579 187,579
+Added: Other comprehensive loss, net — — ( 9,495 ) — — ( 9,495 )
+Added: Stock-based compensation, issuance of common stock for share vesting, and common stock reissuances 3 5,322 — 6,993 — 12,318
+Added: Common stock repurchases and related expenses — — — ( 114,194 ) — ( 114,194 )
+Added: Dividend equivalents — — — — ( 639 ) ( 639 )
+Added: Balances, December 31, 2024 $ 224 $ 839,804 $ ( 50,082 ) $ ( 1,296,916 ) $ 2,156,467 $ 1,649,497
Refer to accompanying Notes to Consolidated Financial Statements.
5 unchanged sentences
Alpha Metallurgical Resources, Inc.
−Removed: (“Alpha” or the “Company”), previously named Contura Energy, Inc., is a Tennessee-based mining company with operations across Virginia and West Virginia.
+Added: (“Alpha” or the “Company”) is a Tennessee-based mining company with operations across Virginia and West Virginia.
With customers across the globe, high-quality reserves and significant port capacity, Alpha is a leading U.S.
supplier of metallurgical coal products for the steel industry.
−Removed: The Company was formed to acquire and operate certain of Alpha Natural Resources, Inc.’s core coal operations, as part of the Alpha Natural Resources, Inc.
+Added: The Company, previously named Contura Energy, Inc., began operations on July 26, 2016 and was formed to acquire and operate certain of Alpha Natural Resources, Inc.’s core coal operations, as part of the Alpha Natural Resources, Inc.
bankruptcy reorganization.
−Removed: The Company began operations on July 26, 2016 and currently operates mines in the Central Appalachia region.
A merger with ANR, Inc.
1 unchanged sentence
(together, the "Merger Companies”) was completed on November 9, 2018 (the “Merger”) pursuant to terms of the definitive merger agreement (the “Merger Agreement”).
−Removed: Upon the consummation of the transactions contemplated by the Merger Agreement, the Company began trading on the New York Stock Exchange under the ticker “CTRA.”
−Removed: Effective February 1, 2021, the Company changed its corporate name from Contura Energy, Inc.
−Removed: to Alpha Metallurgical Resources, Inc.
+Added: Upon the consummation of the transactions contemplated by the Merger Agreement, the Company began trading on the New York Stock Exchange.
+Added: Effective February 1, 2021, the Company changed its corporate name to Alpha Metallurgical Resources, Inc.
to more accurately reflect its strategic focus on the production of metallurgical coal.
−Removed: Following the effectiveness of its name change, the Company’s ticker symbol on the New York Stock Exchange changed from “CTRA” to “AMR” effective on February 4, 2021.
Basis of Presentation
3 unchanged sentences
The accompanying Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S.
+Added: Reclassifications
+Added: For comparability purposes, certain immaterial segment information for the years ended December 31, 2023 and 2022 in the notes to the Consolidated Financial Statements has been recast to conform to the current year presentation.
+Added: Refer to Note 22 .
(2) Summary of Significant Accounting Policies
25 unchanged sentences
Refer to Note 20 for further information.
−Removed: Short-term investments consist of U.S government securities.
−Removed: Restricted investments consist of Federal Deposit Insurance Company (“FDIC”) insured certificates of deposit, corporate fixed income, and U.S.
+Added: Restricted Investments
+Added: Restricted investments consist of U.S.
government securities that are restricted as to withdrawal as required by certain agreements entered into by the Company and provide collateral to secure certain obligations which have been written on the Company’s behalf.
−Removed: All investments are classified as trading securities as of December 31, 2023 and 2022.
+Added: All restricted investments are classified as trading securities as of December 31, 2024 and 2023.
Trading securities are recorded initially at cost and are adjusted to fair value at each reporting period with unrealized gains and losses recorded in current period earnings or loss.
40 unchanged sentences
Maintenance and repairs are expensed as incurred.
−Removed: When equipment is retired or disposed, the related cost and accumulated depreciation are removed from the respective accounts and any profit or loss on disposal is recognized in Other (income) expense in the Company’s Consolidated Statements of Operations.
+Added: When equipment is retired or disposed, the related cost and accumulated depreciation are removed from the respective accounts and any profit or loss on disposal is recognized in Other operating loss (income) in the Company’s Consolidated Statements of Operations.
Refer to Note 8 for further information.
5 unchanged sentences
Depletion expense is included in Depreciation, depletion and amortization in the accompanying Consolidated Statements of Operations and was $ 28,075 , $ 23,944 , and $ 23,078 for the years ended December 31, 2024, 2023, and 2022 respectively.
−Removed: Depletion expense for the years ended December 31, 2023, 2022, and 2021 includes a credit of ($ 34 ), a credit of ($ 3,016 ), and an expense of $ 5,782 , respectively, related to revisions to asset retirement obligations.
+Added: Depletion expense for the years ended December 31, 2024, 2023, and 2022 includes an expense of $ 961 , a credit of ($ 34 ), and a credit of ($ 3,016 ), respectively, related to revisions to asset retirement obligations.
Refer to Note 14 for further disclosures related to asset retirement obligations.
10 unchanged sentences
The Company has recognized assets for acquired mine permits which were valued based on the replacement cost and lost profits method as of the Merger date.
−Removed: The balances of such assets as of December 31, 2023 and 2022, net of accumulated amortization, were $ 46,579 and $ 55,102 , respectively, and are included within Other acquired intangibles, net of accumulated amortization, on the Company’s Consolidated Balance Sheets.
+Added: The balances of such assets are included within Other acquired intangibles, net of accumulated amortization, on the Company’s Consolidated Balance Sheets.
The acquired mine permits are amortized over the estimated life of the associated mine.
−Removed: Amortization expense is included in Amortization of acquired intangibles, net in the accompanying Consolidated Statements of Operations and was $ 8,523 , $ 19,498 , and $ 13,571 for the years ended December 31, 2023, 2022, and 2021, respectively.
+Added: Amortization expense is included in Amortization of acquired intangibles, net in the accompanying Consolidated Statements of Operations.
+Added: Future net amortization expense related to acquired intangibles is expected to be $ 5,890 , $ 5,372 , $ 4,788 , $ 4,788 , $ 4,750 , and $ 14,291 for 2025, 2026, 2027, 2028, 2029, and after 2029, respectively.
ALPHA METALLURGICAL RESOURCES, INC.
2 unchanged sentences
(Amounts in thousands except share and per share data)
−Removed: Additionally, the Company previously recognized assets for acquired above market-priced coal supply agreements and liabilities for acquired below market-priced coal supply agreements.
−Removed: The agreements were amortized over the actual number of tons shipped over the life of each contract.
−Removed: Amortization expense is included in Amortization of acquired intangibles, net in the accompanying Consolidated Statements of Operations and was $ 0 , $ 0 , and ($ 327 ) for the years ended December 31, 2023, 2022, and 2021, respectively.
−Removed: Future net amortization expense related to acquired intangibles is expected to be $ 6,703 , $ 5,892 , $ 5,373 , $ 4,790 , $ 4,790 , and $ 19,031 for 2024, 2025, 2026, 2027, 2028, and after 2028, respectively.
Goodwill represents the excess of the purchase price over the fair value of the net identifiable tangible and intangible assets of acquired companies.
−Removed: Goodwill for the years ended December 31, 2023 and 2022 was $ 11,124 and $ 10,736 , respectively, and is included within Other non-current assets on the Company’s Consolidated Balance Sheets.
+Added: Goodwill amounts to $ 11,124 as of December 31, 2024 and 2023 and is included within Other non-current assets on the Company’s Consolidated Balance Sheets.
In January 2023, primarily to secure additional coal trucks and related equipment and facilities, the Company purchased substantially all the assets of a freight, hauling and transportation services business for $ 11,919 , resulting in $ 388 of goodwill.
17 unchanged sentences
The amount of impairment, if any, is allocated to the long-lived assets on a pro-rata basis, except that the carrying value of the individual long-lived assets are not reduced below their estimated fair value.
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
Asset Retirement Obligations
8 unchanged sentences
Refer to Note 14 for further information.
−Removed: The Company recognizes deferred tax assets and liabilities using enacted tax rates for the effect of temporary differences between the book and tax bases of recorded assets and liabilities.
+Added: The Company recognizes deferred tax assets and liabilities using enacted tax rates for the effect of temporary differences
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
+Added: between the book and tax bases of recorded assets and liabilities.
Deferred tax assets are reduced by a valuation allowance if it is more likely than not that some portion or all of the deferred tax assets will not be realized.
22 unchanged sentences
Adjustments to the probable ultimate liabilities are made annually based on an actuarial study and adjustments to the liability are recorded based on the results of this study.
−Removed: These short-term and long-term obligations are included in the Consolidated Balance Sheets within
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
−Removed: Accrued expenses and other current liabilities and Workers’ compensation and black lung obligations, respectively, with the related expected insurance receivables within Prepaid expenses and other current assets and Other non-current assets.
+Added: These short-term and long-term obligations are included in the Consolidated Balance Sheets within Accrued expenses and other current liabilities and Workers’ compensation and black lung obligations, respectively, with the related expected insurance receivables within Prepaid expenses and other current assets and Other non-current assets.
As of December 31, 2024 and 2023, the workers’ compensation liability was net of a discount of $ 21,587 and $ 22,205 , respectively, related to fair value adjustments associated with acquisition accounting.
7 unchanged sentences
The actuarial gains and losses recognized in accumulated other comprehensive income (loss) are amortized into components of net periodic benefit cost over the expected lifetime of active participants (the Company does not use a corridor method).
−Removed: These short-term and long-term obligations are included in the Consolidated Balance Sheets within Accrued expenses and other current liabilities and Workers’ compensation and black lung obligations, respectively.
+Added: These short-term and long-term obligations are included in the Consolidated Balance Sheets within Accrued expenses
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
+Added: and other current liabilities and Workers’ compensation and black lung obligations, respectively.
Refer to Note 17 for further information.
23 unchanged sentences
Refer to Note 18 for further information.
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
On July 26, 2016 (the “Initial Issue Date”), the Company issued warrants, which were classified as equity instruments, and were exercisable for cash or on a cashless basis at any time from the Initial Issue Date until July 26, 2023, and no fractional shares were issued upon warrant exercises.
6 unchanged sentences
Equity method investments are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the investment may not be recoverable.
−Removed: The carrying values of the Company’s equity method investments are included within Other non-current assets on the Company’s Consolidated Balance Sheets.
+Added: The carrying values of the Company’s equity method investments are included within Other non-current assets on
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
+Added: the Company’s Consolidated Balance Sheets.
Refer to Notes 9 and 10 for additional information.
−Removed: Recent Accounting Guidance
+Added: Recently Adopted Accounting Guidance
Segment Disclosures :
4 unchanged sentences
The amendments are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.
−Removed: The Company will provide the additional required disclosures upon adoption.
+Added: The Company adopted ASU 2023-07 during the fourth quarter of 2024.
+Added: Refer to Note 22 for the the additional required segment disclosures upon adoption of this ASU.
+Added: Recent Accounting Guidance Issued Not Yet Effective
Income Tax Disclosures :
6 unchanged sentences
The Company will provide the additional required disclosures upon adoption.
+Added: Expense Disaggregation Disclosures :
+Added: In November 2024, the FASB issued ASU 2024-03 , Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40):
+Added: Disaggregation of Income Statement Expenses (“ASU 2024-03”).
+Added: This update requires public entities to disaggregate income statement expense line items and to disclose in tabular format within the notes to the financial statements certain categories of costs (e.g.
+Added: purchases of inventory, employee compensation, deprecation, intangible asset amortization, depletion etc.) to the extent line items contain such costs.
+Added: In addition, entities will be required to define and disclose selling expenses.
+Added: The additional disclosures may be provided prospectively or retrospectively.
+Added: The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027.
+Added: Early adoption is permitted.
+Added: The Company will provide the additional required disclosures upon adoption.
Disaggregation of Revenue from Contracts with Customers
1 unchanged sentence
ASC 606 explains that the extent to which an entity’s revenue is disaggregated depends on the facts and circumstances that pertain to the entity’s contracts with customers and that some entities may need to use more than one type of category to meet the objective for disaggregating revenue.
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
The Company earns revenues primarily through the sale of coal produced at Company operations and coal purchased from third parties.
1 unchanged sentence
The Company conducts mining operations only in the United States with mines in Central Appalachia.
−Removed: The Company has one reportable segment:
−Removed: In addition to the one reportable segment, the All Other category includes general corporate overhead and corporate assets and liabilities, the former CAPP - Thermal operations, and the elimination of certain intercompany activity, as well as expenses associated with certain idled/closed mines.
−Removed: Refer to Note 23 for further segment information.
+Added: Refer to Note 22 for the Company’s segment information.
The Company has disaggregated revenue between met coal and thermal coal and export and domestic revenues which depicts the pricing and contract differences between the two.
2 unchanged sentences
The following tables disaggregate the Company’s coal revenues by product category and by market to depict how the nature, amount, timing, and uncertainty of the Company’s coal revenues and cash flows are affected by economic factors:
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
Year Ended December 31,
23 unchanged sentences
The following tables summarize the changes to accumulated other comprehensive loss during the years ended December 31, 2024, 2023, and 2022:
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
Balance January 1, 2024 Other comprehensive loss before reclassifications Amounts reclassified from accumulated other comprehensive loss Balance December 31, 2024
1 unchanged sentence
Balance January 1, 2023
−Removed: Other comprehensive income before reclassifications Amounts reclassified from accumulated other comprehensive loss Balance December 31, 2022
+Added: Other comprehensive loss before reclassifications Amounts reclassified from accumulated other comprehensive loss Balance December 31, 2023
Employee benefit costs $ ( 12,162 ) $ ( 26,617 ) $ ( 1,808 ) $ ( 40,587 )
2 unchanged sentences
Employee benefit costs $ ( 58,503 ) $ 43,597 $ 2,744 $ ( 12,162 )
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
The following table summarizes the amounts reclassified from accumulated other comprehensive loss and the Consolidated Statements of Operations line items affected by the reclassification during the years ended December 31, 2024, 2023, and 2022:
3 unchanged sentences
Employee benefit costs:
−Removed: Amortization of actuarial (gain) loss (1)
+Added: Amortization of actuarial loss (gain) (1)
$ 4,431 $ ( 2,324 ) $ 3,311 Miscellaneous (expense) income, net
2 unchanged sentences
Total before income tax $ 4,457 $ ( 2,324 ) $ 3,555
−Removed: Income tax benefit (expense) 516 ( 811 ) — Income tax expense
+Added: Income tax (expense) benefit ( 989 ) 516 ( 811 ) Income tax expense
Total, net of income tax $ 3,468 $ ( 1,808 ) $ 2,744
2 unchanged sentences
(5) Net Income per Share
−Removed: The number of shares used to calculate basic net income per common share is based on the weighted average number of the Company’s outstanding common shares during the respective period.
−Removed: The number of shares used to calculate diluted net income per common share is based on the number of common shares used to calculate basic net income per common share plus the dilutive effect of stock options and other stock-based instruments held by the Company’s employees and directors during the period, and the Company’s outstanding warrants.
−Removed: The dilutive effect of outstanding stock-based instruments is determined by application of the treasury stock method.
−Removed: The stock options and warrants become dilutive for diluted net income per common share calculations when the market price of the Company’s common stock exceeds the exercise price.
−Removed: Anti-dilution also occurs in periods of a net loss, and the dilutive impact of all warrants and share-based compensation awards are excluded.
−Removed: For the years ended December 31, 2023, 2022, and 2021, respectively, 1,240 , 0 , and 717,992 warrants, stock options, and other stock-based instruments were excluded from the computation of dilutive net income per common share because they would have been anti-dilutive.
−Removed: When applying the treasury stock method, anti-dilution generally occurs when the exercise prices or unrecognized compensation cost per share are higher than the Company’s average stock price during an applicable period.
+Added: The number of shares of common stock used to calculate basic net income per common share is based on the weighted average number of the Company’s outstanding common shares during the respective period.
+Added: The number of shares of common stock used to calculate diluted net income per common share is based on the number of common shares used to calculate basic net income per common share plus the effect of potentially dilutive securities outstanding during the period, which is determined by the application of the treasury stock method.
+Added: When applying the treasury stock method, anti-dilution generally occurs when the exercise prices or unrecognized compensation cost per share of common stock are higher than the Company’s average price per share of common stock during an applicable period.
+Added: For the years ended December 31, 2024, 2023, and 2022, respectively, 159 , 1,240 , and 0 securities were excluded from the computation of dilutive net income per common share because they would have been anti-dilutive.
The following table presents the net income per common share for the years ended December 31, 2024, 2023, and 2022:
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
Year Ended December 31,
9 unchanged sentences
Net income per common share - diluted $ 14.28 $ 49.30 $ 79.49
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
(6) Inventories, net
6 unchanged sentences
Share Repurchase Program
−Removed: On February 21, 2023, the Company’s Board of Directors (the “Board”) approved a $ 200,000 increase to the existing common share repurchase program that the Board adopted on March 4, 2022, bringing the total authorization to repurchase the Company’s stock to $ 1,200,000 .
−Removed: On October 31, 2023, the Board approved an additional $ 300,000 increase to the share repurchase program, bringing the total authorization to repurchase the Company’s stock to $ 1,500,000 .
+Added: The total authorization to repurchase the Company’s stock under the existing common share repurchase program adopted by the Company’s Board of Directors (the “Board”) on March 4, 2022 is $ 1,500,000 .
Share repurchases may be made from time to time through open market transactions, block trades, tender offers, or otherwise, and the program has no expiration date.
2 unchanged sentences
As of December 31, 2024, the Company had repurchased an aggregate of 6,630,535 shares under the program for an aggregate purchase price of approximately $ 1,098,916 (comprised of $ 1,098,717 of share repurchases and $ 199 of related fees).
−Removed: The Company has also accrued a stock repurchase excise tax of $ 4,665 related to the share repurchase program as of December 31, 2023, which is recorded in treasury stock at cost.
+Added: In the fourth quarter of 2024, the Company paid a stock repurchase excise tax of $ 4,652 related to the share repurchase program, which was recorded in treasury stock at cost.
Dividend Program
On May 3, 2022, the Board adopted a dividend policy.
−Removed: Pursuant to this policy, the Board initially intended to pay aggregate cash dividends of $ 1.50 per share of common stock per year, with $ 0.375 per share paid each quarter.
−Removed: Subsequently, during the years ended December 31, 2022 and 2023 the Board increased the quarterly dividend amounts.
−Removed: In addition, pursuant to the terms of certain stock-based compensation awards under the Company’s Management Incentive Plan (the “MIP”) and Long-
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
−Removed: Term Incentive Plan (the “LTIP”), dividend equivalent amounts for each quarterly dividend will become payable at various vesting dates with respect to each underlying outstanding award.
−Removed: The Board declared the following dividends on the Company’s common stock during the year ended December 31, 2023:
−Removed: Total Dividend per Share Total Dividends Paid (1)
−Removed: Declaration Date Holders of Record Date Payable Date
−Removed: $ 0.44 $ 6,602 February 21, 2023 March 15, 2023 April 3, 2023
−Removed: $ 0.50 $ 7,001 May 3, 2023 June 15, 2023 July 5, 2023
−Removed: $ 0.50 $ 6,736 August 2, 2023 September 15, 2023 October 3, 2023
−Removed: $ 0.50 $ 6,510 October 31, 2023 December 1, 2023 December 15, 2023
−Removed: $ 1.94 $ 26,849
−Removed: (1) Excludes dividend equivalents paid or accrued of $ 899 as of December 31, 2023.
+Added: Pursuant to this policy, the Board paid quarterly dividends during the years ended December 31, 2022 and 2023.
+Added: In addition, pursuant to the terms of certain stock-based compensation awards under the Company’s Management Incentive Plan (the “MIP”) and Long-Term Incentive Plan (the “LTIP”), dividend equivalent amounts for each quarterly dividend will become payable at various vesting dates with respect to each underlying outstanding award.
+Added: On August 2, 2023, the Board determined to end the Company’s fixed dividend program following the quarterly dividend declared and paid in the fourth quarter of 2023 and to focus instead at that time on the Company’s share repurchase program.
The decision to declare and pay cash dividends will be made by the Board and will depend on the Company’s earnings, financial condition and other relevant factors.
−Removed: On August 2, 2023, the Board determined to end the Company’s fixed dividend program following the quarterly dividend declared and paid in the fourth quarter of 2023 and to focus instead on the Company’s share repurchase program.
On July 26, 2016, the Company issued 810,811 warrants, which were classified as equity instruments.
−Removed: Pursuant to the underlying warrant agreement, the warrants were exercisable for cash or on a cashless basis at any time until their expiration, and no fractional shares were to be issued upon warrant exercise.
Pursuant to the underlying warrant agreement (refer to Note 2), the exercise price was adjusted from $ 45.086 per share to $ 44.972 per share as of the March 15, 2023 dividend record date and to $ 44.820 per share as of the June 15, 2023 dividend record date, while the warrant share number remained unchanged at 1.20 .
At 5:00 pm Eastern time on July 26, 2023 the Company’s Series A Warrants expired pursuant to their terms.
−Removed: As of December 31, 2023, no warrants remained outstanding as the warrants expired during the third quarter of 2023.
−Removed: For the year ended December 31, 2023, the Company issued 169,028 shares of common stock resulting from exercises of its warrants and, pursuant to the terms of the underlying warrant agreement, withheld 20,139 of the issued shares in satisfaction of the warrant exercise price and in lieu of fractional shares, which were subsequently reclassified as treasury stock in the amount of $ 2,368 .
−Removed: As of December 31, 2022, 190,838 warrants were outstanding, with a total of 229,006 shares underlying the un-exercised warrants.
+Added: As of December 31, 2024 and 2023, no warrants remained outstanding as the warrants expired during the third quarter of 2023.
For the year ended December 31, 2023, the Company issued 169,028 shares of common stock resulting from exercises of its warrants and, pursuant to the terms of the underlying warrant agreement, withheld 20,139 of the issued shares in satisfaction of the warrant exercise price and in lieu of fractional shares, which were subsequently reclassified as treasury stock in the amount of $ 2,368 .
As of December 31, 2022, 190,838 warrants were outstanding, with a total of 229,006 shares underlying the un-exercised warrants.
−Removed: For the year ended December 31, 2021, the Company issued 143 shares of common stock resulting from exercises of its warrants and, pursuant to the terms of the underlying warrant agreement, withheld 17 of the issued shares in satisfaction of the warrant exercise price and in lieu of fractional shares, which were subsequently reclassified as treasury stock.
+Added: For the year ended December 31, 2022, the Company issued 702,182 shares of common stock resulting from
ALPHA METALLURGICAL RESOURCES, INC.
2 unchanged sentences
(Amounts in thousands except share and per share data)
+Added: exercises of its warrants and, pursuant to the terms of the underlying warrant agreement, withheld 187,857 of the issued shares in satisfaction of the warrant exercise price and in lieu of fractional shares, which were subsequently reclassified as treasury stock in the amount of $ 18,509 .
(8) Property, Plant, and Equipment, net
10 unchanged sentences
Depreciation and amortization expense associated with property, plant, equipment and non-mineral asset retirement obligation assets, net, was $ 139,256 , $ 112,925 , and $ 84,542 for the years ended December 31, 2024, 2023, and 2022 respectively.
−Removed: Depreciation expense for the years ended December 31, 2023, 2022, and 2021 includes an expense of $ 7,343 , and credits of ($ 1,344 ) and ($ 307 ), respectively, related to revisions to asset retirement obligations.
+Added: Depreciation expense for the years ended December 31, 2024, 2023, and 2022 includes a credit of ($ 3,747 ), an expense of $ 7,343 , and a credit of ($ 1,344 ), respectively, related to revisions to asset retirement obligations.
Refer to Note 14 for further disclosures related to asset retirement obligations.
12 unchanged sentences
As the Company shares power with its minority partner through equal management committee representation, the Company does not control DTA.
−Removed: Under the terms of operating and throughput and handling agreements, each partner is charged its share of cash operating costs in exchange for the right to use the facility’s loading capacity and is required to make periodic cash advances to fund such costs.
ALPHA METALLURGICAL RESOURCES, INC.
2 unchanged sentences
(Amounts in thousands except share and per share data)
+Added: terms of operating and throughput and handling agreements, each partner is charged its share of cash operating costs in exchange for the right to use the facility’s loading capacity and is required to make periodic cash advances to fund such costs.
The Company’s equity method investees do not have long-term debt obligations and the Company is not contingently obligated to make any future financing-related payments with respect to its equity method investees.
+Added: Refer to Note 20 for information related to the Company’s commitment to fund certain infrastructure and equipment upgrades.
The Company’s lease population consists primarily of vehicle and heavy equipment leases and leases for office equipment.
28 unchanged sentences
Total lease cost $ 4,277 $ 4,537 $ 5,306
−Removed: (1) The Company had no variable lease costs or sublease income for the years ended December 31, 2023, 2022, and 2021.
ALPHA METALLURGICAL RESOURCES, INC.
2 unchanged sentences
(Amounts in thousands except share and per share data)
+Added: (1) The Company had no variable lease costs or sublease income for the years ended December 31, 2024, 2023, and 2022.
Year Ended December 31,
17 unchanged sentences
2026 1,206 940
−Removed: 2026 1,205 918
Thereafter 1,027 771
25 unchanged sentences
Long-term debt, net of current portion $ 2,868 $ 6,792
−Removed: Second Amended and Restated Asset-Based Revolving Credit Agreement
−Removed: On December 6, 2021, the Company entered into the Second Amended and Restated Asset-Based Revolving Credit Agreement (“ABL Agreement”) with Citibank N.A as administrative agent, collateral agent, swingline lender, and letter of credit (“LC”) issuer and the other lenders party thereto (the “Lenders”), and BMO Harris Bank N.A and Eclipse Business Capital LLC as co-collateral agents.
−Removed: The ABL Agreement included a senior secured asset-based revolving credit facility (the “ABL Facility”) under which the Company could borrow cash or obtain LCs, on a revolving basis, in an aggregate amount of up to $ 155,000 , of which no more than $ 150,000 could represent outstanding LCs ($ 125,000 on a committed basis and another $ 25,000 on an uncommitted cash collateralized basis).
−Removed: The facility’s maturity date was December 6, 2024.
−Removed: Under the terms of the ABL Agreement, LCs fees were calculated at 5.25 %, while borrowings bore interest based on the character of the loan (defined as either secured overnight financing rate “SOFR” Loan (“SOFR Loan”) or “Base Rate Loan”) plus an applicable rate of 4.50 % for SOFR Loans and 3.50 % for Base Rate Loans.
−Removed: Pursuant to terms of the ABL Agreement, the Company elected the character of the loan, the interest period, and could provide notice of continuation or conversion of the borrowed principal amount with the ability to repay the borrowed principal amount in advance of the maturity date without penalty.
−Removed: As of December 31, 2022, no borrowings were outstanding under the ABL Facility.
−Removed: Any LC issued under the ABL Facility bore a commitment fee rate of 0.50 %, and a fronting fee of 0.25 % of the face amount under each LC.
−Removed: As of December 31, 2022, the Company had $ 61,877 LCs outstanding under the ABL Facility.
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
−Removed: New ABL Agreement
−Removed: On October 27, 2023, the Company terminated its existing ABL Agreement and along with certain of its directly and indirectly owned subsidiaries (the “Borrowers”) entered into a new Credit Agreement (the “New ABL Agreement”) with Regions Bank, as lender, swingline lender, LC issuer, administrative agent, collateral agent, and lead arranger, along with ServisFirst Bank and Texas Capital Bank, as joint lead arrangers and the other lenders party thereto.
+Added: ABL Agreement
+Added: On October 27, 2023, the Company terminated its existing Second Amended and Restated Asset-Based Revolving Credit Agreement dated December 6, 2021 and along with certain of its directly and indirectly owned subsidiaries (the “Borrowers”) entered into a new Credit Agreement (the “ABL Agreement”) with Regions Bank, as lender, swingline lender, LC issuer, administrative agent, collateral agent, and lead arranger, along with ServisFirst Bank and Texas Capital Bank, as joint lead arrangers and the other lenders party thereto.
In connection with the termination, the Company recorded a loss on extinguishment of debt of $ 2,753 related to the write-off of unamortized debt issuance costs for and fees paid to exiting lenders.
−Removed: The New ABL Agreement continues to include an asset-based revolving credit facility (the “New ABL Facility”) which allows the Company to borrow cash or obtain LCs, on a revolving basis, in an aggregate amount of up to $ 155,000 .
+Added: The ABL Agreement includes an asset-based revolving credit facility (the “ABL Facility”) which allows the Company to borrow cash or obtain LCs, on a revolving basis, in an aggregate amount of up to $ 155,000 .
The Company may request an increase to the capacity of the facility of up to $ 75,000 provided that $ 25,000 may be solely for the purpose of providing additional availability to obtain cash collateralized LCs.
−Removed: Availability under the New ABL Facility is calculated monthly and fluctuates based on qualifying amounts of coal inventory, trade accounts receivable and in certain circumstances specified amounts of cash.
−Removed: The Company must maintain minimum Liquidity, as defined in the New ABL Agreement, of $ 75,000 .
−Removed: The New ABL Facility matures on October 27, 2027.
−Removed: As part of the transition from the previous ABL Facility to the New ABL Facility, the Company temporarily cash collateralized outstanding LCs until replacement LCs could be issued under the New ABL Facility.
−Removed: As of December 31, 2023, the Company had $ 31 of cash collateralized LCs remaining to be replaced.
−Removed: During the first quarter of 2024, the remaining cash collateralized LCs from the previous ABL Facility were cancelled with no replacement required and the cash collateral was returned.
−Removed: Under the terms of the New ABL Facility, LC fees will be calculated at 3.25 % (including a fronting fee of 0.25 %) while future borrowings will bear interest based on the character of the loan (defined as either a “Term Secured Overnight Financing Rate Loan” (or “Term SOFR Loan”) or a “Base Rate Loan”) plus an applicable rate of 3.10 % for a Term SOFR Loan and 2.00 % for a Base Rate Loan.
+Added: Availability under the ABL Facility is calculated monthly and fluctuates based on qualifying amounts of coal inventory, trade accounts receivable and in certain circumstances specified amounts of cash.
+Added: The Company must maintain minimum Liquidity, as defined in the ABL Agreement, of $ 75,000 .
+Added: The ABL Facility matures on October 27, 2027.
+Added: Under the terms of the ABL Facility, LC fees will be calculated at 3.25 % (including a fronting fee of 0.25 %) while future borrowings will bear interest based on the character of the loan (defined as either a “Term Secured Overnight Financing Rate Loan” (or “Term SOFR Loan”) or a “Base Rate Loan”) plus an applicable rate of 3.10 % for a Term SOFR Loan and 2.00 % for a Base Rate Loan.
The Company may elect the character and interest period for each loan.
1 unchanged sentence
A commitment fee of 0.375 % will be charged on any unused capacity.
−Removed: As of December 31, 2023, the Company had no amount borrowed and $ 60,896 LCs outstanding under the New ABL Facility.
−Removed: The New ABL Facility is guaranteed by substantially all of Alpha’s directly and indirectly owned subsidiaries that are not Borrowers (the “Guarantors”) and is secured by all or substantially all assets of the Borrowers and Guarantors.
−Removed: The New ABL Agreement and related documents contain negative and affirmative covenants including certain financial covenants.
+Added: As of December 31, 2024 and 2023, the Company had no amounts borrowed and $ 42,149 and $ 60,896 LCs outstanding under the ABL Facility, respectively.
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
+Added: The ABL Facility is guaranteed by substantially all of Alpha’s directly and indirectly owned subsidiaries that are not Borrowers (the “Guarantors”) and is secured by all or substantially all assets of the Borrowers and Guarantors.
+Added: The ABL Agreement and related documents contain negative and affirmative covenants including certain financial covenants.
The Company is in compliance with all covenants under these agreements as of December 31, 2024.
3 unchanged sentences
Total long-term debt $ 5,784
−Removed: (14) Acquisition-Related Obligations
−Removed: Acquisition-related obligations consisted of the following:
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
−Removed: Contingent Revenue Obligation $ — $ 27,719
−Removed: Environmental Settlement Obligations — 535
−Removed: Total acquisition-related obligations $ — $ 28,254
−Removed: Less current portion — ( 28,254 )
−Removed: Acquisition-related obligations, net of current portion $ — $ —
−Removed: Contingent Revenue Obligation
−Removed: As a result of the Merger, the Company assumed a contingent revenue payment obligation (the “Contingent Revenue Obligation”) to certain of the Merger Companies’ creditors pursuant to the terms stipulated within the bankruptcy settlement previously entered into by the Merger Companies.
−Removed: Pursuant to terms of the obligation, the annual obligation was limited to revenues derived from legacy operations for the Merger Companies and did not include revenues related to legacy Alpha Metallurgical Resources, Inc.
−Removed: The Contingent Revenue Obligation consisted of a contingent revenue payment of 1.5 % of annual gross revenues of the legacy operations for the Merger Companies up to $ 500,000 and 1.0 % of annual gross revenue of the legacy operations for the Merger Companies in excess of $ 500,000 through the period ended December 31, 2022.
−Removed: During the first quarter of 2023, the Company paid the final calculated payment pursuant to terms of the Contingent Revenue Obligation.
−Removed: Refer to Note 16 for further disclosures related to the fair value assignment and methods used.
−Removed: Refer to Note 20 for disclosures related to a Contingent Revenue Obligation repurchase transaction with a related party during the fourth quarter of 2021.
(14) Asset Retirement Obligations
13 unchanged sentences
Long-term portion $ 189,805
−Removed: (1) The revisions in estimated cash flows resulted primarily from a decrease in the discount rate and changes in mine plans.
+Added: (1) The revisions in estimated cash flows for the years ended December 31, 2024 and 2023 resulted primarily from a decrease in the discount rate and changes in mine plans.
(2) Included within Accrued expenses and other current liabilities on the Company’s Consolidated Balance Sheets.
3 unchanged sentences
These estimates involve uncertainty and cannot be determined with precision.
+Added: The carrying amounts for cash and cash equivalents, trade accounts receivable, net, prepaid expenses and other current assets, restricted cash, deposits, trade accounts payable, notes payable and other, financing leases, and accrued expenses and other current liabilities approximate fair value as of December 31, 2024 and 2023 due to the short maturity of these instruments.
+Added: The following table sets forth by level, within the fair value hierarchy, the Company’s financial and non-financial assets and liabilities that were accounted for at fair value on a recurring basis as of December 31, 2024 and 2023.
+Added: Financial and non-
ALPHA METALLURGICAL RESOURCES, INC.
2 unchanged sentences
(Amounts in thousands except share and per share data)
−Removed: The carrying amounts for cash and cash equivalents, trade accounts receivable, net, prepaid expenses and other current assets, restricted cash, deposits, trade accounts payable, notes payable and other, financing leases, accrued expenses and other current liabilities, and environmental settlement obligations approximate fair value as of December 31, 2023 and 2022 due to the short maturity of these instruments.
−Removed: The following table sets forth by level, within the fair value hierarchy, the Company’s financial and non-financial assets and liabilities that were accounted for at fair value on a recurring basis as of December 31, 2023 and 2022.
−Removed: Financial and non-financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.
+Added: financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.
The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the determination of fair value for assets and liabilities and their placement within the fair value hierarchy levels.
2 unchanged sentences
Trading securities $ 43,131 $ — $ 43,131 $ —
−Removed: $ 40,597 $ — $ 40,597 $ —
−Removed: (1) Classified as Long-term restricted investments on the Company’s Consolidated Balance Sheets.
December 31, 2023
Total Fair Value Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3)
−Removed: Contingent Revenue Obligation $ 27,719 $ — $ — $ 27,719
Trading securities $ 40,597 $ — $ 40,597 $ —
−Removed: $ 151,787 $ — $ 151,787 $ —
−Removed: (1) Includes $ 46,052 classified as Short-term investments and $ 105,735 classified as Long-term restricted investments on the Company’s Consolidated Balance Sheets.
−Removed: The following tables are reconciliations of the financial and non-financial assets and liabilities that were accounted for at fair value on a recurring basis and that were categorized within Level 3 of the fair value hierarchy:
−Removed: December 31, 2022 Payments Loss Recognized in Earnings Transfer In (Out) of Level 3 Fair Value Hierarchy December 31, 2023
−Removed: Contingent Revenue Obligation $ 27,719 $ ( 27,719 ) $ — $ — $ —
−Removed: December 31, 2021 Payments Loss Recognized in Earnings Transfer In (Out) of Level 3 Fair Value Hierarchy December 31, 2022
−Removed: Contingent Revenue Obligation $ 35,005 $ ( 16,166 ) $ 8,880 $ — $ 27,719
−Removed: (1) The loss recognized in earnings resulted primarily from an increase in forecasted future revenue as of December 31, 2022.
The following methods and assumptions were used to estimate the fair values of the assets and liabilities in the tables above:
Level 2 Fair Value Measurements
−Removed: Trading Securities - Typically includes certificates of deposit, corporate fixed income, and U.S.
+Added: Trading Securities - Typically includes U.S.
government securities.
3 unchanged sentences
However, the pricing models used entail a certain amount of subjectivity and therefore differing judgments in how the underlying inputs are modeled could result in different estimates of fair value.
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
−Removed: Level 3 Fair Value Measurements
−Removed: Contingent Revenue Obligation - The fair value of the Contingent Revenue Obligation was estimated using a Black-Scholes pricing model.
−Removed: The inputs included in the Black-Scholes pricing model are the Company’s forecasted future revenue, the stated royalty rate, the remaining periods in the obligation, annual risk-free interest rate based on the U.S.
−Removed: Constant Maturity Treasury Curve and annualized volatility.
−Removed: The annualized volatility was calculated by observing volatilities for comparable companies with adjustments for the Company's size and leverage.
−Removed: As the royalty period ended on December 31, 2022, the fair value of the remaining obligation as of that date represents the actual final calculated payment made during the first quarter of 2023.
−Removed: Refer to Note 14 for additional information.
(16) Income Taxes
14 unchanged sentences
Total $ 23,171 $ 123,503 $ 106,205
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
A reconciliation of statutory federal income tax expense on income to the actual income tax expense is as follows:
7 unchanged sentences
State taxes, net of federal tax impact 950 8,795 14,898
−Removed: State apportioned tax rate change, net of federal tax impact 2,863 273 8,751
−Removed: Capital loss carryforward expiration — 140 10,552
Non-deductible compensation 28,320 9,934 5,573
2 unchanged sentences
Income tax expense $ 23,171 $ 123,503 $ 106,205
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
Deferred income taxes result from temporary differences between the reporting of amounts for financial statement purposes and income tax purposes.
9 unchanged sentences
Capital loss carryforwards 45,072 45,491
−Removed: Acquisition-related obligations — 6,194
Other 9,575 9,496
6 unchanged sentences
Prepaid expenses ( 3,900 ) ( 3,658 )
−Removed: Restricted cash — ( 556 )
Other ( 1,060 ) ( 174 )
Total deferred tax liabilities ( 186,362 ) ( 185,646 )
−Removed: Net deferred tax (liabilities) assets $ ( 31,114 ) $ 504
+Added: Net deferred tax liabilities $ ( 33,970 ) $ ( 31,114 )
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
Changes in the valuation allowance were as follows:
2 unchanged sentences
Valuation allowance beginning of period $ 48,143 $ 53,801 $ 172,883
−Removed: Decrease in valuation allowance recorded to income tax expense ( 5,658 ) ( 119,082 ) ( 78,043 )
−Removed: Decrease in valuation allowance not affecting income tax expense — — ( 12,461 )
+Added: Increase (decrease) in valuation allowance recorded to income tax expense 591 ( 5,658 ) ( 119,082 )
Valuation allowance end of period $ 48,734 $ 48,143 $ 53,801
4 unchanged sentences
The capital loss carryforward will expire in 2025.
−Removed: A valuation allowance is recorded against the federal and state capital loss carryforwards and certain state net operating loss carryforwards.
+Added: A valuation allowance is recorded against the federal and state capital loss carryforwards and certain state net operating loss carryforwards to the extent that the Company is unable to support their realization.
The Company has no liability for uncertain tax positions for the years ended December 31, 2024, 2023, and 2022.
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
The Company’s policy is to classify interest and penalties related to uncertain tax positions as part of income tax expense.
1 unchanged sentence
As of December 31, 2024, tax years 2021 – 2024 remain open to federal and state examination.
−Removed: During the third quarter of 2021, the IRS concluded its audit of the Company’s 2016 federal income tax return and associated net operating loss (“NOL”) carryback claim.
−Removed: The audit conclusion did not result in any material impact to the financial statements or related disclosures.
−Removed: Following the conclusion of the audit, the Company received the $ 64,160 carryback claim tax refund and $ 5,425 of accrued interest.
On August 16, 2022, the Inflation Reduction Act of 2022 (“IRA”) was signed into law.
Among other provisions, the IRA enacted a 15% corporate alternative minimum tax and a 1% excise tax on repurchases of corporate stock for tax years beginning after December 31, 2022.
−Removed: The Company determined that it is not subject to the corporate alternative minimum tax for the year ended December 31, 2023.
+Added: The Company determined that it is not subject to the corporate alternative minimum tax for the years ended December 31, 2024 and 2023.
Refer to Note 7 for information on the excise tax on repurchases of the Company’s corporate stock.
11 unchanged sentences
Annual funding contributions to the Pension Plan are made as recommended by consulting actuaries based upon the ERISA funding standards.
−Removed: Projected contributions are based on the latest available data and include the impact of the funding relief granted by the American Rescue Plan Act (“ARPA”) and the application of the interest rate stabilization guidance under ARPA.
−Removed: Plan assets consist of equity securities, fixed income funds, commingled short-term funds, private equity funds, and a guaranteed insurance contract.
−Removed: The Pension Plan offers certain eligible participants the option to elect to receive lump sum benefits, which resulted in a partial plan settlement and the accelerated recognition of a portion of the accumulated other comprehensive loss during the years ended December 31, 2022 and 2021.
−Removed: Refer to the disclosures below for further information on the partial plan settlements.
−Removed: The following tables set forth the Pension Plan’s accumulated benefit obligation, fair value of plan assets and funded status for the years ended December 31, 2023 and 2022.
+Added: Projected contributions are based on the latest available data and include the impact of the funding relief
ALPHA METALLURGICAL RESOURCES, INC.
2 unchanged sentences
(Amounts in thousands except share and per share data)
+Added: granted by the American Rescue Plan Act (“ARPA”) and the application of the interest rate stabilization guidance under ARPA.
+Added: Plan assets consist of equity securities, fixed income funds, commingled short-term funds, private equity funds, and a guaranteed insurance contract.
+Added: The Pension Plan offers certain eligible participants the option to elect to receive lump sum benefits under certain plan provisions, which resulted in a partial plan settlement and the accelerated recognition of a portion of the accumulated other comprehensive loss during the year ended December 31, 2022.
+Added: Refer to the disclosures below for further information on the partial plan settlements.
+Added: The following tables set forth the Pension Plan’s accumulated benefit obligation, fair value of plan assets and funded status for the years ended December 31, 2024 and 2023.
Year Ended December 31,
3 unchanged sentences
Interest cost 23,672 23,973
−Removed: Actuarial loss (gain) 18,239 ( 182,441 )
+Added: Actuarial (gain) loss ( 17,715 ) 18,239
Benefits paid ( 32,347 ) ( 32,288 )
−Removed: Settlement — ( 2,775 )
Accumulated benefit obligation at end of period $ 451,976 $ 478,366
4 unchanged sentences
Benefits paid ( 32,347 ) ( 32,288 )
−Removed: Settlement — ( 2,775 )
Fair value of plan assets at end of period $ 351,379 $ 376,458
14 unchanged sentences
Other changes in plan assets and benefit obligation recognized in other comprehensive income (loss) are as follows:
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
Year Ended December 31,
5 unchanged sentences
Total recognized in other comprehensive income (loss) $ 6,486 $ 13,376 $ ( 35,267 )
+Added: (1) For the year ended December 31, 2024, the actuarial loss was primarily attributable to lower than expected return on plan assets and an annual census data actuarial revaluation of pension obligations, partially offset by an increase in the weighted-average discount rate actuarial assumption used in determining the benefit obligation.
For the year ended December 31, 2023, the actuarial loss was primarily attributable to a decrease in the weighted-average discount rate actuarial assumption used in determining the benefit obligation.
−Removed: For the year ended December 31, 2022, the
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
−Removed: actuarial gain was primarily attributable to an increase in the weighted-average discount rate actuarial assumption used in determining the benefit obligation partially offset by the loss on plan assets.
The following table presents information applicable to plans with accumulated benefit obligations in excess of plan assets:
11 unchanged sentences
Expected long-term rate of return on plan assets (1)
+Added: 5.70 % 6.20 % 5.80 %
+Added: (1) During the three months ended June 30, 2024, the Company updated the 2024 expected long-term rate of return on plan assets from 6.20 % to 5.70 % based on a weighted basis of the beginning and more recently assumed rate as the pension plan’s target allocation was updated to 50 % equity securities and 50 % fixed income funds in the interim period.
The discount rate assumptions were determined from a high-quality corporate bond yield-curve timing of the Company’s projected cash out flows.
The expected long-term rate of return on assets of the Pension Plan is established each year in consultation with the plan’s actuaries and outside investment advisors.
−Removed: This rate is determined by taking into consideration the Pension Plan’s target asset allocation, expected long-term rates of return on each major asset class by reference to long-term historic ranges, inflation assumptions, and the expected additional value from active management of the Pension Plan’s assets.
+Added: This rate is determined by taking into consideration the Pension Plan’s target asset allocation, expected long-term rates of return on each major asset class by reference to long-term historic ranges, and inflation assumptions.
For the determination of net periodic benefit cost in 2025, the Company will utilize an expected long-term rate of return on plan assets of 5.70 %.
1 unchanged sentence
The target allocation for 2025 and the actual asset allocation as reported at December 31, 2024 are as follows:
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
Target Allocation Percentages 2025 Percentage of Plan Assets 2024
7 unchanged sentences
The target allocation between equity securities and fixed income funds is determined by reference to the funded status percentage for the Pension Plan.
−Removed: The plan administrator uses a one-way de-risking glide path whereby the fixed income
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
−Removed: funds allocation increases as the funded status improves.
−Removed: At a 90.0 % funded status level, the glide path calls for a 50 / 50 equity securities and fixed income funds mix.
−Removed: During the year ended December 31, 2021, one of the Pension Plans’ funded status levels reached 90.0 % and the related plan assets were adjusted accordingly to the new allocation.
The Company contributed $ 12,320 to the Pension Plan during the year ended December 31, 2024.
−Removed: The Company expects to contribute $ 25,000 to the Pension Plan in 2024, which includes amounts above the estimated minimum required contributions for the 2024 plan year.
+Added: In 2025, the Company expects to contribute $ 16,516 of estimated minimum required contributions to the Pension Plan for the 2024 plan year.
The following represents expected future pension benefit payments for the next ten years:
22 unchanged sentences
(3) This fund contains cash and highly liquid short-term investments in a collective investment fund.
−Removed: (4) Receivable for investments sold at December 31, 2023, which approximates fair value.
−Removed: (5) In accordance with Accounting Standards Update 2015-07, investments that are measured at fair value using the net asset value per share practical expedient have not been classified in the fair value hierarchy.
−Removed: The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the total value of assets of the plans.
−Removed: Changes in Level 3 plan assets for the period ended December 31, 2023 were as follows:
ALPHA METALLURGICAL RESOURCES, INC.
2 unchanged sentences
(Amounts in thousands except share and per share data)
+Added: (4) Receivable for investments sold at December 31, 2024, which approximates fair value.
+Added: (5) In accordance with Accounting Standards Update 2015-07, investments that are measured at fair value using the net asset value per share practical expedient have not been classified in the fair value hierarchy.
+Added: The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the total value of assets of the plans.
+Added: Changes in Level 3 plan assets for the period ended December 31, 2024 were as follows:
Fair Value Measurements Using Significant Unobservable Inputs (Level 3)
30 unchanged sentences
Changes in Level 3 plan assets for the period ended December 31, 2023 were as follows:
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
Fair Value Measurements Using Significant Unobservable Inputs (Level 3)
6 unchanged sentences
The following is a description of the valuation methodologies used for assets measured at fair value:
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
Level 1 Plan Assets:
23 unchanged sentences
The table below presents workers’ compensation amounts recognized in the Consolidated Balance Sheets:
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
Current liabilities $ 9,444 $ 10,482
5 unchanged sentences
(1) Included within Prepaid expenses and other current assets and Other non-current assets in the Consolidated Balance Sheets.
−Removed: Workers’ compensation (credit) expense for high-deductible insurance plans for the years ended December 31, 2023, 2022, and 2021 was ($ 271 ), ($ 1,995 ), and $ 664 , respectively, included within Cost of coal sales in the Consolidated Statements of Operations.
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
+Added: Workers’ compensation credit for high-deductible insurance plans for the years ended December 31, 2024, 2023, and 2022 was ($ 1,758 ), ($ 271 ), and ($ 1,995 ), respectively, included within Cost of coal sales in the Consolidated Statements of Operations.
The following tables set forth the accumulated black lung benefit obligations, fair value of plan assets and funded status for the years ended December 31, 2024 and 2023:
4 unchanged sentences
Interest cost 5,229 4,660
−Removed: Actuarial loss (gain) 20,019 ( 21,060 )
+Added: Actuarial loss 9,086 20,019
Benefits paid ( 9,634 ) ( 10,280 )
15 unchanged sentences
Gross amounts related to the black lung benefit obligations recognized in accumulated other comprehensive loss consisted of the following as of December 31, 2024 and 2023:
−Removed: Net actuarial loss (gain) $ 12,630 $ ( 10,198 )
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
+Added: Net actuarial loss $ 18,814 $ 12,630
The following table details the components of the net periodic benefit cost for the black lung benefit obligations:
4 unchanged sentences
Expected return on plan assets ( 52 ) ( 50 ) ( 53 )
−Removed: Amortization of net actuarial (gain) loss ( 2,833 ) 1,257 2,453
+Added: Amortization of net actuarial loss (gain) 2,884 ( 2,833 ) 1,257
Net periodic benefit cost $ 10,465 $ 3,828 $ 6,568
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
Other changes in the black lung plan assets and benefit obligations recognized in other comprehensive income (loss) are as follows:
3 unchanged sentences
$ 9,068 $ 19,995 $ ( 20,881 )
−Removed: Amortization of net actuarial gain (loss) 2,833 ( 1,257 ) ( 2,453 )
+Added: Amortization of net actuarial (loss) gain ( 2,884 ) 2,833 ( 1,257 )
Total recognized in other comprehensive income (loss) $ 6,184 $ 22,828 $ ( 22,138 )
+Added: (1) For the year ended December 31, 2024, the actuarial loss was primarily attributable to an increase in new claimants and claims and changes in demographic assumptions, partially offset by an increase in the weighted-average discount rate actuarial assumption used in determining the benefit obligations.
For the year ended December 31, 2023, the actuarial loss was primarily attributable to a decrease in the weighted-average discount rate actuarial assumption used in determining the benefit obligations and an increase in new claimants.
−Removed: For the year ended December 31, 2022, the actuarial gain was primarily attributable to an increase in the weighted-average discount rate actuarial assumption used in determining the benefit obligations.
The weighted-average assumptions related to black lung obligations used to determine the benefit obligation as of December 31, 2024 and 2023 were as follows:
12 unchanged sentences
Estimated future cash payments related to black lung benefit obligations for the next 10 years ending after December 31, 2024 are as follows:
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
Year ending December 31:
3 unchanged sentences
As part of the Alpha Natural Resources, Inc.
−Removed: bankruptcy reorganization process and the Retiree Committee Settlement Agreement, the Company assumed the unfunded liability for life insurance benefits for certain disabled and non-union retired
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
+Added: bankruptcy reorganization process and the Retiree Committee Settlement Agreement, the Company assumed the unfunded liability for life insurance benefits for certain disabled and non-union retired employees.
Provisions are made for estimated benefits and adjustments to the probable ultimate liabilities are made annually based on an actuarial study prepared by independent actuaries.
4 unchanged sentences
The Company’s total contributions to these plans for the years ended December 31, 2024, 2023, and 2022 were $ 6,425 , $ 16,435 , and $ 19,385 , respectively.
−Removed: During the third quarter of 2022, the Company announced a year-end discretionary employer contribution under the Alpha Metallurgical Resources 401(k) Retirement Savings Plan (the “Plan”) equal to the 2 % of the Plan participants’ annual salaries.
−Removed: Effective in June 2021, the Company’s matching contributions under the Plan were reinstated after being suspended due to weak market conditions during the second quarter of 2020.
+Added: During the second quarter of 2024, the Company’s matching contributions under the Alpha Metallurgical Resources 401(k) Retirement Savings Plan (the “Plan”) were suspended due to weak market conditions.
+Added: During the third quarter of 2022, the Company announced a year-end discretionary employer contribution under the Plan equal to the 2 % of the Plan participants’ annual salaries.
Self-insured Medical Plan
The Company is self-insured for health benefit coverage for all of its active employees.
−Removed: Estimated liabilities for health and medical claims are recorded based on the Company’s historical experience and include a component for incurred but not paid claims.
During the years ended December 31, 2024, 2023, and 2022, the Company incurred total expenses of $ 102,805 , $ 86,745 , and $ 68,706 , respectively, which primarily include claims processed and an estimate for claims incurred but not paid.
( 18) Stock-Based Compensation Awards
−Removed: The MIP is currently authorized for the issuance of awards of up to 1,201,202 shares of common stock, and as of December 31, 2023, there were 90,970 shares of common stock available for grant under the MIP.
+Added: The MIP was authorized for the issuance of awards of up to 1,201,202 shares of common stock.
+Added: Although management does not intend to grant any future awards under the MIP, there were 109,678 shares of common stock remaining for grant under the MIP as of December 31, 2024.
The LTIP is currently authorized for the issuance of awards of up to 1,500,000 shares of common stock, and as of December 31, 2024, there were 831,212 shares of common stock available for grant under the LTIP.
−Removed: Pursuant to the Merger Agreement, the Company assumed the ANR Inc.
−Removed: 2017 Equity Incentive Plan (the “ANR EIP”), which had underlying ANR shares that were converted to 89,766 Contura Energy, Inc.
−Removed: The ANR EIP is no t authorized for additional issuance of awards of shares of common stock, and as of December 31, 2023, there were no shares of common stock available for grant under the ANR EIP.
+Added: The Company does not backdate or retroactively grant restricted stock units and generally schedules board and compensation committee meetings during the prior year.
+Added: Further, the Company generally makes annual equity award grants to its directors and named executive officers at approximately the same times each year.
+Added: The Company does not time equity awards to take advantage of the release of earnings or other major announcements by the Company, or market conditions.
+Added: The Company does not currently grant new awards of stock options, stock appreciation rights, or similar option-like instruments.
As of December 31, 2024, the Company had three types of stock-based awards outstanding:
−Removed: time-based restricted stock units, performance-based restricted stock units, and performance-based cash awards.
+Added: time-based restricted stock
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
+Added: units, performance-based restricted stock units, and performance-based cash awards.
Upon vesting and settlement or exercise of the stock-based awards outstanding, the Company issues authorized and unissued shares of the Company’s common stock to the recipient.
7 unchanged sentences
On November 8, 2023, the Company modified the terms of certain outstanding stock-based compensation awards previously granted to Mr.
−Removed: Stetson, the executive chair of the Board.
−Removed: Pursuant to the terms of the modification, upon the completion of his service as executive chair as of the end of the day on December 31, 2023, and his appointment by the Board
+Added: Stetson, the executive chair of the Board at the time of the modification.
+Added: Pursuant to the terms of the modification, upon the completion of his service as executive chair as of the end of the day on December 31, 2023, and his appointment by the Board as non-executive chair of the Board effective as of January 1, 2024, the pro-rata vesting of his outstanding incentive awards was to be calculated as if his separation date were instead December 31, 2024.
+Added: The modification resulted in total incremental compensation cost of $ 6,717 for the year ended December 31, 2023 and impacted the time-based restricted stock units and performance-based restricted stock units granted to him under the LTIP during the years ended December 31, 2023 and 2022.
+Added: Awards held by other employees were not affected by the modification.
+Added: As all modified awards are fully vested, there was no remaining compensation cost to be recognized as of December 31, 2023.
+Added: 2024 Awards Granted
+Added: During the year ended December 31, 2024, the Company granted certain key employees and non-employee directors 25,734 time-based restricted stock units under the LTIP with a weighted average grant date fair value of $ 389.07 based on the Company’s closing stock price at the trading day before the date of the grant.
+Added: Awards granted to key employees on January 24, 2024 will vest ratably over a three-year period from the date of the grant in accordance with the vesting schedule, subject to the participant’s continuous service with the Company through each applicable vesting date.
+Added: Restricted stock units were also granted to two non-employee directors on February 29, 2024, which vested on May 2, 2024, and to multiple non-employee directors on May 2, 2024, which will vest on the first to occur of (i) May 1, 2025, (ii) the director’s separation of service due to the director’s death or physical or mental incapacity to perform his or her usual duties, (iii) the director’s service as a member of the Board is terminated, for any reason other than removal for cause, as of a date that is more than six months after the date of grant, and (iv) a change in control.
+Added: Restricted stock units were also granted to Mr.
+Added: Gorzynski effective with his appointment to chair of the Board on December 13, 2024, which will vest on the first to occur of (i) May 1, 2025, (ii) his separation of service due to his death or physical or mental incapacity to perform his usual duties, and (iii) a change in control.
ALPHA METALLURGICAL RESOURCES, INC.
2 unchanged sentences
(Amounts in thousands except share and per share data)
−Removed: as non-executive chair of the Board effective as of January 1, 2024, the pro-rata vesting of his outstanding incentive awards was to be calculated as if his separation date were instead December 31, 2024.
−Removed: The modification resulted in total incremental compensation cost of $ 6,717 for the year ended December 31, 2023 and impacted the time-based restricted stock units and performance-based restricted stock units granted to him under the LTIP during the years ended December 31, 2023 and 2022.
−Removed: Awards held by other employees were not affected by the modification.
−Removed: As all modified awards are fully vested, there is no remaining compensation cost to be recognized as of December 31, 2023.
+Added: Additionally, during the year ended December 31, 2024, the Company granted certain key employees 15,820 performance-based restricted stock units under the LTIP, which represent the number of shares of common stock that may be issued based on the achievement of targeted performance levels related to pre-established relative total shareholder return goals and annually determined operational goals over a three year period.
+Added: These awards are scheduled to cliff vest on the third anniversary of the date of the grant, subject to the participant’s continuous service with the Company through the applicable vesting date and the satisfaction of the performance criteria.
+Added: These performance-based restricted stock units have the potential to be earned from 0 % to 200 % of the targeted performance level, depending on actual results.
+Added: Upon vesting and settlement of these awards, the Company will issue authorized and previously unissued shares of the Company’s common stock to the recipient.
+Added: The 9,490 operational performance-based restricted stock units were valued based on the Company’s closing stock price on the trading day before the date of the grant and had a weighted average grant date fair value of $ 400.93 .
+Added: For the awards with operational performance conditions, the Company reassesses at each reporting date whether achievement of each of the performance conditions was probable and adjusts the accrual of stock-based compensation expense as needed.
+Added: The 6,330 relative total shareholder return performance-based restricted stock units were valued relative to the stock price performance of a comparator group and had weighted average grant date fair value based on a Monte Carlo simulation.
+Added: Refer to the “Performance-Based Restricted Stock Units — Relative Performance-Based Restricted Stock Units” section below for further detail.
2023 Awards Granted
5 unchanged sentences
The transition agreement was later amended as discussed above.
−Removed: Restricted stock units were also granted to a non-employee director on February 2, 2023, which vested on May 2, 2023, and to multiple non-employee directors on May 3, 2023, which will vest on the first to occur of (i) May 2, 2024, (ii) the director’s separation of service due to the director’s death or physical or mental incapacity to perform his or her usual duties, (iii) the director’s service as a member of the Board is terminated, for any reason other than removal for cause, as of a date that is more than six months after the date of grant, and (iv) a change in control.
+Added: Restricted stock units were also granted to a non-employee director on February 2, 2023, which vested on May 2, 2023, and to multiple non-employee directors on May 3, 2023, which vested on May 2, 2024.
Additionally, during the year ended December 31, 2023, the Company granted certain key employees 49,701 performance-based restricted stock units under the LTIP, which represent the number of shares of common stock that may be issued based on the achievement of targeted performance levels related to pre-established relative total shareholder return goals and annually determined operational goals over a three year period.
8 unchanged sentences
For the awards with operational performance conditions, the Company reassesses at each reporting date whether achievement of each of the performance conditions was probable and adjusts the accrual of stock-based compensation expense as needed.
−Removed: Of the 19,885 relative total shareholder return performance-based restricted stock units, 2,093 were valued based on the Company’s closing stock price on the trading day before the date of the grant and had a weighted average grant date fair value of $ 171.07 , and 17,792 were valued relative to the stock price performance of a comparator group and had a weighted average grant date fair value of $ 267.18 based on a Monte Carlo simulation.
−Removed: The Monte Carlo simulation incorporated the assumptions as presented in the following table:
−Removed: Relative performance-based restricted stock units
−Removed: Start price (1)
−Removed: Valuation date stock price (2)
−Removed: Expected volatility (3)
−Removed: Risk-free interest rate (4)
−Removed: Expected dividend yield (5)
−Removed: (1) The start price for the Company represented the average closing stock price over the twenty trading days ending on December 31, 2022, assuming dividends distributed during this period were reinvested in additional shares of the Company’s stock on the ex-dividend date.
−Removed: (2) The valuation date stock price represented the closing value on the grant date.
+Added: Of the 19,885 relative total shareholder return performance-based restricted stock units, 2,093 were valued based on the Company’s closing stock price on the trading day before the date of the grant and had a weighted average grant date fair value of $ 171.07 , and 17,792 were valued relative to the stock price performance of a comparator group and had a weighted average grant date fair value based on a Monte Carlo simulation.
+Added: Refer to the “Performance-Based Restricted Stock Units — Relative Performance-Based Restricted Stock Units” section below for further detail.
ALPHA METALLURGICAL RESOURCES, INC.
2 unchanged sentences
(Amounts in thousands except share and per share data)
−Removed: (3) The expected volatility assumption was based on the historical volatility of the price of the Company’s stock.
−Removed: (4) The annual risk-free interest rate equaled the yield on the semi-annual zero coupon U.S.
−Removed: Treasury rates converted to continuously compounded rates that had a term equal to the length of the remaining performance measurement period as of the valuation date.
−Removed: (5) The expected dividend yield represented the investments return to a share of the Company’s stock that is not available to the holder of the performance-based restricted stock unit.
2022 Awards Granted
10 unchanged sentences
For the awards with operational performance conditions, the Company reassesses at each reporting date whether achievement of each of the performance conditions was probable and adjusts the accrual of stock-based compensation expense as needed.
−Removed: The 24,342 relative total shareholder return performance-based restricted stock units were valued relative to the stock price performance of a comparator group and had a weighted average grant date fair value of $ 97.33 based on a Monte Carlo simulation.
−Removed: The Monte Carlo simulation incorporated the assumptions as presented in the following table:
−Removed: Relative performance-based restricted stock units
−Removed: Start price (1)
−Removed: Valuation date stock price (2)
−Removed: Expected volatility (3)
−Removed: Risk-free interest rate (4)
−Removed: Expected dividend yield (5)
−Removed: (1) The start price for the Company represented the average closing stock price over the twenty trading days ending on December 31, 2021, assuming dividends distributed during this period were reinvested in additional shares of the Company’s stock on the ex-dividend date.
−Removed: (2) The valuation date stock price represented the closing price on the grant date.
−Removed: (3) The expected volatility assumption was based on the historical volatility of the price of the Company’s stock.
−Removed: (4) The annual risk-free interest rate equaled the yield on the semi-annual zero coupon U.S.
−Removed: Treasury rates converted to continuously compounded rates that had a term equal to the length of the remaining performance measurement period as of the valuation date.
−Removed: (5) The expected dividend yield represented the investments return to a share of the Company’s stock that is not available to the holder of the performance-based restricted stock unit.
−Removed: Additionally, during the year ended December 31, 2022, the Company granted certain key employees performance-based cash incentive awards under the LTIP with a target award amount of $ 1,105 .
−Removed: The cash to be awarded is based on the
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
−Removed: achievement of pre-established relative total shareholder return goals over a three-year period.
−Removed: These awards are scheduled to cliff vest on the third anniversary of the date of the grant, subject to the participant’s continuous service with the Company through the applicable vesting date and the satisfaction of the performance criteria.
−Removed: These awards have the potential to be distributed from 0 % to 200 % of the targeted performance level, depending on actual results.
−Removed: Upon vesting of these awards, the Company issues cash to the recipient.
−Removed: These awards are classified as a liability, and the Company reassesses at each reporting date the fair value of the award and adjusts the accruals of stock-based compensation expense as appropriate based on a Monte Carlo simulation.
−Removed: As of December 31, 2023 and 2022, the liability for these awards totaled $ 1,233 and $ 374 , respectively.
−Removed: The performance-based cash incentive awards were valued relative to the stock price performance of a comparator group and had a weighted average grant date fair value as a percent of target dollar value of 61.97 % based on a Monte Carlo simulation.
−Removed: The Monte Carlo simulation incorporates the assumptions as presented in the following table:
−Removed: Performance-based cash incentive awards
−Removed: Start price (1)
−Removed: Valuation date stock price (2)
−Removed: Expected volatility (3)
−Removed: Risk-free interest rate (4)
−Removed: Expected dividend yield (5)
−Removed: (1) The start price for the Company represented the average closing stock price over the twenty trading days ending on December 31, 2021, assuming dividends distributed during this period were reinvested in additional shares of the Company’s stock on the ex-dividend date.
−Removed: (2) The valuation date stock price represented the closing price on the grant date.
−Removed: (3) The expected volatility assumption was based on the historical volatility of the price of the Company’s stock.
−Removed: (4) The annual risk-free interest rate equaled the yield on the semi-annual zero coupon U.S.
−Removed: Treasury rates converted to continuously compounded rates that had a term equal to the length of the remaining performance measurement period as of the valuation date.
−Removed: (5) The expected dividend yield represented the investments return to a share of the Company’s stock that is not available to the holder of the performance-based restricted stock unit.
−Removed: 2021 Awards Granted
−Removed: During the year ended December 31, 2021, the Company granted certain key employees and non-employee directors 223,496 time-based restricted stock units under the MIP and LTIP with a weighted average grant date fair value of $ 12.03 based on the Company’s closing stock price at the trading day before the date of the grant.
−Removed: Awards granted to key employees will vest ratably over a three-year period from the date of the grant in accordance with the vesting schedule, subject to the participant’s continuous service with the Company through each applicable vesting date.
−Removed: Restricted stock units were also granted to non-employee directors on February 10, 2021, which vested on April 30, 2021, and on May 1, 2021, which vested on April 30, 2022.
−Removed: Additionally, during the year ended December 31, 2021, the Company granted certain key employees 167,587 performance-based restricted stock units under the LTIP, which represent the number of shares of common stock that may be issued based on the achievement of targeted performance levels related to pre-established relative total shareholder return goals and annually determined operational goals over a three year period.
−Removed: These awards are scheduled to cliff vest on the third anniversary of the date of the grant, subject to the participant’s continuous service with the Company through the applicable vesting date and the satisfaction of the performance criteria.
−Removed: These performance-based restricted stock units have the potential to be earned from 0 % to 200 % of the targeted performance level, depending on actual results.
−Removed: Upon vesting and settlement of these awards, the Company will issue authorized and previously unissued shares of the Company’s common stock to the recipient.
−Removed: The 100,552 operational performance-based restricted stock units were valued based on the Company’s closing stock price on the trading day before the date of the grant and had a weighted average grant date fair value of $ 12.00 .
−Removed: For the awards with operational performance conditions, the Company reassesses at each reporting date whether achievement of each of the performance conditions was probable and adjusts the accrual of stock-based compensation expense as needed.
−Removed: The 67,035 relative total shareholder return performance-based restricted stock units were valued relative to the stock price
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
−Removed: performance of a comparator group and had a weighted average grant date fair value of $ 16.18 based on a Monte Carlo simulation.
−Removed: The Monte Carlo simulation incorporated the assumptions as presented in the following table:
−Removed: Relative performance-based restricted stock units
−Removed: Start price (1)
−Removed: Valuation date stock price (2)
−Removed: Expected volatility (3)
−Removed: Risk-free interest rate (4)
−Removed: Expected dividend yield (5)
−Removed: (1) The start price for the Company represented the average closing stock price over the twenty trading days ending on December 31, 2020, assuming dividends distributed during this period were reinvested in additional shares of the Company’s stock on the ex-dividend date.
−Removed: (2) The valuation date stock price represented the closing price on the grant date.
−Removed: (3) The expected volatility assumption was based on the historical volatility of the price of the Company’s stock.
−Removed: (4) The annual risk-free interest rate equaled the yield on the semi-annual zero coupon U.S.
−Removed: Treasury rates converted to continuously compounded rates that had a term equal to the length of the remaining performance measurement period as of the valuation date.
−Removed: (5) The expected dividend yield represented the investments return to a share of the Company’s stock that is not available to the holder of the performance-based restricted stock unit.
+Added: The 24,342 relative total shareholder return performance-based restricted stock units were valued relative to the stock price performance of a comparator group and had a weighted average grant date fair value based on a Monte Carlo simulation.
+Added: Refer to the “Performance-Based Restricted Stock Units — Relative Performance-Based Restricted Stock Units” section below for further detail.
Additionally, during the year ended December 31, 2022, the Company granted certain key employees performance-based cash incentive awards under the LTIP with a target award amount of $ 1,105 .
5 unchanged sentences
As of December 31, 2024 and 2023, the liability for these awards totaled $ 1,801 and $ 1,233 , respectively.
−Removed: The performance-based cash incentive awards were valued relative to the stock price performance of a comparator group and had a weighted average grant date fair value as a percent of target dollar value of 51.73 % based on a Monte Carlo simulation.
−Removed: The Monte Carlo simulation incorporates the assumptions as presented in the following table:
−Removed: Performance-based cash incentive awards
−Removed: Start price (1)
−Removed: Valuation date stock price (2)
−Removed: Expected volatility (3)
−Removed: Risk-free interest rate (4)
−Removed: Expected dividend yield (5)
−Removed: (1) The start price for the Company represented the average closing stock price over the twenty trading days ending on December 31, 2020, assuming dividends distributed during this period were reinvested in additional shares of the Company’s stock on the ex-dividend date.
−Removed: (2) The valuation date stock price represented the closing price on the grant date.
−Removed: (3) The expected volatility assumption was based on the historical volatility of the price of the Company’s stock.
−Removed: (4) The annual risk-free interest rate equaled the yield on the semi-annual zero coupon U.S.
−Removed: Treasury rates converted to continuously compounded rates that had a term equal to the length of the remaining performance measurement period as of the valuation date.
−Removed: (5) The expected dividend yield represented the investments return to a share of the Company’s stock that is not available to the holder of the performance-based restricted stock unit.
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
−Removed: Restricted Stock Units
+Added: The performance-based cash incentive awards were valued relative to the stock price performance of a comparator group and had a weighted average grant date fair value as a percent of target dollar value based on a Monte Carlo simulation.
+Added: Refer to the “Performance-Based Cash Incentive Awards” section below for further detail.
Time-Based Restricted Stock Units
8 unchanged sentences
(1) Includes 3,177 shares with deferred settlement pursuant to the award agreements.
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
As of December 31, 2024, there was $ 3,934 of unrecognized compensation cost related to non-vested time-based restricted stock units which is expected to be recognized as expense over a weighted-average period of 1.47 years.
1 unchanged sentence
Performance-Based Restricted Stock Units
+Added: Relative Performance-Based Restricted Stock Units
+Added: The relative total shareholder return performance-based restricted stock units granted during the years ended December 31, 2024, 2023, and 2022 were valued relative to the stock price performance of a comparator group and had a weighted average grant date fair value based on assumptions incorporated in a Monte Carlo simulation as presented in the following table:
+Added: Year Ended December 31,
+Added: Relative performance-based restricted stock units 2024 2023 2022
+Added: Weighted average grant date fair value $ 531.08 $ 267.18 $ 97.33
+Added: Start price (1)
+Added: $ 316.88 $ 151.35 $ 53.29
+Added: Valuation date stock price (2)
+Added: $ 389.97 $ 176.44 $ 61.09
+Added: Expected volatility (3)
+Added: 64.21 % 102.06 % 106.48 %
+Added: Risk-free interest rate (4)
+Added: 4.16 % 3.82 % 1.26 %
+Added: Expected dividend yield (5)
+Added: (1) The start price for the Company represented the average closing stock price over the twenty trading days ending on December 31, 2023, 2022 and 2021, respectively, assuming dividends distributed during this period were reinvested in additional shares of the Company’s stock on the ex-dividend date.
+Added: (2) The valuation date stock price represented the closing value on the grant date.
+Added: (3) The expected volatility assumption was based on the historical volatility of the price of the Company’s stock.
+Added: (4) The annual risk-free interest rate equaled the yield on the semi-annual zero coupon U.S.
+Added: Treasury rates converted to continuously compounded rates that had a term equal to the length of the remaining performance measurement period as of the valuation date.
+Added: (5) The expected dividend yield represented the investments return to a share of the Company’s stock that is not available to the holder of the performance-based restricted stock unit.
Relative performance-based restricted stock unit activity for the year ended December 31, 2024 based on target achievement of the performance criteria is summarized in the following table:
3 unchanged sentences
Granted 6,330 $ 531.08
−Removed: Vested ( 10,502 ) $ 106.82
+Added: ( 70,125 ) $ 21.57
Forfeited ( 2,542 ) $ 283.30
Non-vested shares outstanding at December 31, 2024 33,378 $ 251.61
+Added: (1) Excludes 67,035 net shares issued due to achievement of performance metrics above the 100 % targeted performance level pursuant to the award agreement.
As of December 31, 2024, there was $ 3,604 of unrecognized compensation cost related to non-vested relative performance-based restricted stock units which is expected to be recognized as expense over a weighted-average period of 1.63 years.
−Removed: The total fair value of shares vested during the year ended December 31, 2023 was $ 3,559 .
+Added: The total fair value of shares vested during the years ended December 31, 2024 and 2023 was $ 26,847 and $ 3,559 , respectively, excluding net shares issued above the 100 % targeted performance level.
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
+Added: Operational Performance-Based Restricted Stock Units
Operational performance-based restricted stock unit activity for the year ended December 31, 2024 based on target achievement of the performance criteria is summarized in the following table:
3 unchanged sentences
Granted 9,490 $ 400.93
−Removed: Vested ( 15,753 ) $ 74.61
+Added: ( 105,187 ) $ 15.37
Forfeited ( 3,811 ) $ 194.88
Non-vested shares outstanding at December 31, 2024 50,054 $ 170.75
−Removed: As of December 31, 2023, there was $ 1,446 of unrecognized compensation cost related to non-vested operational performance-based restricted stock units, based on the probability of achievement as of December 31, 2023, which is expected
+Added: (1) Excludes 14,720 net shares issued due to achievement of performance metrics above the 100 % targeted performance level pursuant to the award agreement.
+Added: As of December 31, 2024, there was $ 1,847 of unrecognized compensation cost related to non-vested operational performance-based restricted stock units, based on the probability of achievement as of December 31, 2024, which is expected to be recognized as expense over a weighted-average period of 1.43 years.The total fair value of shares vested during the years ended December 31, 2024 and 2023 was $ 40,270 and $ 5,339 , respectively, excluding net shares issued above the 100 % targeted performance level.
+Added: Performance-Based Cash Incentive Awards
+Added: The performance-based cash incentive awards granted during the year ended December 31, 2022 were valued relative to the stock price performance of a comparator group and had a weighted average grant date fair value as a percent of target dollar value based on assumptions incorporated in a Monte Carlo simulation as presented in the following table:
+Added: Performance-based cash incentive awards Year Ended December 31, 2022
+Added: Weighted average grant date fair value 61.97 %
+Added: Start price (1)
+Added: Valuation date stock price (2)
+Added: Expected volatility (3)
+Added: Risk-free interest rate (4)
+Added: Expected dividend yield (5)
+Added: (1) The start price for the Company represented the average closing stock price over the twenty trading days ending on December 31, 2021, assuming dividends distributed during this period were reinvested in additional shares of the Company’s stock on the ex-dividend date.
+Added: (2) The valuation date stock price represented the closing price on the grant date.
+Added: (3) The expected volatility assumption was based on the historical volatility of the price of the Company’s stock.
+Added: (4) The annual risk-free interest rate equaled the yield on the semi-annual zero coupon U.S.
+Added: Treasury rates converted to continuously compounded rates that had a term equal to the length of the remaining performance measurement period as of the valuation date.
+Added: (5) The expected dividend yield represented the investments return to a share of the Company’s stock that is not available to the holder of the performance-based restricted stock unit.
ALPHA METALLURGICAL RESOURCES, INC.
2 unchanged sentences
(Amounts in thousands except share and per share data)
−Removed: to be recognized as expense over a weighted-average period of 1.70 years.The total fair value of shares vested during the year ended December 31, 2023 was $ 5,339 .
−Removed: Stock Options
−Removed: 30-Day Volume-Weighted Average Price (“VWAP”) Stock Options
−Removed: 30-day VWAP stock option activity for the year ended December 31, 2023 is summarized in the following table:
−Removed: Number of Shares Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (1)
−Removed: Outstanding at December 31, 2022 3,407 $ 66.13 4.18 $ 273
−Removed: Exercisable at December 31, 2022 3,407 $ 66.13 4.18 $ 273
−Removed: Granted — $ —
−Removed: Exercised ( 3,407 ) $ 66.13 $ 515
−Removed: Forfeited or Expired — $ —
−Removed: Outstanding at December 31, 2023 — $ — $ —
−Removed: Exercisable at December 31, 2023 — $ — $ —
−Removed: (1) The aggregate intrinsic value of outstanding and exercisable options is calculated as the difference between the exercise price and the Company’s stock price at each reporting period end.
−Removed: The aggregate intrinsic value of exercised options is calculated as the difference between the exercise price and the Company’s stock price on the exercise date.
−Removed: As of December 31, 2023, there was no unrecognized compensation cost related to the 30-day VWAP stock options.
−Removed: Performance-Based Cash Incentive Awards
Performance-based cash incentive award activity for the year ended December 31, 2024 based on target achievement of the performance criteria is summarized in the following table:
8 unchanged sentences
(19) Related Party Transactions
−Removed: There were no material related party transactions for the year ended December 31, 2023.
−Removed: During the year ended December 31, 2021, the Company, through a privately negotiated transaction with an underlying Contingent Revenue Obligation creditor, repurchased 7.75 % of the outstanding rights of the Contingent Revenue Obligation at an aggregate purchase price of $ 2,091 .
−Removed: The underlying Contingent Revenue Obligation creditor was an existing shareholder (related party) as of the repurchase date.
−Removed: Refer to Note 14 for additional disclosures on this acquisition-related obligation.
−Removed: Additionally, during the year ended December 31, 2021, the Company repurchased at a discount certain outstanding principal
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
−Removed: borrowings made under the Term Loan Credit Facility from existing shareholders through privately negotiated transactions.
−Removed: Refer to Note 13 for additional disclosures on long-term debt.
+Added: There were no material related party transactions for the years ended December 31, 2024 and 2023.
+Added: As described in Note 10, the Company routinely provides capital contributions to DTA, its equity method investee.
+Added: Refer to Notes 10 and 20 for further information.
(20) Commitments and Contingencies
9 unchanged sentences
As of December 31, 2024, the Company has obligations under certain coal purchase agreements that contain minimum quantities to be purchased in 2025 totaling an estimated $ 70,473 .
−Removed: The Company also has outstanding unconditional purchase obligations for 2024 and 2025 totaling $ 251,038 and $ 66,675 , respectively, related to the purchase of equipment, diesel fuel, and electricity, as well as for rail freight and export terminal costs (including $ 48,405 in 2024 for DTA funding.)
+Added: The Company also has outstanding unconditional purchase obligations for 2025, 2026, and 2027 totaling $ 190,493 , $ 11,679 , and $ 2,387 , respectively, related to the purchase of equipment and diesel fuel, as well as for rail freight and export terminal costs (including $ 48,432 in 2025 for DTA funding.)
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
Under the terms of its partnership related agreements with respect to its investment in DTA, the Company is required to fund its proportionate share of DTA’s ongoing operating and capital costs.
−Removed: In November 2023, the Company, together with DTA management announced that DTA needed additional capital investment to maximize functionality and minimize downtime due to mechanical issues.
−Removed: Beyond the Company’s share of routine operating costs, it expects to invest up to an incremental $ 25,000 per year for infrastructure and equipment upgrades at DTA over the next 6 years.
+Added: In November 2023, the Company, together with DTA management announced that DTA needs additional capital investment to maximize functionality and minimize downtime due to mechanical issues.
+Added: Beyond the Company’s share of routine operating costs, it expects to invest an average of approximately $ 27,000 per year for infrastructure and equipment upgrades at DTA over the next 5 years.
+Added: In addition, to mitigate the risk of shipment delays during the upgrade period, in April 2024, the Company entered into a 3-year agreement which allows for the loading of 1,200 to 2,000 tons of coal annually at a third party terminal in Newport News, VA.
The Company’s 2025 funding of DTA includes routine operating and capital costs and infrastructure and equipment upgrades.
4 unchanged sentences
When a loss related to such matters is considered probable and can reasonably be estimated, the Company records a liability.
−Removed: During the first half of 2023, the Company purchased and sold 399 tons, totaling $ 15,170 , under the Cumberland Back-to-Back Coal Supply Agreements.
−Removed: For the year ended December 31, 2022, the Company purchased and sold 1,617 tons, totaling $ 62,171 , under the Cumberland Back-to-Back Coal Supply Agreements.
−Removed: As of June 30, 2023, the Cumberland Back-to-Back Coal Supply Agreements had been fully performed.
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
(c) Guarantees and Financial Instruments with Off-Balance Sheet Risk
3 unchanged sentences
In order to provide the required financial assurance, the Company generally uses surety bonds for post-mining reclamation and workers’ compensation obligations.
−Removed: The Company can also use bank LCs to collateralize certain obligations.
−Removed: As of December 31, 2023, the Company had $ 31 of cash collateralized LCs remaining to be replaced as part of the transition from the previous ABL Facility to the New ABL Facility and $ 60,896 in LCs outstanding under the New ABL Facility.
−Removed: During the first quarter of 2024, the remaining cash collateralized LCs from the previous ABL Facility were cancelled with no replacement required and the cash collateral was returned.
+Added: The Company can also use bank LCs to collateralize certain obligations and commitments.
+Added: As of December 31, 2024, the company had $ 42,149 LCs outstanding under the ABL Facility.
As of December 31, 2024, the Company had outstanding surety bonds with a total face amount of $ 182,769 to secure various obligations and commitments.
4 unchanged sentences
The Company’s failure to maintain, or inability to acquire, surety bonds or to provide a suitable alternative would have a material adverse effect on its liquidity.
−Removed: These failures could result from a variety of factors including lack of availability, higher cost or unfavorable market terms of new surety bonds, and the exercise by third-party surety bond issuers of their right to refuse to renew the surety.
+Added: These failures could result from a variety of factors including the lack of availability, higher cost or unfavorable market terms of new surety bonds, and the exercise by third-party surety bond issuers of their right to refuse to renew the surety bonds.
Amounts included in restricted cash provide collateral to secure the following obligations:
−Removed: Workers’ compensation and black lung obligations $ 104,998 $ 15,334
−Removed: Reclamation-related obligations 685 3,220
−Removed: Financial payments and other performance obligations 10,235 10,387
−Removed: Contingent Revenue Obligation escrow — 24,547
−Removed: Total restricted cash $ 115,918 $ 53,488
−Removed: Less current portion — ( 24,547 )
−Removed: Restricted cash, net of current portion $ 115,918 $ 28,941
−Removed: Amounts included in restricted investments provide collateral to secure the following obligations:
ALPHA METALLURGICAL RESOURCES, INC.
5 unchanged sentences
Financial payments and other performance obligations 8,742 10,235
+Added: Total restricted cash $ 122,583 $ 115,918
+Added: Amounts included in restricted investments provide collateral to secure the following obligations:
+Added: Workers’ compensation obligations $ 3,119 $ 2,514
+Added: Reclamation-related obligations 34,018 33,173
+Added: Financial payments and other performance obligations 5,994 4,910
Total restricted investments (1)
3 unchanged sentences
Workers’ compensation obligations $ 4,108 $ 4,500
−Removed: Reclamation-related obligations — 102
Financial payments and other performance obligations — 32
6 unchanged sentences
DCMWC Reauthorization Process
−Removed: In July 2019, the U.S.
−Removed: Department of Labor (Division of Coal Mine Workers’ Compensation or “DCMWC”) began implementing a new authorization process for all self-insured coal mine operators.
−Removed: As requested by the DCMWC, the Company filed an application and supporting documentation for reauthorization to self-insure certain of its black lung obligations in October 2019.
−Removed: As a result of this application, the DCMWC notified the Company in a letter dated February 21, 2020 that the Company was reauthorized to self-insure certain of its black lung obligations for a period of one-year from February 21, 2020.
−Removed: The DCMWC reauthorization was contingent, however, upon the Company’s providing collateral of $ 65,700 to secure certain of its black lung obligations.
−Removed: This proposed collateral requirement would have been an increase from the approximate $ 2,600 in collateral that the Company currently provides to secure these self-insured black lung obligations.
−Removed: The reauthorization process provided the Company with the right to appeal the security determination in writing within 30 days of the date of the notification, which appeal period the DCMWC agreed to extend to May 22, 2020.
−Removed: The Company exercised this right of appeal in connection with the substantial increase in the amount of required collateral.
−Removed: In February 2021, the U.S.
−Removed: Department of Labor (“DOL”) withdrew its Federal Register notice seeking comments on its bulletin describing its new method of calculating collateral requirements.
−Removed: The DOL removed the bulletin from its website in May 2021.
−Removed: On February 10, 2022, a telephone conference was held with DCMWC and DOL decision makers wherein the Company presented facts and arguments in support of its appeal.
−Removed: No ruling has been made on the appeal, but during the call the Company indicated that it would be willing to allocate an additional $ 10,000 in collateral.
−Removed: If the Company’s appeal is unsuccessful, the Company may be required to provide additional LCs to receive the self-insurance reauthorization from the DCMWC or alternatively insure these black lung obligations through a third-party provider that would likely also require the Company to provide additional collateral.
−Removed: In January 2023, the DOL proposed for public comment new regulations which, if adopted, would substantially increase the collateral required to secure self-insured federal black lung obligations.
−Removed: Under the proposed 120% minimum collateral requirement, the Company estimates it could be required to provide approximately $ 80,000 to $ 100,000 of collateral to secure certain of its black lung obligations.
−Removed: The DOL has indicated that it expects that some form of these new regulations could go into effect in the first quarter or early second quarter of 2024.
−Removed: A significant increase in these collateral obligations could have a materially adverse effect on the Company’s liquidity.
−Removed: (d) Legal Proceedings
−Removed: Litigation has been initiated against certain of our subsidiaries in which the plaintiffs allege violations of the Fair Labor Standards Act due to alleged failure to compensate for time “donning” and “doffing” equipment and to account for the effects in the calculation of overtime rates and pay.
−Removed: The plaintiffs seek collective action certification.
−Removed: We cannot reasonably estimate a
+Added: In January 2025, the U.S.
+Added: Department of Labor (“DOL”) published new regulations outlining the requirements and procedures for authorizing operators to self-insure their liabilities under the Black Lung Benefits Act (the “2025 Final Regulation”), and the Company anticipates it would require a substantial increase in the collateral required to secure self-insured federal black lung obligations.
+Added: Under the 2025 Final Regulation’s 100% minimum collateral requirement, if this requirement is not modified or stayed through legal action, the Company estimates it would be required to provide approximately $ 80,000 to $ 100,000 of collateral to secure certain of its black lung obligations.
+Added: The 2025 Final Regulation permits the Company to use combinations of letters of credit, surety bonds, and cash to meet the collateral requirement.
+Added: The Company received a letter from the Division of Coal Mine Workers’ Compensation (“DCMWC”) dated January 14, 2025, outlining the new procedures and application process for authorizing operators to self-insure under the new regulation.
+Added: The letter outlined authorization form requirements and provided a 60-day period for the submission of the required documents.
+Added: Subsequently, on February 20, 2025, the Company received a letter from the DCMWC stating that the 60-day deadline to provide information was no longer applicable and no information was required to be submitted at this time.
+Added: DCMWC stated that additional guidance would be provided in due course after consultation with new DOL leadership.
ALPHA METALLURGICAL RESOURCES, INC.
2 unchanged sentences
(Amounts in thousands except share and per share data)
−Removed: range of potential exposure at this time.
−Removed: We believe the plaintiffs’ claims are without merit, but if we were ultimately unsuccessful in defending against this litigation, it could have a material, adverse effect upon our liquidity and results of operations.
+Added: Supreme Court’s Decision on the Chevron Deference Standard
+Added: The United States Supreme Court’s decision in Loper Bright Enterprises v.
+Added: Raimondo, issued on June 28, 2024, eliminated a 40-year old precedent of judicial deference to regulatory agencies’ interpretation of federal laws.
+Added: Federal agencies such as the DOL and EPA have relied on this now-overturned principle, known as “Chevron deference” in defense of various regulations.
+Added: Although the Court’s decision does not explicitly affect any prior agency decisions, regulations made final after the date of the decision, such as the DOL’s recently issued black lung regulations, may be subject to more intense scrutiny by the courts if they are challenged by any affected party.
+Added: For example, on July 18, 2024, the Fifth Circuit Court of Appeals directed the lower District Court to reconsider its dismissal of a lawsuit challenging a DOL rule that permits retirement plan fiduciaries to consider environmental, social and governance factors when selecting investments.
+Added: In the case of State of Utah v.
+Added: Su, et al., the Court of Appeals stated that in order to determine whether the DOL exceeded its statutory authority, “given the upended legal landscape,” the District Court needed to reassess the merits of the plaintiffs’ challenge to the DOL rule.
+Added: (d) Legal Proceedings
+Added: In December 2024, the state of New York adopted a law purporting to impose significant, ongoing charges upon a variety of companies involved in the production and use of fossil fuels, including the Company (the “Act”).
+Added: Other states are contemplating adopting similar laws.
+Added: The Company believes that the new law is unconstitutional under the U.S.
+Added: Constitution.
+Added: In February 2025, the Company, along with numerous U.S.
+Added: states and other entities involved in the fossil fuel industry, filed a complaint against the attorney general of New York and other New York officials.
+Added: The complaint was filed in the federal district court for the Northern District of New York and requests that the court (a) declare that the Act is preempted by federal statutes and otherwise violates the U.S.
+Added: Constitution, (b) declare that that the Act is unenforceable, and (c) enjoin the state of New York and its officials from taking any action to implement or enforce the Act.
+Added: Although we believe that the Act is very unlikely to be upheld, the outcome cannot be predicted with certainty.
+Added: If the Act, or similar acts adopted in other U.S.
+Added: states, were upheld, the Company’s liquidity would be materially, adversely affected.
In addition, the Company is party to other legal proceedings from time to time.
8 unchanged sentences
The Company records accruals based on an estimate of the ultimate outcome of these matters, but these estimates can be difficult to determine and involve significant judgment.
+Added: ALPHA METALLURGICAL RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: (Amounts in thousands except share and per share data)
(21) Concentration of Credit Risk and Major Customers
12 unchanged sentences
Export coal revenue as % of total coal revenues 78 % 74 % 81 %
−Removed: Countries with export coal revenue exceeding 10% of total revenues India India India, China, Brazil
+Added: Countries with export coal revenue exceeding 10% of total revenues India, Brazil India India
Met coal as % of coal sales volume 93 % 90 % 87 %
1 unchanged sentence
(22) Segment Information
−Removed: The Company extracts, processes and markets met and thermal coal from deep and surface mines for sale to steel and coke producers, industrial customers, and electric utilities.
−Removed: The Company conducts mining operations only in the United States with mines in Central Appalachia.
−Removed: The Company has one reportable segment:
−Removed: Met, which consists of five active mines and two preparation plants in Virginia, seventeen active mines and six preparation plants in West Virginia, as well as expenses associated with certain idled/closed mines.
+Added: The Company currently conducts its mining operations within the Central Appalachia (“CAPP”) coal basin located in the United States.
+Added: The Company has one reportable operating segment:
+Added: Met, which consists of six active mining complexes whose primary product is metallurgical quality coal that is extracted, processed, and marketed to domestic and international steel and coke producers.
+Added: In addition to its primary product, thermal quality coal may also be produced as a by-product and marketed to domestic and international utilities and industrial customers.
+Added: The segment’s equity method investment in DTA facilitates the export of coal to international customers.
+Added: The Company’s All Other category includes its former CAPP – Thermal operations, which consisted of mining complexes whose primary product was thermal coal.
+Added: Segment operating results are regularly reviewed by the Company’s Chief Executive Officer, who is considered its Chief Operating Decision Maker (“CODM”).
+Added: In August 2023, the Company’s last remaining thermal coal mine ceased production.
+Added: As a result, beginning in 2024, the Company changed its method of allocating certain corporate level income and expense items among its operating segments.
+Added: Certain expenses not previously allocated to operating segments (e.g.
+Added: selling, general and administrative expenses) were allocated.
+Added: Certain other income or expense items previously allocated to operating segments were fully allocated to the Company’s primary Met reportable segment.
+Added: In addition, due to the cessation of mining activity within the Company’s former CAPP – Thermal operations, the Company’s CODM began to manage the Company on a consolidated basis.
+Added: As ASU 2023-07 requires the Company to present the measure of profit or loss used by the CODM to allocate resources and assess performance whose measurement principles are most consistent with those used in its Consolidated Financial Statements, the Company changed its reported segment measure of profit and loss to net income.
+Added: For comparability purposes, prior period segment information has been recast to conform to the current year presentation.
+Added: For prior periods, income tax expense was allocated among segments by applying the Company’s consolidated annual effective income tax rate to segment earnings.
+Added: Met reportable segment results for the years ended December 31, 2024, 2023, and 2022 are as follows:
ALPHA METALLURGICAL RESOURCES, INC.
2 unchanged sentences
(Amounts in thousands except share and per share data)
−Removed: In addition to the one reportable segment, the All Other category includes general corporate overhead and corporate assets and liabilities, the former CAPP - Thermal operations consisting of one preparation plant in West Virginia, and the elimination of certain intercompany activity, as well as expenses associated with certain idled/closed mines.
−Removed: Reportable segment operating results are regularly reviewed by the Chief Operating Decision Maker (“CODM”), who is the Chief Executive Officer of the Company.
−Removed: Segment operating results and capital expenditures for the year ended December 31, 2023 were as follows:
Year Ended December 31,
−Removed: Met All Other Consolidated
−Removed: Total revenues $ 3,417,395 $ 54,022 $ 3,471,417
−Removed: Depreciation, depletion, and amortization $ 125,716 $ 11,153 $ 136,869
−Removed: Amortization of acquired intangibles, net $ 8,523 $ — $ 8,523
−Removed: Adjusted EBITDA $ 1,087,803 $ ( 54,692 ) $ 1,033,111
−Removed: Capital expenditures $ 238,916 $ 6,457 $ 245,373
−Removed: Segment operating results and capital expenditures for the year ended December 31, 2022 were as follows:
−Removed: Year Ended December 31, 2022
−Removed: Met All Other Consolidated
−Removed: Total revenues $ 4,023,688 $ 77,904 $ 4,101,592
−Removed: Depreciation, depletion, and amortization $ 100,584 $ 7,036 $ 107,620
−Removed: Amortization of acquired intangibles, net $ 15,699 $ 3,799 $ 19,498
−Removed: Adjusted EBITDA $ 1,776,642 $ ( 36,030 ) $ 1,740,612
−Removed: Capital expenditures $ 160,679 $ 3,630 $ 164,309
−Removed: Segment operating results and capital expenditures for the year ended December 31, 2021 were as follows:
−Removed: Year Ended December 31, 2021
−Removed: Met All Other Consolidated
+Added: 2024 2023 2022
+Added: Coal revenues $ 2,946,579 $ 3,406,643 $ 4,018,515
+Added: Other revenues 10,706 14,787 8,605
Total revenues $ 2,957,285 $ 3,421,430 $ 4,027,120
+Added: Non-GAAP Cost of coal sales $ 1,918,427 $ 1,847,363 $ 1,675,081
+Added: Freight and handling costs 503,306 438,783 529,043
+Added: Idled and closed mine costs 29,868 18,579 19,626
+Added: Cost of coal sales (exclusive of items shown separately below) $ 2,451,601 $ 2,304,725 $ 2,223,750
Depreciation, depletion and amortization $ 167,331 $ 127,721 $ 101,520
−Removed: Amortization of acquired intangibles, net $ 13,671 $ ( 427 ) $ 13,244
−Removed: Adjusted EBITDA $ 567,270 $ ( 32,789 ) $ 534,481
−Removed: Capital expenditures $ 79,185 $ 4,115 $ 83,300
−Removed: ALPHA METALLURGICAL RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: Notes to Consolidated Financial Statements
−Removed: (Amounts in thousands except share and per share data)
−Removed: The following table presents a reconciliation of net income (loss) to Adjusted EBITDA for the year ended December 31, 2023:
−Removed: Year Ended December 31, 2023
−Removed: Met All Other Consolidated
−Removed: Net income (loss) $ 938,495 $ ( 216,539 ) $ 721,956
+Added: Accretion on asset retirement obligations 25,050 15,471 14,220
+Added: Amortization of acquired intangibles 6,700 8,523 19,498
+Added: Selling, general and administrative expenses 74,000 81,321 70,334
+Added: Mark-to-market adjustment for acquisition-related obligations — — 8,880
Interest expense 3,811 6,923 21,802
Interest income ( 18,208 ) ( 11,933 ) ( 3,187 )
+Added: Equity loss in affiliates 20,302 18,263 14,346
+Added: Other segment items (1)
+Added: 15,948 3,284 ( 3,468 )
Income tax expense 23,171 126,669 106,524
−Removed: Depreciation, depletion and amortization 125,716 11,153 136,869
−Removed: Non-cash stock compensation expense 96 18,921 19,017
−Removed: Loss on extinguishment of debt — 2,753 2,753
−Removed: Accretion on asset retirement obligations 14,886 10,614 25,500
−Removed: Amortization of acquired intangibles, net 8,523 — 8,523
−Removed: Adjusted EBITDA $ 1,087,803 $ ( 54,692 ) $ 1,033,111
−Removed: The following table presents a reconciliation of net income (loss) to Adjusted EBITDA for the year ended December 31, 2022:
+Added: Total other expenses $ 318,105 $ 376,242 $ 350,469
+Added: Net income $ 187,579 $ 740,463 $ 1,452,901
+Added: (1) Other segments items include Other operating loss (income), Loss on extinguishment of debt, and Miscellaneous (expense) income, net.
+Added: No segment level asset information has been disclosed as the CODM does not review asset information by segment.
+Added: Refer to the Company’s Consolidated Balance Sheets, Statements of Cash Flows, and Note 10 for information on its consolidated assets, capital expenditures, and equity method investments, respectively.
+Added: Reconciliations of reportable segment items to consolidated amounts for the years ended December 31, 2023 and 2022 are as follows:
Year Ended December 31, 2023
Met All Other Consolidated
−Removed: Net income (loss) $ 1,647,104 $ ( 198,559 ) $ 1,448,545
−Removed: Interest expense 202 21,600 21,802
−Removed: Interest income ( 541 ) ( 2,646 ) ( 3,187 )
−Removed: Income tax expense — 106,205 106,205
+Added: Total revenues $ 3,421,430 $ 49,987 $ 3,471,417
Depreciation, depletion and amortization $ 127,721 $ 9,148 $ 136,869
−Removed: Non-cash stock compensation expense 4 7,480 7,484
−Removed: Mark-to-market adjustment - acquisition-related obligations — 8,880 8,880
Accretion on asset retirement obligations $ 15,471 $ 10,029 $ 25,500
−Removed: Amortization of acquired intangibles, net 15,699 3,799 19,498
−Removed: Adjusted EBITDA $ 1,776,642 $ ( 36,030 ) $ 1,740,612
+Added: Income tax expense $ 126,669 $ ( 3,166 ) $ 123,503
+Added: Net income $ 740,463 $ ( 18,507 ) $ 721,956
ALPHA METALLURGICAL RESOURCES, INC.
2 unchanged sentences
(Amounts in thousands except share and per share data)
−Removed: The following table presents a reconciliation of net income (loss) to Adjusted EBITDA for the year ended December 31, 2021:
Year Ended December 31, 2022
Met All Other Consolidated
−Removed: Net income (loss) $ 439,859 $ ( 151,069 ) $ 288,790
−Removed: Interest expense 184 69,470 69,654
−Removed: Interest income ( 6 ) ( 330 ) ( 336 )
−Removed: Income tax expense — 3,408 3,408
+Added: Total revenues $ 4,027,120 $ 74,472 $ 4,101,592
Depreciation, depletion and amortization $ 101,520 $ 6,100 $ 107,620
−Removed: Non-cash stock compensation expense 28 5,287 5,315
−Removed: Mark-to-market adjustment - acquisition-related obligations — 19,525 19,525
−Removed: Gain on settlement of acquisition-related obligations — ( 1,125 ) ( 1,125 )
Accretion on asset retirement obligations $ 14,220 $ 9,545 $ 23,765
−Removed: Asset impairment and restructuring — ( 561 ) ( 561 )
−Removed: Amortization of acquired intangibles, net 13,671 ( 427 ) 13,244
−Removed: Adjusted EBITDA $ 567,270 $ ( 32,789 ) $ 534,481
−Removed: No asset information has been disclosed as the CODM does not regularly review asset information by reportable segment.
+Added: Income tax expense $ 106,524 $ ( 319 ) $ 106,205
+Added: Net income $ 1,452,901 $ ( 4,356 ) $ 1,448,545
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.