Item 4. Controls and Procedures
ITEM 4. CONTROLS AND PROCEDURES
We maintain controls and procedures designed to provide reasonable assurance that information required to be disclosed in the reports we file with the Securities and Exchange Commission ("SEC") is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure. As required by Rule 13a-15(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), we have evaluated, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) or Rule 15d-15(e) of the Exchange Act) as of September 30, 2020. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that these controls and procedures are effective as of September 30, 2020.
During the quarterly period ended September 30, 2020, there have not been any changes in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) identified in connection with this evaluation
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(including changes as a result of remote work arrangements, staggered shift practices, personnel changes and other responses to the COVID-19 pandemic) that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. During this period, we completed our evaluation and integration of the internal controls and processes of the mineral interests acquired in the Wing Acquisition.
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FORWARD-LOOKING STATEMENTS
Certain statements and information in this Quarterly Report on Form 10-Q may constitute "forward-looking statements." These statements are based on our beliefs as well as assumptions made by, and information currently available to, us. When used in this document, the words "anticipate," "believe," "continue," "estimate," "expect," "forecast," "may," "project," "will," and similar expressions identify forward-looking statements. Without limiting the foregoing, all statements relating to our future outlook, the potential impacts of the COVID-19 pandemic on our business operations, anticipated capital expenditures, future cash flows and borrowings and sources of funding are forward-looking statements. These statements reflect our current views with respect to future events and are subject to numerous assumptions that we believe are reasonable, but are open to a wide range of uncertainties and business risks, and actual results may differ materially from those discussed in these statements. Among the factors that could cause actual results to differ from those in the forward-looking statements are:
● decline in the coal industry's share of electricity generation, including as a result of environmental concerns related to coal mining and combustion and the cost and perceived benefits of other sources of electricity and fuels, such as oil & gas, nuclear energy, and renewable fuels;
● changing global economic conditions or in industries in which our customers operate;
● changes in coal prices and/or oil & gas prices, demand and availability which could affect our operating results and cash flows;
● actions of the major oil producing countries with respect to oil production volumes and prices may have direct and indirect impacts over the near and long term on oil & gas exploration and production operations at the properties in which we hold mineral interests;
● the severity, magnitude and duration of the COVID-19 pandemic, including impacts of the pandemic and of businesses ' and governments ' responses to the pandemic on our operations and personnel, and on demand for coal, oil and natural gas, the financial condition of our customers and suppliers, available liquidity and credit sources and broader economic disruption that is evolving;
● changes in macroeconomic and market conditions and market volatility arising from the COVID-19 pandemic, including coal, oil, natural gas and natural gas liquids prices, and the impact of such changes and volatility on our financial position;
● changes in competition in domestic and international coal markets and our ability to respond to such changes;
● potential shut-ins of production by operators of the properties in which we hold mineral interests due to lack of downstream demand or storage capacity;
● risks associated with the expansion of our operations and properties;
● our ability to identify and complete acquisitions;
● dependence on significant customer contracts, including renewing existing contracts upon expiration;
● adjustments made in price, volume, or terms to existing coal supply agreements;
● recent action and the possibility of future action on trade made by United States and foreign governments;
● the effect of new tariffs and other trade measures;
● legislation, regulations, and court decisions and interpretations thereof, both domestic and foreign, including those relating to the environment and the release of greenhouse gases, mining, miner health and safety, hydraulic fracturing, and health care;
● deregulation of the electric utility industry or the effects of any adverse change in the coal industry, electric utility industry, or general economic conditions;
● liquidity constraints, including those resulting from any future unavailability of financing;
● customer bankruptcies, cancellations or breaches to existing contracts, or other failures to perform;
● customer delays, failure to take coal under contracts or defaults in making payments;
● our productivity levels and margins earned on our coal sales;
● disruptions to oil & gas exploration and production operations at the properties in which we hold mineral interests;
● changes in raw material costs;
● changes in the availability of skilled labor;
● our ability to maintain satisfactory relations with our employees;
● increases in labor costs including costs of health insurance and taxes resulting from the Affordable Care Act, adverse changes in work rules, or cash payments or projections associated with workers' compensation claims;
● increases in transportation costs and risk of transportation delays or interruptions;
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● operational interruptions due to geologic, permitting, labor, weather-related or other factors;
● risks associated with major mine-related accidents, mine fires, mine floods or other interruptions;
● results of litigation, including claims not yet asserted;
● foreign currency fluctuations that could adversely affect the competitiveness of our coal abroad;
● difficulty maintaining our surety bonds for mine reclamation as well as workers' compensation and black lung benefits;
● difficulty in making accurate assumptions and projections regarding post-mine reclamation as well as pension, black lung benefits, and other post-retirement benefit liabilities;
● uncertainties in estimating and replacing our coal reserves;
● uncertainties in estimating and replacing our oil & gas reserves;
● uncertainties in the amount of oil & gas production due to the level of drilling and completion activity by the operators of our oil & gas properties;
● the impact of current and potential changes to federal or state tax rules and regulations, including a loss or reduction of benefits from certain tax deductions and credits;
● difficulty obtaining commercial property insurance, and risks associated with our participation in the commercial insurance property program;
● evolving cybersecurity risks, such as those involving unauthorized access, denial-of-service attacks, malicious software, data privacy breaches by employees, insiders or others with authorized access, cyber or phishing-attacks, ransomware, malware, social engineering, physical breaches or other actions;
● difficulty in making accurate assumptions and projections regarding future revenues and costs associated with equity investments in companies we do not control; and
● other factors, including those discussed in "Item 1A. Risk Factors" and "Item 3. Legal Proceedings" in our Annual Report on Form 10-K for the year ended December 31, 2019 and in "Part II - Item 1A. Risk Factors" in our Form 10-Q for the quarterly period ended March 31, 2020.
If one or more of these or other risks or uncertainties materialize, or should underlying assumptions prove incorrect, our actual results may differ materially from those described in any forward-looking statement. When considering forward-looking statements, you should also keep in mind the risk factors described in "Item 1A. Risk Factors" below. These risk factors could also cause our actual results to differ materially from those contained in any forward-looking statement. We disclaim any obligation to update the above list or to announce publicly the result of any revisions to any of the forward-looking statements to reflect future events or developments.
You should consider the information above when reading or considering any forward-looking statements contained in:
● this Quarterly Report on Form 10-Q;
● other reports filed by us with the SEC;
● our press releases;
● our website http://www.arlp.com ; and
● written or oral statements made by us or any of our officers or other authorized persons acting on our behalf.
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PART II
OTHER INFORMATION
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.