What changed in this filing

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Item 1. Financial Statements

2026-08-06 compared with 2026-05-08 · 220 added, 98 removed, 598 unchanged (35% of the section changed)

61 unchanged sentences

Three Months Ended

Six Months Ended

SALES AND OPERATING REVENUES:

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INCOME FROM OPERATIONS

Interest expense (net of interest capitalized of $ 913 and $ 4,488 , respectively)

Interest expense (net of interest capitalized for the three and six months ended June 30, 2026 and 2025 of $ 443 , $ 3,360 , $ 1,356 and $ 7,848 , respectively)

Interest income

1 unchanged sentence

Change in fair value of digital assets

Impairment loss on investments - (Note 9)

INCOME BEFORE INCOME TAXES

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Three Months Ended

Six Months Ended

OTHER COMPREHENSIVE INCOME (LOSS):

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Foreign currency translation adjustment

Change in unrealized gains on debt securities (3)

OTHER COMPREHENSIVE INCOME (LOSS)

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(2) For more information on other adjustments please see Note 11.

(3) For more information on the change in unrealized gains please see Note 9.

See notes to condensed consolidated financial statements.

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(In thousands)

Three Months Ended

Six Months Ended

CASH FLOWS FROM OPERATING ACTIVITIES

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Contributions to equity method investments

Purchase of debt securities

Oil & gas reserve business combinations

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We are managed by our general partner, MGP, a Delaware limited liability company which holds a non-economic general partner interest in ARLP.

AllDale III & IV Acquisition

On July 1, 2026, Alliance Minerals acquired certain general partner and limited partner interests in AllDale Minerals III, LP (“AllDale III”) & AllDale Minerals IV, LP ("AllDale IV", and collectively with AllDale III, "AllDale III & IV") for $ 206.2 million, subject to customary post-closing adjustments (the “AllDale III & IV Acquisition”).

The AllDale III & IV Acquisition expands and diversifies the ARLP Partnership's portfolio of mineral and royalty interests through the acquisition of approximately 48,500 net royalty acres across premier basins and resource plays including the Permian, Anadarko, Bakken and Haynesville.

See Note 3 – Variable Interest Entities, Note 4 – Acquisitions and Note 17 – Related Party Transactions for more information.

Basis of Presentation

The accompanying condensed consolidated financial statements include the accounts and operations of the ARLP Partnership and present our financial position as of March 31, 2026 and December 31, 2025 and the results of our operations, comprehensive income and cash flows for the three months ended March 31, 2026 and 2025.

The accompanying condensed consolidated financial statements include the accounts and operations of the ARLP Partnership and present our financial position as of June 30, 2026 and December 31, 2025, the results of our operations and comprehensive income for the three and six months ended June 30, 2026 and 2025 and cash flows for the six months ended June 30, 2026 and 2025.

All intercompany transactions and accounts have been eliminated.

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ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, on a prospective basis, with early adoption permitted.

We continue to evaluate the impact of ASU 2024-03 on our results of operations, cash flows, financial condition and related disclosures.

We continue evaluation of the impact of ASU 2024-03 on our results of operations, cash flows, financial condition and related disclosures including ongoing research as well as assessing our ability to accurately generate the information required for disclosure.

In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40):

23 unchanged sentences

Accrued taxes other than income taxes

AllDale Minerals III, LP (“AllDale III”) owns oil & gas mineral interests in areas around the oil & gas mineral interests we own.

Alliance Minerals owns a 13.9 % limited partner interest in AllDale III.

Alliance Minerals’ investment in AllDale III is subject to a 25 % profits interest for the general partner that is subject to a return hurdle equal to the greater of 125 % of cumulative capital contributions and a 10 % internal rate of return, and following an 80/20 “catch-up” provision for the general partner.

We have concluded that AllDale III is a VIE that we do not consolidate.

AllDale III owns oil & gas mineral interests in areas around the oil & gas mineral interests we own.

As of June 30, 2026, Alliance Minerals owned a 13.9 % limited partner interest in AllDale III.

Alliance Minerals’ investment in AllDale III was subject to a 25 % profits interest for the general partner that was subject to a return hurdle equal to the greater of 125 % of cumulative capital contributions and a 10 % internal rate of return, and following an 80/20 “catch-up” provision for the general partner.

We concluded that AllDale III was a VIE that we did not consolidate.

AllDale III is structured as a limited partnership with the limited partners (1) not having the ability to remove the general partner and (2) not participating significantly in operational decisions.

We are not the primary beneficiary of AllDale III because we do not have the power to direct the activities that most significantly impact AllDale III’s economic performance.

At March 31, 2026 and December 31, 2025, the carrying value of our investment in AllDale III was $ 20.5 million and $ 21.0 million, respectively.

We were not the primary beneficiary of AllDale III because we did not have the power to direct the activities that most significantly impact AllDale III’s economic performance.

At June 30, 2026 and December 31, 2025, the carrying value of our investment in AllDale III was $ 20.1 million and $ 21.0 million, respectively.

As discussed in Note 1 – Organization and Presentation, on July 1, 2026, Alliance Minerals acquired certain general partner and limited partner interests in AllDale III & IV.

At the same time, related parties of Mr.

Craft also acquired limited partner interests in AllDale III.

As the result of these acquisitions and the pre-existing ownership of interests in AllDale III by Alliance Minerals and related parties of Mr.

Craft, all of the general partner and limited partner interests in AllDale III were owned by either Alliance Minerals or related parties of Mr.

Following the acquisitions, the parties entered into Contribution and Exchange Agreements by which they exchanged those interests for limited partner interests in AllDale III, eliminated the pre-existing profits interest attributable to the general partner interests, and assigned a non-economic general partner interest to a subsidiary of ARLP.

As a result, we hold 100 % of the non-economic general partner interest and 46.92 % of the limited partner interests in AllDale III.

Beginning in the third quarter of 2026 we expect these transactions to lead us to start consolidating AllDale III as the primary beneficiary because we will have the power to direct the activities that most significantly impact the economic performance of AllDale III.

See Note 17 – Related-Party Transactions for more information about the Contribution and Exchange Agreements.

We have committed to purchase $ 25.0 million of limited partner interests in NGP Energy Transition, L.P.

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This commitment represents a 3.6 % interest in NGP ET IV.

As of March 31, 2026, we have $ 14.0 million of this commitment remaining.

As of June 30, 2026, our commitment was $ 12.4 million, which include distributions we have received that may be recalled.

We have concluded that NGP ET IV is a VIE that we do not consolidate.

1 unchanged sentence

We are not the primary beneficiary of NGP ET IV because we do not have the power to direct the activities that most significantly impact NGP ET IV’s economic performance.

At March 31, 2026 and December 31, 2025, the carrying value of our investment in NGP ET IV was $ 12.5 million and $ 13.4 million, respectively.

At June 30, 2026 and December 31, 2025, the carrying value of our investment in NGP ET IV was $ 18.0 million and $ 13.4 million, respectively.

Gavin Generation

2 unchanged sentences

This commitment represents an interest of 5.4 % in Gavin Generation (based on total commitments).

As of March 31, 2026, we have $ 7.7 million of this commitment remaining.

As of June 30, 2026, our commitment was $ 17.4 million, which include distributions we have received that may be recalled.

Our investment in Gavin Generation is subject to a customary profit interest in favor of the general partner after the return of capital to the limited partners and the investment generating a specified internal rate of return in favor of the limited partners.

2 unchanged sentences

We are not the primary beneficiary of Gavin Generation because we do not have the power to direct the activities that most significantly impact Gavin Generation’s economic performance.

At March 31, 2026 and December 31, 2025, the carrying value of our investment in Gavin Generation was $ 38.0 million and $ 35.2 million, respectively.

Primavera Acquisition

On January 22, 2026 (the “Primavera Acquisition Date”), we acquired 177 oil & gas net royalty acres in the Delaware Basin from Primavera Resources, Inc.

(“Primavera”) for a cash purchase price of $ 5.4 million which was funded with cash on hand (“Primavera Acquisition”).

This acquisition further enhanced our ownership position in the Permian Basin.

Because the mineral interests acquired in the Primavera Acquisition include royalty interests in both developed properties and undeveloped properties with different risk profiles, we have determined that the acquisition should be accounted for as a business combination and the underlying assets should be recorded at fair value as of the Primavera Acquisition Date on our condensed consolidated balance sheet.

The following table summarizes the fair value allocation of assets acquired as of the Primavera Acquisition Date:

(in thousands)

Mineral interests in proved properties

Mineral interests in unproved properties

The fair value of the mineral interests was determined using an income approach consisting of a discounted cash flow model.

The assumptions used in the discounted cash flow model included estimated production, projected cash flows, forward oil & gas prices and risk adjusted discount rates.

Certain assumptions used are not observable in active markets;

therefore, the fair value measurements represent Level 3 fair value measurements.

The amounts of revenue and earnings from the mineral interests acquired in the Primavera Acquisition included in our condensed consolidated statements of income from the Primavera Acquisition Date through March 31, 2026 are immaterial.

The following represents our supplemental pro forma revenues and net income for the three months ended March 31, 2026 and 2025 as if the mineral interests acquired in the Primavera Acquisition had been included in our consolidated results since January 1, 2025.

These amounts have been calculated after applying our accounting policies.

Three Months Ended

(in thousands)

Cole Acquisition

On March 12, 2026 (the “Cole Acquisition Date”), we acquired 397 oil & gas net royalty acres in the Midland Basin from S.

Cole Holdings, LLC and other various sellers (“Cole”) for a cash purchase price of $ 9.1 million which was funded with cash on hand (“Cole Acquisition”).

This acquisition further enhanced our ownership position in the Permian Basin.

Because the mineral interests acquired in the Cole Acquisition include royalty interests in both developed properties and undeveloped properties with different risk profiles, we have determined that the acquisition should be accounted for as a business combination and the underlying assets should be recorded at fair value as of the Cole Acquisition Date on our condensed consolidated balance sheet.

The following table summarizes the fair value allocation of assets acquired as of the Cole Acquisition Date:

At June 30, 2026 and December 31, 2025, the carrying value of our investment in Gavin Generation was $ 33.2 million and $ 35.2 million, respectively.

During the six months ended June 30, 2026, we acquired 881 oil & gas net royalty acres in the Permian Basin through a series of transactions for an aggregate cash purchase price of $ 22.0 million which was funded with cash on hand.

These acquisitions further enhance our ownership position in the Permian Basin.

Because the mineral interests acquired in these acquisitions include royalty interests in both developed properties and undeveloped properties with different risk profiles, we have determined that these acquisitions should be accounted for as business combinations and the underlying assets should be recorded at fair value on their respective acquisition dates on our condensed consolidated balance sheet.

The following table summarizes the fair value allocation of assets acquired:

(in thousands)

1 unchanged sentence

Mineral interests in unproved properties

The fair value of the mineral interests was determined using an income approach consisting of a discounted cash flow model.

The assumptions used in the discounted cash flow model included estimated production, projected cash flows, forward oil & gas prices and risk adjusted discount rates.

Certain assumptions used are not observable in active markets;

The fair value of the mineral interests was determined using an income approach consisting of discounted cash flow models.

The assumptions used in the discounted cash flow models include estimated production, projected cash flows, forward oil & gas prices and risk adjusted discount rates.

Certain assumptions used were not observable in active markets;

therefore, the fair value measurements represent Level 3 fair value measurements.

The amounts of revenue and earnings from the mineral interests acquired in the Cole Acquisition included in our condensed consolidated statements of income from the Cole Acquisition Date through March 31, 2026 are immaterial.

The following represents our supplemental pro forma revenues and net income for the three months ended March 31, 2026 and 2025 as if the mineral interests acquired in the Cole Acquisition had been included in our consolidated results since January 1, 2025.

The amounts of revenues and earnings from the mineral interests acquired included in our condensed consolidated statements of income from their respective acquisition dates through June 30, 2026 are immaterial.

The following table represents our supplemental pro forma revenues and net income for the three and six months ended June 30, 2026 and 2025 as if the mineral interests acquired had been included in our consolidated results since January 1, 2025.

These amounts have been calculated after applying our accounting policies.

Three Months Ended

Six Months Ended

(in thousands)

AllDale III &IV Acquisition

On July 1, 2026, we acquired certain general partner and limited partner interests in AllDale III & IV for $ 206.2 million, subject to customary post-closing adjustments.

We funded the AllDale III & IV Acquisition using a combination of cash on hand, and borrowings under both our revolving credit facility and the Minerals Term Loan.

See Note 10 – Long-Term Debt for more information on the terms of the Credit Agreement and Minerals Term Loan.

In connection with the AllDale III & IV Acquisition, certain entities related to Mr.

Craft acquired, pursuant to separate definitive agreements, an aggregate of $ 100.0 million of limited partner interests in AllDale III.

Because the underlying mineral interests held by AllDale III & IV include royalty interests in both developed properties and undeveloped properties with different risk profiles, we have determined that the AllDale III & IV Acquisition should be accounted for as a business combination and the underlying assets and liabilities of AllDale III & IV will be recorded at their July 1, 2026 acquisition date fair values on our condensed consolidated balance sheet.

We are in the process of performing our valuation of our previously held equity method investment in AllDale III, the acquired assets and liabilities and the noncontrolling interest.

Given the recent date of the acquisition, we have not finalized our determination of the fair value of the various measurements as we continue to gather information to determine the assumptions we intend to use in our valuation.

Prior to the AllDale III & IV Acquisition, we accounted for our investment in AllDale III as an equity method investment.

We anticipate re-measuring our equity method investment immediately prior to the AllDale III & IV Acquisition using a discounted cash flow model.

The assumptions to be used in the determination of the fair value measurement include estimated production, projected cash flows, forward oil & gas prices and a risk adjusted discount rate, among others.

We anticipate determining the fair value of the mineral interests by determining an entity-wide value using discounted expected cash flows based on estimated production, projected cash flows, forward oil & gas prices and risk adjusted discount rates.

AllDale III & IV also hold certain commodity derivative instruments, and we anticipate determining the fair value of these instruments by observing similar transactions and developing a value that is then adjusted for counterparty risk.

We anticipate using the carrying values for any acquired receivables, payables and cash, as this represents their fair value given their short-term nature.

We anticipate determining the fair value of the noncontrolling interests using a discounted cash flow model.

The assumptions to be used in the determination of the fair value measurements include estimated production, projected cash flows, forward oil & gas prices and a risk adjusted discount rate, among others.

FAIR VALUE MEASUREMENTS

1 unchanged sentence

(in thousands)

March 31, 2026

June 30, 2026

Recorded on a recurring basis:

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Our contingent consideration liability is associated with our acquisition of our Hamilton County Coal, LLC (“Hamilton”) mine in 2015 wherein we agreed to pay the seller additional consideration for the acquisition if the average quarterly sales price exceeds a defined threshold price in any future quarters subject to a maximum of $ 110.0 million reduced for any payments made under an overriding royalty agreement with the sellers relating to mineral interests controlled by our Hamilton mine.

We have paid $ 16.6 million under this contingent consideration agreement and $ 0.9 million under the overriding royalty agreement as of March 31, 2026.

We have paid $ 17.1 million under this contingent consideration agreement and $ 2.2 million under the overriding royalty agreement as of June 30, 2026.

The estimated fair value of our long-term debt, including current maturities, is based on interest rates that we believe are currently available to us in active markets for issuance of debt with similar terms and remaining maturities.

10 unchanged sentences

(Average) (a)

March 31, 2026

June 30, 2026

Contingent Consideration

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Three Months Ended

Six Months Ended

(in thousands)

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Ending balance

(1) Noncash changes in the fair value of our contingent consideration liability are included in the Operating expenses (excluding depreciation, depletion and amortization) line item within our consolidated statements of income.

Inventories consist of the following:

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Total inventories, net

The above coal inventory balances reflect lower of cost or net realizable value adjustments of $ 21.3 million and $ 4.9 million as of March 31, 2026 and December 31, 2025, respectively.

The adjustment as of March 31, 2026 is primarily a result of higher cost per ton at the Hamilton mining complex due to lower production resulting from the planned extended longwall move, and at the Mettiki Coal, LLC and Mettiki Coal (WV), LLC (collectively “Mettiki”) mining complex due to reduced production following the decision to cease longwall production.

The adjustment as of December 31, 2025 is the result of higher cost per ton at the Mettiki mining complex due to lower production and challenging geological conditions in the longwall panel that reduced coal recovery.

The above coal inventory balances reflect lower of cost or net realizable value adjustments of $ 9.7 million and $ 8.3 million as of June 30, 2026 and December 31, 2025, respectively.

The adjustment as of June 30, 2026 is primarily a result of higher cost per ton at the Mettiki Coal, LLC and Mettiki Coal (WV), LLC (collectively “Mettiki”) mining complex due to reduced production following the decision to cease longwall production.

The adjustment as of December 31, 2025

is the result of higher cost per ton at the Mettiki mining complex due to lower production and challenging geological conditions in the longwall panel that reduced coal recovery.

DIGITAL ASSETS

The following table sets forth our digital assets as shown on the condensed consolidated balance sheet:

March 31, 2026

The following table sets forth our digital assets cost basis and fair value as shown on the condensed consolidated balance sheet:

June 30, 2026

December 31, 2025

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We concluded that as a result of this decision, along with uncertainty regarding future longwall production resumption and our evaluation of potential operation scenarios, we would not recover the carrying value of Mettiki’s assets.

Accordingly, we adjusted the carrying value of

Mettiki’s assets from $ 95.3 million to its fair value of $ 57.5 million resulting in an impairment charge of $ 37.8 million.

We continue to evaluate options concerning the mine’s future.

Accordingly, we adjusted the carrying value of Mettiki’s assets from $ 95.3 million to its fair value of $ 57.5 million resulting in an impairment charge of $ 37.8 million.

While limited coal production is ongoing with continuous mining units, we continue to evaluate options concerning the mine’s future.

The fair value of the impaired assets was determined using an income approach, which represents a Level 3 fair value measurement under the fair value hierarchy.

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Three Months Ended

Six Months Ended

(in thousands)

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Net income (loss) on equity method investments represents our share of the income or loss of the equity method investments.

As of March 31, 2026 we have an $ 86.4 million investment in Infinitum Electric, Inc.

As of June 30, 2026 we have an $ 86.4 million investment in Infinitum Electric, Inc.

(“Infinitum”).

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We account for our investment in Infinitum as an equity investment without a readily determinable fair value.

Absent an observable price change, it is not practicable to estimate the fair value of our investment in Infinitum because of the lack of a quoted market

price for our ownership interests.

Absent an observable price change, it is not practicable to estimate the fair value of our investment in Infinitum because of the lack of a quoted market price for our ownership interests.

Therefore, we use a measurement alternative other than fair value to account for our investment.

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We have made $ 4.8 million cumulative upward fair value adjustments to the carrying amount of our investments in Infinitum since our initial investment in 2022.

On August 22, 2023, we purchased shares of Series D Preferred Stock (the “Ascend Series D Preferred Stock”) in Ascend Elements, Inc.

(“Ascend”) for $ 25.0 million which was accounted for as an equity investment without a readily determinable fair value because of the lack of quoted market prices.

Ascend is a U.S.-based manufacturer and recycler of sustainable, engineered battery materials.

In June 2025, Ascend raised new capital through a recapitalization utilizing the

issuance of convertible notes.

Under the terms of the convertible notes and the resulting recapitalization, all shares of each outstanding series of preferred stock were converted into common stock on a 1 :1 basis for stockholders that participated in the convertible notes or on a 3 :1 basis if they did not participate.

We elected to participate in the recapitalization of Ascend with a $ 3.0 million commitment to purchase convertible notes.

As of June 30, 2025, we had funded $ 2.1 million of this commitment.

The convertible notes provided for a redemption in two years for an amount equal to the greater of (a) a multiple of each stockholder’s investment in the convertible notes as determined by their level of participation or (b) the principal amount of each stockholder’s investment in the convertible notes plus an annual interest rate of 15 %.

Based on our level of participation, our convertible notes provided for a multiple of 12 times our funded commitment at redemption.

We concluded that these convertible notes represented available-for-sale debt securities as we did not intend to sell the notes and believed that it was likely we would not be required to sell them before redemption.

As a result of our participation in the recapitalization, our shares of Ascend Series D Preferred Stock converted into common stock on a 1 :1 basis.

The following table presents our debt securities holdings:

June 30, 2025

Unrealized Gains (1)

(in thousands)

Debt Securities

(1) Unrealized gains in our debt securities are included in the Change in unrealized gains on debt securities line item within our condensed consolidated statements of comprehensive income.

We determined the fair value of the debt securities by using a combination of market approaches and option-pricing models which utilized significant inputs not observable in active markets representing a Level 3 fair value measurement under the fair value hierarchy.

The underlying enterprise value was estimated using income and market approaches which utilized discounted cash flows and market participant values for assets in hypothetical sales scenarios.

The enterprise value was then utilized in market approach models and option-pricing models taking into account the rights and preferences of the convertible notes, expected exit scenarios as of June 30, 2025, and the volatility associated with those outcomes to arrive at a fair value.

Using the same models we used to value the debt securities on June 30, 2025, we determined that the common stock we received in the recapitalization had no value, resulting in a $ 25.0 million impairment charge included in our condensed consolidated statements of income.

The impairment represented a Level 3 fair value measurement and is included within our Other, Corporate and Elimination category.

In December 2025, Ascend issued additional convertible notes senior to our convertible notes with similar multiples which significantly lowered the likelihood of recovery of a multiple of our principal investment.

This lower likelihood of recovery of the multiple of our principal investment at redemption in addition to our lack of visibility into Ascend's financial condition and performance as of December 31, 2025, led us to conclude it was likely we would also not recover our principal investment of $ 3.0 million and fully impaired our debt securities as of December 31, 2025.

LONG-TERM DEBT

4 unchanged sentences

Revolving credit facility

Alliance Coal term loan

8.625 % Senior notes due 2029

6 unchanged sentences

On January 13, 2023, Alliance Coal, as borrower, entered into a credit agreement with various financial institutions which was amended on June 12, 2024 (the “Credit Agreement”).

The Credit Agreement provides for a $ 425.0 million revolving credit facility which includes a sublimit of $ 15.0 million for swingline borrowings and permits the issuance of letters of credit up to the full amount of the Credit Facility (the “Revolving Credit Facility”), and for a term loan in an aggregate principal amount of $ 75.0 million (the “Term Loan”).

The Revolving Credit Facility also includes an incremental facility providing for an increase of $ 100.0 million at our option subject to lenders agreeing to participate in such incremental facility.

The Credit Agreement matures on March 9, 2028, at which time the aggregate outstanding principal amount of all Revolving Credit Facility advances and all Term Loan advances are required to be repaid in full.

Interest is payable quarterly, with principal on the Term Loan due in quarterly installments equal to 6.25 % of the outstanding balance of the Term Loan on the Credit Agreement amendment date beginning with the quarter ended June 30, 2024.

The Credit Agreement is guaranteed by ARLP and certain of its subsidiaries, including the Intermediate Partnership and most of the direct and indirect subsidiaries of Alliance Coal (the “Subsidiary Guarantors”).

The Credit Agreement also is secured by substantially all of the assets of the Subsidiary Guarantors and Alliance Coal.

The Credit Agreement matures on March 9, 2028, at which time the aggregate outstanding principal amount of all Revolving Credit Facility advances and all Alliance Coal Term Loan advances are required to be repaid in full.

Interest is payable quarterly, with principal on the Alliance Coal Term Loan due in quarterly installments equal to 6.25 % of the outstanding balance of the Alliance Coal Term Loan on the Credit Agreement amendment date beginning with the quarter ended June 30, 2024.

The Credit Agreement also is secured by substantially all of the assets of the Coal Subsidiary Guarantors and Alliance Coal.

Borrowings under the Credit Agreement bear interest, at our option, at either (i) an adjusted one-month, three-month or six-month term rate based on the secured overnight financing rate published by the Federal Reserve Bank of New York, plus the applicable margin or (ii) the base rate plus the applicable margin.

The base rate is the highest of (i) the Overnight Bank Funding Rate

plus 0.50 %, (ii) the Administrative Agent’s prime rate, and (iii) the Daily Simple Secured Overnight Financing Rate plus 100 basis points.

The base rate is the highest of (i) the Overnight Bank Funding Rate plus 0.50 %, (ii) the Administrative Agent’s prime rate, and (iii) the Daily Simple Secured Overnight Financing Rate plus 100 basis points.

The applicable margin for borrowings under the Credit Agreement are determined by reference to the Consolidated Debt to Consolidated Cash Flow Ratio.

For borrowings under the Term Loan, we elected the one-month term rate, with applicable margin, which was 7.02 % as of March 31, 2026.

At March 31, 2026, we had $ 41.0 million of letters of credit outstanding with $ 384.0 million available for borrowing under the Revolving Credit Facility.

For borrowings under the Alliance Coal Term Loan, we elected the one-month term rate, with applicable margin, which was 7.23 % as of June 30, 2026.

At June 30, 2026, we had $ 41.0 million of letters of credit outstanding with $ 305.5 million available for borrowing under the Revolving Credit Facility.

We incur an annual commitment fee of 0.50 % on the undrawn portion of the Revolving Credit Facility.

4 unchanged sentences

The Credit Agreement requires us to maintain (a) a debt of Alliance Coal to cash flow ratio of not more than 1.5 to 1.0, (b) a consolidated debt of Alliance Coal and the Intermediate Partnership to cash flow ratio of not more than 2.5 to 1.0 and (c) an interest coverage ratio of not less than 3.0 to 1.0, in each case, during the four most recently ended fiscal quarters.

The debt of Alliance Coal to cash flow ratio, consolidated debt of Alliance Coal and the Intermediate Partnership to cash flow ratio, and interest coverage ratio were 0.20 to 1.0, 1.00 to 1.0 and 42.20 to 1.0, respectively, for the trailing twelve months ended March 31, 2026.

We were in compliance with the covenants of the Credit Agreement as of March 31, 2026 and anticipate remaining in compliance with the covenants.

The debt of Alliance Coal to cash flow ratio, consolidated

debt of Alliance Coal and the Intermediate Partnership to cash flow ratio, and interest coverage ratio were 0.37 to 1.0, 1.16 to 1.0 and 41.98 to 1.0, respectively, for the trailing twelve months ended June 30, 2026.

We were in compliance with the covenants of the Credit Agreement as of June 30, 2026 and anticipate remaining in compliance with the covenants.

8.625% Senior Notes due 2029

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The indenture governing the 2029 Senior Notes contains customary terms, events of default and covenants relating to, among other things, the incurrence of debt, the payment of distributions or similar restricted payments, undertaking transactions with affiliates and limitations on asset sales.

At any time prior to June 15, 2026, the issuers may redeem up to 35 % of the aggregate principal amount of the 2029 Senior Notes at a redemption price equal to 108.625 % of the principal amount redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, with an amount of cash not greater than the net proceeds from one or more equity offerings.

The issuers may also redeem all or a part of the 2029 Senior Notes at any time on or after June 15, 2026, at the redemption prices set forth in the indenture, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.

At any time prior to June 15, 2026, the issuers may redeem the 2029 Senior Notes at a redemption price equal to the principal amount plus a “make-whole” premium, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.

In addition, if prior to June 15, 2026, a Specified Minerals Disposition (as defined in the indenture governing the 2029 Senior Notes and which involves oil and gas mineral interests) occurs, the issuers will be required to make an offer to purchase up to 40 % of the aggregate principal amount of 2029 Senior Notes then outstanding at an offer price in cash in an amount equal to 108.625 % of the principal amount thereof, plus accrued and unpaid interest, if any, to the date of purchase.

The issuers may redeem all or a part of the 2029 Senior Notes at any time at the redemption prices set forth in the indenture, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.

Accounts Receivable Securitization

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The Securitization Facility bears interest based on a short-term bank yield index.

On March 31, 2026, we had $ 11.7 million of letters of credit outstanding with $ 18.3 million available for borrowing under the Securitization Facility.

On June 30, 2026, we had $ 11.7 million of letters of credit outstanding with $ 7.3 million available for borrowing under the Securitization Facility.

The agreement governing the Securitization Facility contains customary terms and conditions, including limitations with regards to certain customer credit ratings.

In January 2026, we extended the term of the Securitization Facility to January 2027.

At March 31, 2026, we had a $ 45.0 million outstanding balance under the Securitization Facility.

At June 30, 2026, we had a $ 56.0 million outstanding balance under the Securitization Facility.

February 2024 Equipment Financing

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Craft III Foundation, to prepay all unpaid purchase price installments (together with accrued and unpaid interest thereon) at any time without penalty or premium.

As of March 31, 2026, we had a $ 5.9 million outstanding balance under this arrangement.

As of June 30, 2026, we had a $ 5.9 million outstanding balance under this arrangement.

Alliance Minerals Term Loan

On July 1, 2026 , Alliance Minerals, as borrower, entered into a term loan for an aggregate principal amount of $ 150.0 million (the "Alliance Minerals Term Loan") with Truist Bank, who is acting as administrative agent.

The Alliance Minerals Term Loan matures on January 1, 2028 , at which time the aggregate outstanding principal amount of the Alliance Minerals Term Loan is required to be repaid in full.

Interest is payable no less frequently than quarterly, with principal payments of $ 18.75 million due quarterly beginning with the quarter ending September 30, 2026 .

The Alliance Minerals Term Loan is guaranteed by ARLP, our Intermediate Partnership, certain of Alliance Minerals’ direct and indirect subsidiaries, and AllRoy GP, LLC and its subsidiaries (the "Minerals Subsidiary Guarantors").

The Alliance Minerals Term Loan also is secured by the equity interests in and personal property of Alliance Minerals and the Minerals Subsidiary Guarantors, and by the equity interests of Alliance Minerals and the Minerals Subsidiary Guarantors in the ARLP Partnership’s other oil & gas mineral entities.

Borrowings under the Alliance Minerals Term Loan bear interest, at our option, at either (i) an adjusted one-month, three-month or six-month term rate based on the secured overnight financing rate published by the Federal Reserve Bank of New York plus the applicable margin or (ii) the base rate plus the applicable margin.

The base rate is the highest of (i) the Administrative Agent’s prime rate, (ii) the Federal Funds Rate plus 0.50 %, (iii) term secured overnight financing rate for an interest period of one month, plus 1.0 % and (iv) zero percent.

The applicable margin for borrowings under the Alliance Minerals Term Loan is determined by reference to the principal amount outstanding.

The Alliance Minerals Term Loan contains various restrictive covenants applicable to Alliance Minerals and its subsidiaries, including limitations on indebtedness, liens, asset sales, investments, mergers and consolidations, and affiliate transactions, in each case subject to customary exceptions.

In addition, the restrictions provide an aggregate limit of $ 575.0 million Notes Indebtedness as such term is defined in the Alliance Minerals Term Loan at our Intermediate Partnership.

The Alliance Minerals Term Loan requires us to maintain (a) total consolidated secured debt of Alliance Minerals to consolidated EBITDA of Alliance Minerals ratio of not more than 2.0 to 1.0, and (b) a total consolidated debt of Alliance Minerals to consolidated Alliance Minerals cash flow ratio of not more than 2.5 to 1.0, during the four most recently ended fiscal quarters.

WORKERS’ COMPENSATION AND PNEUMOCONIOSIS

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Three Months Ended

Six Months Ended

(in thousands)

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Interest accretion

Valuation loss (gain) (1)

Ending balance

(1) Our estimate of the liability for the present value of current workers′ compensation benefits is based on our actuarial calculations.

Our actuarial calculations are based on a blend of actuarial projection methods and numerous assumptions including claims development patterns, mortality, medical costs and interest rates.

The valuation gain in 2026 is due to an increase in the discount rate from 4.78 % on December 31, 2025 to 5.10 % on June 30, 2026.

The valuation loss in 2025 is due to a decrease in the discount rate from 5.17 % on December 31, 2024 to 4.92 % on June 30, 2025.

We limit our exposure to traumatic injury claims by purchasing a high deductible insurance policy that starts paying benefits after deductibles for a claim have been met.

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Our workers’ compensation liability above is presented on a gross basis and does not include our expected receivables from our insurance policy.

Our receivables for traumatic injury claims under this policy as of March 31, 2026 are $ 4.1 million and are included in Other long-term assets on our condensed consolidated balance sheet.

Our receivables for traumatic injury claims under this policy as of June 30, 2026 are $ 4.1 million and are included in Other long-term assets on our condensed consolidated balance sheet.

Certain of our mine operating entities are liable under state statutes and the Federal Coal Mine Health and Safety Act of 1969, as amended, to pay pneumoconiosis, or black lung, benefits to eligible employees and former employees and their dependents.

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Three Months Ended

Six Months Ended

(in thousands)

Interest cost (1)

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Three Months Ended

Six Months Ended

(in thousands)

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February 13, 2026

May 15, 2026 (1)

(1) On April 27, 2026, we declared this quarterly distribution payable on May 15, 2026 to all unitholders of record as of May 8, 2026.

August 14, 2026 (1)

(1) On July 27, 2026, we declared this quarterly distribution payable on August 14, 2026 to all unitholders of record as of August 7, 2026.

Change in Partners’ Capital

The following tables present the quarterly change in Partners' Capital for the three months ended March 31, 2026 and 2025:

The following tables present the quarterly change in Partners' Capital for the three and six months ended June 30, 2026 and 2025:

Limited Partner

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Balance at March 31, 2026

Comprehensive income:

Other comprehensive income

Total comprehensive income

Common unit-based compensation

Distributions on deferred common unit-based compensation

Distributions from consolidated company to noncontrolling interest

Distributions to Partners

Balance at June 30, 2026

Limited Partner

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Balance at March 31, 2025

Comprehensive income:

Other comprehensive income

Total comprehensive income

Common unit-based compensation

Distributions on deferred common unit-based compensation

Distributions from consolidated company to noncontrolling interest

Distributions to Partners

Balance at June 30, 2025

COMMON UNIT-BASED COMPENSATION PLAN

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Non-vested grants at January 1, 2026

Non-vested grants at March 31, 2026

Non-vested grants at June 30, 2026

(1) The restricted units granted during 2026 have certain minimum-value guarantees per unit, regardless of whether the awards vest.

(2) During the three months ended March 31, 2026, we issued 230,777 unrestricted common units to the LTIP participants.

(2) During the six months ended June 30, 2026, we issued 230,777 unrestricted common units to the LTIP participants.

The remaining vested units were withheld to satisfy tax withholdings.

LTIP expense for grants of restricted units was $ 1.7 million and $ 2.0 million for the three months ended March 31, 2026 and 2025, respectively.

The total obligation associated with LTIP grants of restricted units as of March 31, 2026 was $ 9.9 million and is included in the partners’ capital Limited partners-common unitholders line item on our condensed consolidated balance sheets.

As of March 31, 2026, there was $ 16.6 million in total unrecognized compensation expense related to the non-vested LTIP restricted unit grants that are expected to vest.

LTIP expense for grants of restricted units was $ 2.3 million for each of the three months ended June 30, 2026 and 2025 and $ 4.0 million and $ 4.2 million for the six months ended June 30, 2026 and 2025, respectively.

The total obligation associated with LTIP grants of restricted units as of June 30, 2026 was $ 12.2 million and is included in the partners’ capital Limited partners-common unitholders line item on our condensed consolidated balance sheets.

As of June 30, 2026, there was $ 15.1 million in total unrecognized compensation expense related to the non-vested LTIP restricted unit grants that are expected to vest.

That expense is expected to be recognized over a weighted-average period of 1.5 years.

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(in thousands)

Three Months Ended March 31, 2026

Three Months Ended June 30, 2026

Oil & gas royalties

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Total revenues

Three Months Ended March 31, 2025

Three Months Ended June 30, 2025

Oil & gas royalties

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Total revenues

Six Months Ended June 30, 2026

Oil & gas royalties

Coal royalties

Transportation revenues

Other revenues

Total revenues

Six Months Ended June 30, 2025

Oil & gas royalties

Coal royalties

Transportation revenues

Other revenues

Total revenues

The following table illustrates the beginning and ending balances of our trade receivables:

Three Months Ended

Six Months Ended

(in thousands)

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Ending balance

The following table illustrates the amount of our transaction price for all coal supply contracts allocated to performance obligations that are unsatisfied or partially unsatisfied as of March 31, 2026 and disaggregated by segment and contract duration.

The following table illustrates the amount of our transaction price for all coal supply contracts allocated to performance obligations that are unsatisfied or partially unsatisfied as of June 30, 2026 and disaggregated by segment and contract duration.

(in thousands)

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See Note 10 – Long-Term Debt for more information on the installment purchase arrangement.

Contribution and Exchange Agreements

In connection with the AllDale III & IV Acquisition on July 1, 2026 as discussed in Note 1 – Organization and Presentation, the ARLP Partnership entered into Contribution and Exchange Agreements with the related parties who held general and limited partner interests in AllDale III & IV prior to the AllDale III & IV Acquisition and the related parties who acquired limited partner interests in AllDale III (collectively the “Craft Related Parties”).

Pursuant to the Contribution and Exchange Agreements, the parties effected a series of coordinated transactions to restructure the ownership and governance of AllDale III & IV, including exchanging the existing general partner interests held by Alliance Minerals and certain Craft Related Parties for limited partner interests in AllDale III & IV, eliminating the pre-existing profits interests attributable to those general partner interests and assigning the non-economic general partner interests to AllRoy GP, LLC, a wholly owned subsidiary of the ARLP Partnership.

Following the closing, we hold 100 % of the non-economic general partner interests in AllDale III & IV, a 46.92 % limited partner interest in AllDale III, and a 78.57 % limited partner interest in AllDale IV while the Craft Related Parties hold a 53.08 % limited partner interest in AllDale III and a 21.43 % limited parter interest in AllDale IV.

Components of income tax expense are as follows:

Three Months Ended

Six Months Ended

(in thousands)

Income tax expense (benefit)

The effective income tax rates for our income tax expense for the three months ended March 31, 2026 and 2025 are less than the federal statutory rate, primarily due to the portion of income not subject to income taxes.

Income tax expense

The effective income tax rates for our income tax expense for the three and six months ended June 30, 2026 and 2025 are less than the federal statutory rate, primarily due to the portion of income not subject to income taxes.

Our 2020 through 2025 tax years remain open to examination by tax authorities, and lower-tier partnership income tax returns for the tax years ended December 31, 2020 and 2021 are being audited by the Internal Revenue Service.

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Three Months Ended

Six Months Ended

(in thousands, except per unit data)

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Distributions to participating securities

Undistributed earnings attributable to participating securities

Net income attributable to ARLP available to limited partners

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Diluted EPU excludes all potentially dilutive units calculated under the treasury stock method if their effect is anti-dilutive.

For the three months ended March 31, 2026 and 2025, participating securities of 648 and 817 , respectively, were considered anti-dilutive under the treasury stock method.

For the three and six months ended June 30, 2026, participating securities of 495 and 582 , respectively, were considered anti-dilutive under the treasury stock method.

For the three and six months ended June

30, 2025, participating securities of 605 and 715 , respectively, were considered anti-dilutive under the treasury stock method.

SEGMENT INFORMATION

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The two coal operations reportable segments include seven mining complexes operating in Illinois, Indiana, Kentucky, Maryland, Pennsylvania, and West Virginia and a coal loading terminal on the Ohio River in Indiana.

Our Oil & Gas Royalties reportable segment includes our oil & gas mineral interests which are located primarily in the Permian (Delaware and Midland), Anadarko (SCOOP/STACK) and Williston (Bakken) basins.

Our Oil & Gas Royalties reportable segment includes our oil & gas mineral interests which are located primarily across premier basins and resource plays including the Permian, Anadarko, Bakken, and after the AllDale III & IV Acquisition on July 1, 2026, Haynesville.

The operations within our Oil & Gas Royalties reportable segment primarily include receiving royalties and lease bonuses for our oil & gas mineral interests.

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The Appalachia Coal Operations reportable segment includes (a) the Mettiki mining complex, (b) the Tunnel Ridge, LLC mining complex and (c) the MC Mining, LLC mining complex.

The Oil & Gas Royalties reportable segment includes oil & gas mineral interests held by Alliance Minerals through its consolidated subsidiaries as well as equity interests held in AllDale III (Note 3 – Variable Interest Entities).

The Oil & Gas Royalties reportable segment includes oil & gas mineral interests held by Alliance Minerals through its consolidated subsidiaries and prior to the AllDale III & IV Acquisition on July 1, 2026, our equity method investment in AllDale III.

See Note 3 – Variable Interest Entities and Note 4 – Acquisitions for more information.

The Coal Royalties reportable segment includes coal mineral reserves and resources owned or leased by Alliance Resource Properties that are (a) leased to certain of our mining complexes in the Illinois Basin and Appalachia Basin or (b) located near our operations and external mining operations.

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(in thousands)

Three Months Ended March 31, 2026

Three Months Ended June 30, 2026

Revenues - Outside

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Segment Adjusted EBITDA (4)

Capital expenditures (6)

Three Months Ended June 30, 2025

Revenues - Outside

Revenues - Intercompany

Total revenues (1)

Segment Adjusted EBITDA Expense (2)

Transportation expenses

Other segment items (3)

Segment Adjusted EBITDA (4)

Capital expenditures (6)

Six Months Ended June 30, 2026

Revenues - Outside

Revenues - Intercompany

Total revenues (1)

Segment Adjusted EBITDA Expense (2)

Transportation expenses

Other segment items (3)

Segment Adjusted EBITDA (4)

Total assets (5)

Capital expenditures (6)

Three Months Ended March 31, 2025

Six Months Ended June 30, 2025

Revenues - Outside

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Three Months Ended

Six Months Ended

(in thousands)

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(2) Segment Adjusted EBITDA Expense includes operating expenses, coal purchases, if applicable, and other income or expense as adjusted to remove certain items from operating expenses that we characterize as unrepresentative of our ongoing operations.

Segment Adjusted EBITDA Expense is used as a financial measure by our management to assess

the operating performance of our segments.

Segment Adjusted EBITDA Expense is used as a financial measure by our management to assess the operating performance of our segments.

Segment Adjusted EBITDA Expense is a key component of Segment Adjusted EBITDA in addition to coal sales, royalty revenues and other revenues.

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Three Months Ended

Six Months Ended

(in thousands)

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Change in fair value of digital assets

Impairment loss on investments

Noncontrolling interest

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Total consolidated assets

(6) Capital expenditures exclude $ 16.2 million paid towards oil & gas reserve acquisitions for the three months ended March 31, 2026.

(6) Capital expenditures excludes $ 15.1 million and $ 31.3 million paid towards oil & gas reserve acquisitions for the three and six months ended June 30, 2026, respectively, and $ 2.7 million paid towards oil & gas reserve acquisitions for the six months ended June 30, 2025.

Three Months Ended

Six Months Ended

(in thousands)

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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.

What changed 10-Q

Item 1. Financial Statements