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Item 1A. Risk Factors

2021-02-23 compared with 2020-02-20 · 488 added, 377 removed, 373 unchanged (70% of the section changed)

Summary Risk Factors

Our business is subject to a number of risks, including risks that could prevent us from achieving our business objectives or could adversely affect our business, financial condition, results of operations, cash flows, and prospects.

These risks are discussed more fully below and include, but are not limited to, risks related to:

Risks Inherent in an Investment in Us

Cash distributions are not guaranteed and may fluctuate with our performance and other external factors.

The amount of cash we can distribute to holders of our common units or other partnership securities each quarter principally depends on the amount of cash we generate from our operations, which will fluctuate from quarter to quarter based on, among other things:

● Cash distributions are not guaranteed

● Ownership of limited partner interests could be diluted

● Sales of our common units could cause decline of the market price of our common units

● Increase in interest rates could cause decline of the market price of our common units

● The credit risk of our general partner could adversely impact us

● Our unitholders do not elect the general partner

● The control of our general partner may be transferred to a third party

● Unitholders may be required to sell their units to our general partner

● Cost reimbursements due to our general partner could be substantial

● Your liability as a limited partner may not be limited under certain circumstances

● Our general partner's fiduciary duties are limited

● Our general partner has discretion in determining the level of cash reserves

● Our general partner has potential conflicts of interest

● Some executive officers and directors face potential conflicts of interest

● ESG scores could adversely impact our securities

Risks Related to Our Business

● Declining global economic conditions could adversely impact us

● Material adverse effects on our financial condition as a result of the COVID-19 pandemic or future pandemic outbreaks could adversely impact us

● Financing may not be available to us on favorable terms or at all

● Our indebtedness could adversely impact us

● We depend upon the leadership of key personnel

● Legal proceedings could adversely impact us

● Our customers may not honor their contracts or may not enter into new contracts for our products

● Some of our contracts may be renegotiated or terminated

● We depend upon a few customers for significant portions of our revenues

● The credit risk of our customers could adversely impact us

● Cyber or terrorist attacks could adversely impact us

● Establishment of labor unions at our operations could adversely affect our profitability

Risks Related to Our Industries

● Changes in coal prices and/or oil & gas prices could impact our results of operations

● Competition within the coal industry could adversely affect our ability to sell coal

● Changes in taxes or tariffs and trade measures could adversely impact us

● Changes in consumption patterns by utilities could affect our ability to sell coal and/or impact the price of our natural gas

● Tort claims based on climate change

● Litigation resulting from disputes with customers could result in costs and liabilities

● Unanticipated mine operating conditions could affect our profitability

● Inability to obtain and renew permits necessary for operations could limit our ability to continue or expand our operations

● Fluctuations in transportation costs and availability could reduce demand for our products

● Unavailability of economic coal reserves could limit our ability to continue or expand our operations

● Estimates of our coal reserves could be inaccurate and could result in decreased profitability

● Coal mining in certain areas could be difficult and involve regulatory constraints which could impact our operations

● Extensive environmental laws and regulations could reduce demand for coal as a fuel source

● Legislative and regulatory compliance is costly

● Legislative and regulatory compliance could impact our minerals segment

● Legislative and regulatory initiatives relating to hydraulic fracturing could impact our mineral interests

● Legislative and regulatory initiatives relating to address seismic activity could impact our minerals segment

● Legislative and regulatory initiatives relating to climate change could impact demand for our products

● Mine facilities located in a leased portion of the surface properties which introduces a risk of disruption to our operations

● Unexpected increases in raw material costs could impact the profitability of our operations

● Inability to acquire or failure to maintain surety bonds could limit our ability to continue or expand our operations

● Dependency on unaffiliated operators to explore and drill on our oil & gas properties limits our ability to control the timing and quantity of production

● A lack of control over the timing of future drilling with respect to our mineral interests limits our ability to control the timing and quantity of production

● Delays in royalty payments and optional royalty payments could impact our minerals segment

● Suspension of right to receive royalty payments could impact our minerals segment

● Estimates of our oil & gas reserves could be inaccurate and could result in decreased profitability

● Uncertainties involved in drilling for and producing oil & gas could impact our minerals segment

● Availability of transportation and facilities for the products could impact our minerals segment

● Lack of hedging arrangements exposes us to the impact of commodity prices

● Expansions and acquisitions have inherent risks that could adversely impact us

● Integration of expansions or acquisitions have inherent risks that could adversely impact us

● Inability to obtain commercial insurance at acceptable rates could have a negative impact on our business

Tax Risks to Our Common Unitholders

● Our tax treatment depends on our status as a partnership for federal income tax purposes, and not being subject to a material amount of entity-level taxation.

Our cash available for distribution to unitholders may be substantially reduced if we become subject to entity-level taxation as a result of the Internal Revenue Service ("IRS") treating us as a corporation or legislative, judicial or administrative changes, and may also be reduced by any audit adjustments if imposed directly on the Partnership.

● Even if unitholders do not receive any cash distributions from us, unitholders will be required to pay taxes on their share of our taxable income.

A unitholder's share of our taxable income may be increased as a result of the IRS successfully contesting any of the federal income tax positions we take.

● Tax gain or loss on the disposition of our units could be more than expected and create tax liabilities for our unitholders

● Limitation on unitholders ability to deduct interest expense incurred by us could create tax liabilities for our unitholders

● Tax Exempt entities and non-United States unitholders face unique tax issues from owning our common units that may result in adverse tax consequences to them

● IRS challenging our allocation of depreciation and amortization deductions could cause adverse tax consequences

● IRS challenging methods of prorating items of income, gain, loss and deduction could cause adverse tax consequences

● Tax treatment as a partner for unitholders subject to securities loan could cause adverse tax consequences

● Certain federal income tax deductions currently available with respect to coal mining and production may be eliminated as a result of future legislation.

● Unitholders could be subject to state and local taxes and income tax return filing due to their status as a unitholder

Risks Inherent in an Investment in Us

Cash distributions to unitholders are not guaranteed.

Our Board of Directors suspended cash distributions to unitholders beginning with the quarter ended March 31, 2020.

The payment and amount of any future distribution will be subject to the sole discretion of our Board of Directors and will

depend upon many factors, including our financial condition and prospects, our capital requirements and access to financing, covenants associated with our debt obligations, and other factors that our Board of Directors may deem relevant, and there can be no assurance that we will pay a distribution in the future.

The amount of cash we can distribute to holders of our common units or other partnership securities each quarter principally depends on the amount of cash we generate from our operations, which fluctuates from quarter to quarter based on, among other things:

● the amount of coal and oil & gas produced from our properties;

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● the level of our capital expenditures;

● the cost of acquisitions and investments, including unit repurchases;

● the cost of acquisitions and investments;

● our debt service requirements and restrictions on distributions contained in our current or future debt agreements;

● fluctuations in our working capital needs;

● the amount of revenues we generate from our oil & gas mineral interests;

● unavailability of financing resulting in unanticipated liquidity constraints;

● our ability to borrow under our credit agreement to make distributions to our unitholders;

● the amount, if any, of cash reserves established by our general partner, in its discretion, for the proper conduct of our business.

Because of these and other factors, we may not have sufficient available cash to pay a specific level of cash distributions to our unitholders.

Because of these and other factors, we may not have sufficient available cash to pay cash distributions to our unitholders.

Furthermore, the amount of cash we have available for distribution depends primarily upon our cash flow, including cash flow from financial reserves and working capital borrowing, and is not solely a function of profitability, which will be affected by non-cash items.

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for further discussion of restrictions on the cash available for distribution.

We may issue an unlimited number of limited partner interests, on terms and conditions established by our general partner, without the consent of our unitholders, which will dilute your ownership interest in us and may increase the risk that we will not have sufficient available cash to maintain or increase our per unit distribution level.

We may issue an unlimited number of limited partner interests, on terms and conditions established by our general partner, without the consent of our unitholders, which will dilute your ownership interest in us and could increase the risk that we will not have sufficient available cash to make distributions.

The issuance by us of additional common units or other equity securities of equal or senior rank will have the following effects:

● our unitholders ' proportionate ownership interest in us will decrease;

● the amount of cash available for distribution on each unit may decrease;

● the relative voting strength of each previously outstanding unit may be diminished;

● the ratio of taxable income to distributions may increase;

● the market price of our common units may decline.

● the amount of cash available for distribution on each unit could decrease;

● the relative voting strength of each previously outstanding unit could be diminished;

● the ratio of taxable income to distributions could increase;

● the market price of our common units could decline.

The market price of our common units could be adversely affected by sales of substantial amounts of our common units in the public markets, including sales by our existing unitholders.

The sale or disposition of a substantial number of our common units by our existing unitholders in the public markets could have a material adverse effect on the price of our common units or could impair our ability to obtain capital through an offering of equity securities.

We do not know whether any such sales would be made in the public market or in private placements, nor do we know what impact such potential or actual sales would have on our unit price in the future.

An increase in interest rates may cause the market price of our common units to decline.

We do not know whether any such sales would be made in the public market or private placements, nor do we know what impact such potential or actual sales would have on our unit price in the future.

An increase in interest rates could cause the market price of our common units to decline.

Like all equity investments, an investment in our common units is subject to certain risks.

In exchange for accepting these risks, investors may expect to receive a higher rate of return than would otherwise be obtainable from lower-risk investments.

Accordingly, as interest rates rise, the ability of investors to obtain higher risk-adjusted rates of return by purchasing government-backed debt securities may cause a corresponding decline in demand for riskier investments generally, including yield-based equity investments such as publicly traded limited partnership interests.

Reduced demand for our common units resulting from investors seeking other more favorable investment opportunities may cause the trading price of our common units to decline.

Accordingly, as interest rates rise, the ability of investors to obtain higher risk-adjusted rates of return by purchasing government-backed debt securities could cause a corresponding decline in demand for riskier investments generally, including yield-based equity investments such as publicly traded limited partnership interests.

Reduced demand for our common units resulting from investors seeking other more favorable investment opportunities could cause the trading price of our common units to decline.

The credit and risk profile of our general partner and its owners could adversely affect our credit ratings and profile.

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Unlike the holders of common stock in a corporation, our unitholders have only limited voting rights on matters affecting our business and, therefore, limited ability to influence management's decisions regarding our business.

Unitholders did not elect our general partner and will have no right to elect our general partner on an annual or other continuing basis.

In addition, if our unitholders are dissatisfied with the performance of our general partner, they will have little ability to remove our general partner.

Unitholders did not elect our general partner and will have no right to elect our general partner on annual or other continuing bases.

If our unitholders are dissatisfied with the performance of our general partner, they will have little ability to remove our general partner.

Our general partner may not be removed except upon the vote of the holders of at least 66.7% of our outstanding units.

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The control of our general partner may be transferred to a third party without unitholder consent.

Our general partner may transfer its general partner interest in us to a third party in a merger or in a sale of its equity securities without the consent of our unitholders.

Furthermore, there is no restriction in the partnership agreement on the ability of the members of our general partner to sell or transfer all or part of their ownership interest in our general partner

to a third party.

Our general partner may transfer its general partner interest in us to a third party in a merger or a sale of its equity securities without the consent of our unitholders.

The new owner or owners of our general partner would then be in a position to replace the directors and officers of our general partner and control the decisions made and actions taken by the Board of Directors and officers.

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As a consequence, a unitholder may be required to sell his common units at an undesirable time or price.

Our general partner may assign this purchase right to any of its affiliates or to us.

Cost reimbursements due to our general partner may be substantial and may reduce our ability to pay distributions to unitholders.

Prior to making any distributions to our unitholders, we will reimburse our general partner and its affiliates for all expenses they have incurred on our behalf.

The reimbursement of these expenses and the payment of these fees could adversely affect our ability to make distributions to the unitholders.

Our general partner may assign this purchase right to any of its affiliates or us.

Cost reimbursements due to our general partner could be substantial and could reduce our ability to pay distributions to unitholders.

Before making any distributions to our unitholders, we will reimburse our general partner and its affiliates for all expenses they have incurred on our behalf.

The reimbursement of these expenses and the payment of these fees could

adversely affect our ability to make distributions to the unitholders.

Our general partner has sole discretion to determine the amount of these expenses and fees.

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Financial Statements and Supplementary Data—Note 21 – Related-Party Transactions."

We depend on the leadership and involvement of Joseph W.

Craft III and other key personnel for the success of our business.

We depend on the leadership and involvement of Mr.

Craft, the Chairman, President and CEO of our general partner.

Craft has been integral to our success, due in part to his ability to identify and develop internal growth projects and accretive acquisitions, make strategic decisions, and attract and retain key personnel.

The loss of his leadership and involvement or the services of any members of our senior management team could have a material adverse effect on our business, financial condition, and results of operations.

Your liability as a limited partner may not be limited, and our unitholders may have to repay distributions or make additional contributions to us under certain circumstances.

Your liability as a limited partner may not be limited, and our unitholders could have to repay distributions or make additional contributions to us under certain circumstances.

As a limited partner in a partnership organized under Delaware law, you could be held liable for our obligations to the same extent as a general partner if you participate in the "control"

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Our general partner generally has unlimited liability for the obligations of the partnership, except for those contractual obligations of the partnership that are expressly made without recourse to our general partner.

Additionally, the limitations on the liability of holders of limited partner interests for the obligations of a limited partnership have not been clearly established in many jurisdictions.

Under certain circumstances, our unitholders may have to repay amounts wrongfully distributed to them.

Additionally, the limitations on the liability of holders of limited partner interests for the obligations of a limited partnership have not been established in many jurisdictions.

Under certain circumstances, our unitholders could have to repay amounts wrongfully distributed to them.

Under Delaware law, we may not make a distribution to our unitholders if the distribution would cause our liabilities to exceed the fair value of our assets.

Delaware law provides that for a period of three years from the date of the impermissible distribution, partners who received the distribution and who knew at the time of the distribution that it violated Delaware law will be liable to the partnership for the distribution amount.

Delaware law provides that for three years from the date of the impermissible distribution, partners who received the distribution and who knew at the time of the distribution that it violated Delaware law will be liable to the partnership for the distribution amount.

Liabilities to partners on account of their partnership interest and liabilities that are non-recourse to the partnership are not counted for purposes of determining whether a distribution is permitted.

Our partnership agreement limits our general partner ' s fiduciary duties to our unitholders and restricts the remedies available to unitholders for actions taken by our general partner that might otherwise constitute breaches of fiduciary duty.

Our partnership agreement contains provisions that waive or consent to conduct by our general partner and its affiliates and which reduce the obligations to which our general partner would otherwise be held by state-law fiduciary duty

Our partnership agreement limits our general partner ' s fiduciary duties to our unitholders and restricts the remedies available to unitholders for actions taken by our general partner that may otherwise constitute breaches of fiduciary duty.

The following is a summary of the material restrictions contained in our partnership agreement on the fiduciary duties owed by our general partner to the limited partners.

Our partnership agreement:

● permits our general partner to make a number of decisions in its "sole discretion."

● permits our general partner to make many decisions in its "sole discretion."

This entitles our general partner to consider only the interests and factors that it desires, and it has no duty or obligation to give any consideration to any interest of, or factors affecting, us, our affiliates, or any limited partner;

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Unless our general partner has acted in bad faith, the action taken by our general partner shall not constitute a breach of its fiduciary duty;

● provides that our general partner and our officers and directors will not be liable for monetary damages to us, our limited partners or assignees for errors of judgment or for any acts or omissions if our general partner and those other persons acted in good faith.

In becoming a limited partner of our partnership, a common unitholder is bound by the provisions in the partnership agreement, including the provisions discussed above.

Some of our executive officers and directors face potential conflicts of interest in managing our business.

Certain of our executive officers and directors are also officers and/or directors of AGP.

These relationships may create conflicts of interest regarding corporate opportunities and other matters.

The resolution of any such conflicts may not always be in our or our unitholders' best interests.

These officers and directors face potential conflicts regarding the allocation of their time, which may adversely affect our business, results of operations, and financial condition.

● provides that our general partner and our officers and directors will not be liable for monetary damages to us, our limited partners, or assignees for errors of judgment or any acts or omissions if our general partner and those other persons acted in good faith.

All limited partners are bound by the provisions in the partnership agreement, including the provisions discussed above.

Our general partner's discretion in determining the level of cash reserves may adversely affect our ability to make cash distributions to our unitholders.

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These cash reserves will affect the amount of cash available for distribution to unitholders.

Our general partner has conflicts of interest and limited fiduciary responsibilities, which may permit our general partner to favor their own interests to the detriment of our unitholders.

Our general partner has conflicts of interest and limited fiduciary responsibilities, which may permit our general partner to favor their interests to the detriment of our unitholders.

Conflicts of interest could arise in the future as a result of relationships between our general partner and its affiliates, on the one hand, and us, on the other hand.

As a result of these conflicts our general partner may favor its own interests and those of its affiliates over the interests of our unitholders.

As a result of these conflicts, our general partner may favor its interests and those of its affiliates over the interests of our unitholders.

The nature of these conflicts includes the following considerations:

● Remedies available to our unitholders for actions that might, without the limitations, constitute breaches of fiduciary duty are limited.

Unitholders are deemed to have consented to some actions and conflicts of interest that might otherwise be deemed a breach of fiduciary or other duties under applicable state law.

● Remedies available to our unitholders for actions that, without the limitations, could constitute breaches of fiduciary duty are limited.

Unitholders are deemed to have consented to some actions and conflicts of interest that could otherwise be deemed a breach of fiduciary or other duties under applicable state law.

● Our general partner is allowed to take into account the interests of parties in addition to us in resolving conflicts of interest, thereby limiting its fiduciary duties to our unitholders.

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● Our general partner is not restricted from causing us to pay it or its affiliates for any services rendered on terms that are fair and reasonable to us or from entering into additional contractual arrangements with any of these entities on our behalf.

● In some instances, our general partner may borrow funds in order to permit the payment of distributions.

● In some instances, our general partner may direct us to borrow funds to permit the payment of distributions.

Some of our executive officers and directors face potential conflicts of interest in managing our business.

Certain of our executive officers and directors are also officers and/or directors of AGP.

These relationships could create conflicts of interest regarding corporate opportunities and other matters.

The resolution of any such conflicts may not always be in our or our unitholders' best interests.

These officers and directors face potential conflicts regarding the allocation of their time, which could adversely affect our business, results of operations, and financial condition.

Increasing attention to ESG matters may negatively impact our business, financial results and unit price.

Companies across all industries, including companies in the fossil-fuel industry, are facing increased scrutiny from stakeholders related to their ESG practices.

Companies that do not adapt or comply with evolving investor or stakeholder expectations and standards, or are perceived to have not responded appropriately to ESG issues, regardless of any legal requirement to do so, may suffer reputational damage and the business, financial condition, and/ unit price of such companies could be materially and adversely affected.

A number of advocacy groups, both domestically and internationally, have campaigned for governmental and private action to promote change at public companies related to ESG matters, including through the investment and voting practices of investment advisers, public pension funds, universities and other members of the investing community.

These activities include increasing attention to and demands for action related to climate change, promoting the use of substitutes to fossil-fuel products, encouraging the divestment of fossil-fuel equities, and pressuring lenders to limit funding to companies engaged in the extraction of fossil-fuel reserves.

These activities could increase costs, reduce demand for our coal and hydrocarbon products, reduce our profits, increase the potential for investigations and litigation, limit our choices for lenders, insurance providers and business partners, impair our brand and have negative impacts on our unit price and access to capital markets.

In addition, certain organizations that provide corporate governance and other corporate risk information to investors and unitholders have developed scores and ratings to evaluate companies and investment funds based upon ESG or "sustainability"

Currently, there are no universal standards for such scores or ratings, but consideration of sustainability evaluations is becoming more broadly accepted by investors.

Indeed, many investment funds focus on positive ESG business practices and sustainability scores when making investments, whereas other funds may use certain ESG criteria to "screen"

certain sectors, such as coal or fossil fuels more generally, out of their investments.

In addition, investors, particularly institutional investors, use these scores to benchmark companies against their peers and if a company

is perceived as lagging, these investors may engage with companies to require improved ESG disclosure or performance or sell their interests in the company, particularly if its ESG performance does not improve.

Moreover, certain members of the broader investment community may consider a company's sustainability score as a reputational or other factor in making an investment decision.

Companies in the energy industry, and in particular those focused on coal, natural gas, or oil extraction, often do not score as well under ESG assessments compared to companies in other industries.

Consequently, a low ESG or sustainability score could result in our securities, both debt and equity, being excluded from the portfolios of certain investment funds and investors, restricting our access to capital to fund our continuing operations and growth opportunities.

Risks Related to our Business

Global economic conditions or economic conditions in any of the industries in which our customers operate as well as sustained uncertainty in financial markets may have material adverse impacts on our business and financial condition that we currently cannot predict.

Global economic conditions or economic conditions in any of the industries in which our customers operate as well as sustained uncertainty in financial markets could have material adverse impacts on our business and financial condition that we currently cannot predict.

Weakness in global economic conditions or economic conditions in any of the industries we serve or in the financial markets could materially adversely affect our business and financial condition.

● the demand for electricity in the United States and globally may decline if economic conditions deteriorate, which may negatively impact the revenues, margins, and profitability of our business;

● the demand for electricity in the United States and globally could decline if economic conditions deteriorate, which could negatively impact the revenues, margins, and profitability of our business;

● any inability of our customers to raise capital could adversely affect their ability to honor their obligations to us;

● our future ability to access the capital markets may be restricted as a result of future economic conditions, which could materially impact our ability to grow our business, including development of our coal reserves.

● our future ability to access the capital markets could be restricted as a result of future economic conditions, which could materially impact our ability to grow our business, including the development of our coal reserves.

We face various risks related to pandemics and similar outbreaks, which have had and may continue to have material adverse effects on our business, financial position, results of operations, and/or cash flows.

We face a wide variety of risks related to pandemics, including the global outbreak of COVID-19.

Since first reported in late 2019, the COVID-19 pandemic has dramatically impacted the global health and economic environment, including millions of confirmed cases, business slowdowns or shutdowns, government challenges, and market volatility of an unprecedented nature.

Although we have, to date, managed to continue most of our operations, we cannot predict the future course of events nor can we assure that this global pandemic, including its economic impact, will not continue to have a material adverse impact on our business, financial position, results of operations and/or cash flows.

The COVID-19 pandemic and related economic repercussions have created significant volatility, uncertainty and turmoil in the coal and oil & gas industries.

The COVID-19 outbreak and the responsive actions to limit the spread of the virus have significantly reduced global economic activity, resulting in a decline in the demand for coal, oil, natural gas and other commodities, and negatively impacted our results of operations for 2020.

Our operations could be further impacted by the COVID-19 pandemic if significant portions of our workforce are unable to work effectively, including because of illness, quarantines, or absenteeism;

steps the company has taken to protect health and well-being;

government actions;

facility closures;

work slowdowns or stoppages;

inadequate supplies or resources (such as reliable personal protective equipment, testing, and vaccines);

or other circumstances related to COVID-19.

Looking forward, we could be unable to perform fully on our contracts, we could experience interruptions in our business and we could incur liabilities and suffer losses as a result.

We will continue to incur additional costs because of the COVID-19 outbreak, including protecting the health and well-being of our employees and as a result of impacts on operations and performance, which costs we may not be fully able to recover.

We could be subject to additional regulatory requirements, enforcement actions, and litigation, again with costs and liabilities that are not fully recoverable or insured.

The continued spread of COVID-19 could also affect our ability to hire, develop and retain our talented and diverse workforce, and to maintain our corporate culture.

The continued global pandemic, including the economic impact, is likely also to cause further disruption in our supply chain.

If our suppliers have increased challenges with their workforce (including as a result of illness, absenteeism or government orders), facility closures, access to necessary components and supplies, access to capital, and access to fundamental support services (such as shipping and transportation), they could be unable to provide the agreed-upon goods and services in a timely, compliant and cost-effective manner.

We could incur additional costs and delays in our business, including as a result of higher prices for materials and equipment and schedule delays.

As a result of the COVID-19 crisis, there may be changes in our customers' priorities and practices, as our customers in both the United States and globally confront reduced demand.

Our customers have and may continue to experience adverse effects as a result of the COVID-19 crisis which could impact their credit-worthiness or their ability to make payment for our products.

We continue to work with our stakeholders

(including customers, employees, suppliers, and local communities) to address this global pandemic responsibly.

We continue to monitor the situation, to assess further possible implications to our employees, business, supply chain, and customers, and to take certain actions to mitigate various adverse consequences.

We expect that the longer the COVID-19 pandemic, including its economic disruption, continues, the greater the adverse impact on our business operations, financial performance, and results of operations could be.

Given the tremendous uncertainties and variables, we cannot at this time predict the impact of the global COVID-19 pandemic, or any future pandemic, but any pandemic or similar outbreak could have a material adverse impact on our business, financial position, results of operations, and/or cash flows.

Growing our business could require significant amounts of financing that may not be available to us on acceptable terms, or at all.

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At times, weakness in the energy sector in general and coal, in particular, has significantly impacted access to the debt and equity capital markets.

Accordingly, our funding plans may be negatively impacted by constraints in the capital markets as well as numerous other factors, including higher than anticipated capital expenditures or lower than expected cash flow from operations.

In addition, we may be unable to refinance our current debt obligations when they expire or obtain adequate funding prior to expiry because our lending counterparties may be unwilling or unable to meet our funding needs.

Furthermore, additional growth projects and expansion opportunities may develop in the future that could also require significant amounts of financing that may not be available to us on acceptable terms or in the amounts we expect, or at all.

Accordingly, our funding plans could be negatively impacted by constraints in the capital markets as well as numerous other factors, including higher than anticipated capital expenditures or lower than expected cash flow from operations.

In addition, we could be unable to refinance our current debt obligations when they expire or obtain adequate funding prior to expiry because our lending counterparties may be unwilling or unable to meet our funding needs.

Furthermore, additional growth projects and expansion opportunities could develop in the future that could also require significant amounts of financing that may not be available to us on acceptable terms or in the amounts we expect, or at all.

Various factors could adversely impact the debt and equity capital markets as well as our credit ratings or our ability to remain in compliance with the financial covenants under our then-current debt agreements, which in turn could have a material adverse effect on our financial condition, results of operations, and cash flows.

If we are unable to finance our growth initiatives as expected, we could be required to seek alternative financing, the terms of which may not be attractive to us, or to revise or cancel our plans.

Expansions and acquisitions involve a number of risks, any of which could cause us not to realize the anticipated benefits.

If we are unable to successfully integrate the companies, businesses or properties we acquire, our profitability may decline and we could experience a material adverse effect on our business, financial condition, or results of operations.

Expansion and acquisition transactions involve various inherent risks, including:

● uncertainties in assessing the value, strengths, and potential profitability of, and identifying the extent of all weaknesses, risks, contingent and other liabilities (including environmental or mine safety liabilities) of, expansion and acquisition opportunities;

● the ability to achieve identified operating and financial synergies anticipated to result from an expansion or an acquisition;

● problems that could arise from the integration of the new operations;

● unanticipated changes in business, industry or general economic conditions that affect the assumptions underlying our rationale for pursuing the expansion or acquisition opportunity.

Any one or more of these factors could cause us not to realize the benefits anticipated to result from an expansion or acquisition.

Any expansion or acquisition opportunities we pursue could materially affect our liquidity and capital resources and may require us to incur indebtedness, seek equity capital or both.

In addition, future expansions or acquisitions could result in us assuming more long-term liabilities relative to the value of the acquired assets than we have assumed in our previous expansions and/or acquisitions.

Our indebtedness may limit our ability to borrow additional funds, make distributions to unitholders, or capitalize on business opportunities.

We have long-term indebtedness of $789.3 million as of December 31, 2019.

Our indebtedness could limit our ability to borrow additional funds, make distributions to unitholders, or capitalize on business opportunities.

We had long-term indebtedness of $603.8 million as of December 31, 2020.

Our leverage may:

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In addition, we have unused borrowing capacity under our revolving credit facility.

Future borrowings, under our credit facilities or otherwise, could result in an increase in our leverage.

Future borrowings, under our credit facilities or otherwise, could increase our leverage.

Our payments of principal and interest on any indebtedness will reduce the cash available for distribution on our units.

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● if after such distribution, we fail to meet a coverage test based on the ratio of our consolidated cash flow to our consolidated fixed charges.

Various limitations in our debt agreements may reduce our ability to incur additional indebtedness, to engage in some transactions, and to capitalize on business opportunities.

Various limitations in our debt agreements may reduce our ability to incur additional indebtedness, engage in some transactions, and capitalize on business opportunities.

Any subsequent refinancing of our current indebtedness or any new indebtedness could have similar or greater restrictions.

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for further discussion.

We and our subsidiaries are subject to various legal proceedings, which may have a material adverse effect on our business.

We depend on the leadership and involvement of Joseph W.

Craft III and other key personnel for the success of our business.

We depend on the leadership and involvement of Mr.

We and our subsidiaries are subject to various legal proceedings, which could have a material adverse effect on our business.

We are party to a number of legal proceedings incident to our normal business activities.

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for further discussion.

We, our customers, or the operators of our oil & gas mineral interests could be subject to tort claims based on the alleged effects of climate change .

Increasing attention to climate change risk has also resulted in a recent trend of governmental investigations and private litigation by state and local governmental agencies as well as private plaintiffs in an effort to hold energy companies accountable for the alleged effects of climate change.

Other public nuisance lawsuits have been brought in the past against power, coal, and oil & gas companies alleging that their operations are contributing to climate change.

The plaintiffs in these suits sought various remedies, including punitive and compensatory damages and injunctive relief.

While the United States Supreme Court held that federal common law provided no basis for public nuisance claims against the defendants in those cases, tort-type liabilities remain a possibility and a source of concern.

Government entities in other states (including California and New York) have brought similar claims seeking to hold a wide variety of companies that produce fossil fuels liable for the alleged impacts of the GHG emissions attributable to those fuels.

Those lawsuits allege damages as a result of climate change and the plaintiffs are seeking unspecified damages and abatement under various tort theories.

We have not been made a party to these other suits, but it is possible that we could be included in similar future lawsuits initiated by state and local governments as well as private claimants.

The stability and profitability of our operations could be adversely affected if our customers do not honor existing contracts or do not extend existing or enter into new long-term contracts for coal.

In 2020, we sold approximately 93.0% of our coal sales tonnage under contracts having a term greater than one year, which we refer to as long-term sales contracts.

These contracts have historically provided a relatively secure market for the production committed under the terms of the contracts.

From time to time industry conditions could make it more difficult for us to enter into long-term sales contracts with our electric utility customers, and if supply exceeds demand in the coal industry, electric utilities may become less willing to lock in price or quantity commitments for an extended period of time.

Accordingly, we may not be able to continue to obtain long-term sales contracts with reliable customers as existing contracts expire, which could subject a portion of our revenue stream to the increased volatility of the spot market.

Some of our long-term sales contracts contain provisions allowing for the renegotiation of prices and, in some instances, the termination of the contract or the suspension of purchases by customers.

Some of our long-term sales contracts contain provisions that allow the purchase price to be renegotiated at periodic intervals.

These price reopener provisions may automatically set a new price based on the prevailing market price or, in some instances, require the parties to the contract to agree on a new price.

Any adjustment or renegotiation leading to a significantly lower contract price could adversely affect our operating profit margins.

Accordingly, long-term sales contracts may provide only limited protection during adverse market conditions.

In some circumstances, failure of the parties to agree on a price under a reopener provision can also lead to the early termination of a contract.

Several of our long-term sales contracts also contain provisions that allow the customer to suspend or terminate performance under the contract upon the occurrence or continuation of certain events that are beyond the customer's reasonable control.

Such events could include labor disputes, mechanical malfunctions, and changes in government regulations, including changes in environmental regulations rendering the use of our coal inconsistent with the customer's environmental compliance strategies.

Additionally, most of our long-term sales contracts contain provisions requiring us to deliver coal within stated ranges for specific coal characteristics.

Failure to meet these specifications can result in economic penalties, rejection or suspension of shipments, or termination of the contracts.

In the event of early termination of any of our long-term sales contracts, if we are unable to enter into new contracts on similar terms, our business, financial condition, and results of operations could be adversely affected.

We depend on a few customers for a significant portion of our revenues, and the loss of one or more significant customers could affect our ability to maintain the sales volume and price of the coal we produce.

In 2020, we derived more than 10% of our total revenues from each of three customers, American Electric Power, Louisville Gas and Electric Company, and Tennessee Valley Authority.

If we were to lose these or any of our significant customers without finding replacement customers willing to purchase an equivalent amount of coal on similar terms, or if these customers were to decrease the amounts of coal purchased or change the terms, including pricing terms, on which they buy coal from us, it could have a material adverse effect on our business, financial condition, and results of operations.

Our ability to collect payments from our customers could be impaired if their creditworthiness declines or if they fail to honor their contracts with us.

Our ability to receive payment for coal sold and delivered depends on the continued creditworthiness of our customers.

If the creditworthiness of our customers declines significantly, our business could be adversely affected.

In addition, if a customer refuses to accept shipments of our coal for which they have an existing contractual obligation, our revenues will decrease and we may have to reduce production at our mines until our customer's contractual obligations are honored.

See "Item 3.

Legal Proceedings."

Terrorist attacks or cyber incidents could result in information theft, data corruption, operational disruption, and/or financial loss.

Like most companies, we have become increasingly dependent upon digital technologies, including information systems, infrastructure, and cloud applications and services, to operate our businesses, to process and record financial and operating data, communicate with our business partners, analyze mine and mining information, estimate quantities of reserves, as well as other activities related to our businesses.

Strategic targets, such as energy-related assets, could be at greater risk of future terrorist or cyber-attacks than other targets in the United States.

Deliberate attacks on, or security breaches in, our systems or infrastructure, or the systems or infrastructure of third parties could lead to corruption or loss of our proprietary data and potentially sensitive data, delays in production or delivery, difficulty in completing and settling transactions, challenges in maintaining our books and records, environmental damage, communication interruptions, other operational disruptions, and third-party liability.

Our insurance may not protect us against such occurrences.

Consequently, it is possible that any of these occurrences, or a combination of them, could have a material adverse effect on our business, financial condition, results of operations, and cash flows.

Further, as cyber incidents continue to evolve, we could be required to expend additional resources to continue to modify or enhance our protective measures or to investigate and remediate any vulnerability to cyber incidents.

Although none of our employees are members of unions, our workforce may not remain union-free in the future.

None of our employees are represented under collective bargaining agreements.

However, our workforce may not remain union-free in the future, and legislative, regulatory or other governmental action could make it more difficult to remain union-free.

If some or all of our currently union-free operations were to become unionized, it could adversely affect our productivity and increase the risk of work stoppages at our mining complexes.

In addition, even if we remain union-free, our operations could still be adversely affected by work stoppages at unionized companies, particularly if union workers were to orchestrate boycotts against our operations.

Risks Related to Our Industries

Prices for oil & gas, as well as coal, are volatile and can fluctuate widely based upon a number of factors beyond our control.

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● overall domestic and global economic conditions;

● the adverse impact of the COVID-19 pandemic due to the reduction in demand, as well as impacts of the pandemic on our ability to produce coal and oil & gas;

● the supply of and demand for domestic and foreign coal;

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● the effect of worldwide energy consumption, including the impact of technological advances on energy consumption;

● international developments impacting supply of coal;

● international developments impacting supply of oil & gas;

● international developments impacting the supply of coal;

● international developments impacting the supply of oil & gas;

● the impact of domestic and foreign governmental laws and regulations, including environmental and climate change regulations and regulations affecting the coal mining industry and coal-fired power plants, and delays in the receipt of, failure to receive, failure to maintain or revocation of necessary governmental permits, as well as regulations affecting the oil & gas extraction industry.

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A substantial or extended decline in coal prices could materially and adversely affect us by decreasing our revenues to the extent we are not protected by the terms of existing coal supply agreements.

Competition within the coal industry may adversely affect our ability to sell coal, and excess production capacity in the industry has put downward pressure on coal prices.

Competition within the coal industry could adversely affect our ability to sell coal, and excess production capacity in the industry has put downward pressure on coal prices.

In addition, foreign currency fluctuations could adversely affect the competitiveness of our coal abroad.

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, volume optionality and multiple supply sources), and reliability of supply.

Some competitors may have, among other things, larger financial and operating resources, lower per ton cost of production, or relationships with specific transportation providers.

The competition among coal producers may impact our ability to retain or attract customers and could adversely impact our revenues and cash available for distribution.

Some competitors could have, among other things, larger financial and operating resources, lower per ton cost of production, or relationships with specific transportation providers.

The competition among coal producers could impact our ability to retain or attract customers and could adversely impact our revenues and cash available for distribution.

We sell coal to the export thermal and metallurgical coal market, both of which are significantly affected by international demand and competition.

Consolidation in the coal industry, or current or future bankruptcy proceedings of coal competitors may adversely affect us.

Consolidation in the coal industry or current or future bankruptcy proceedings of coal competitors could adversely affect us.

If overcapacity continues, the prices of and demand for our coal could significantly decline further, which could have a material adverse effect on our business, financial condition, results of operations, and cash flows, and could reduce our revenues and cash available for distribution.

In addition, we face competition from foreign producers that sell their coal in the export market.

Potential changes to international trade agreements, trade concessions or other political and economic arrangements may benefit coal producers operating in countries other than the United States.

We may be adversely impacted on the basis of price or other factors by foreign trade policies or other arrangements that benefit competitors.

In addition, coal is sold internationally in United States dollars and, as a result, general economic conditions in foreign markets and changes in foreign currency exchange rates may provide our foreign competitors with a competitive advantage.

If our competitors' currencies decline against the

United States dollar or against foreign purchasers' local currencies, those competitors may be able to offer lower prices for coal to those purchasers.

Potential changes to international trade agreements, trade concessions, or other political and economic arrangements could benefit coal producers operating in countries other than the United States.

We could be adversely impacted on the basis of price or other factors by foreign trade policies or other arrangements that benefit competitors.

In addition, coal is sold internationally in United States dollars and, as a result, general economic conditions in foreign markets and changes in foreign currency exchange rates could provide our foreign competitors with a competitive advantage.

If our competitors' currencies decline against the United States dollar or foreign purchasers' local currencies, those competitors could be able to offer lower prices for coal to those purchasers.

Furthermore, if the currencies of overseas purchasers were to significantly decline in value in comparison to the United States dollar, those purchasers may seek decreased prices for the coal we sell.

Consequently, currency fluctuations could adversely affect the competitiveness of our coal in international markets, which could have a material adverse effect on our business, financial condition, results of operations, and cash flows.

New tariffs and other trade measures could adversely affect our results of operations, financial position, and cash flows.

Changes in taxes or tariffs and other trade measures could adversely affect our results of operations, financial position, and cash flows.

Certain taxes and fees related to our operations, including the Abandoned Mine Land Reclamation Fund and the Black Lung Excise Tax, are set to expire in 2021.

While the renewal of these taxes and fees would not have a significant impact on our business or results of operations, Congress may seek to increase these taxes and fees that relate specifically to the coal industry.

We cannot predict further developments, and such increases could have a material adverse effect on our results of operations, financial position, and cash flows.

New tariffs and other trade measures could adversely affect our results of operations, financial position, and cash flows.

The Trump Administration has imposed tariffs on steel and aluminum and a broad range of other products imported into the United States.

In response to the tariffs imposed by the United States, the European Union, Canada, Mexico, and China have imposed tariffs on United States goods and services.

The new tariffs, along with any additional tariffs or trade restrictions that may be implemented by the United States or retaliatory trade measures or tariffs implemented by other countries, could result in reduced economic activity, increased costs in operating our business, reduced demand and changes in purchasing behaviors for thermal and metallurgical coal, limits on trade with the United States or other potentially adverse economic outcomes.

In response to tariffs imposed by the United States, the European Union, Canada, Mexico, and China have imposed tariffs on United States goods and services.

Additionally, we sell coal into the export thermal and metallurgical markets.

Accordingly, our international sales may also be impacted by the tariffs and other restrictions on trade between the United States and other countries.

Accordingly, our international sales could also be impacted by the tariffs and other restrictions on trade between the United States and other countries.

While tariffs and other retaliatory trade measures imposed by other countries on United States goods have not yet had a significant impact on our business or results of operations, we cannot predict further developments, and such existing or future tariffs could have a material adverse effect on our results of operations, financial position and cash flows and could reduce our revenues and cash available for distribution.

Changes in consumption patterns by utilities regarding the use of coal have affected our ability to sell the coal we produce.

According to the most recent information from the Energy Information Administration, since 2000, coal's share of United States electricity production has fallen from 53% to 24%, while natural gas' share has increased from 16% to 39%.

The domestic electric utility industry accounts for over 91.8% of domestic coal consumption.

Our business is closely linked to the demand for electricity, and any changes in coal consumption by United States or international electric power generators would likely impact our business over the long term.

The domestic electric utility industry accounts for approximately 91% of domestic coal consumption.

The amount of coal consumed by the domestic electric utility industry is affected primarily by the overall demand for electricity, environmental and other governmental regulations, and the price and availability of competing fuels for power plants such as nuclear, natural gas, and fuel oil as well as alternative sources of energy.

Gas-fueled generation has the potential to displace coal-fueled generation, particularly from older, less efficient coal-powered generators.

We expect that many of the new power plants needed in the United States to meet increasing demand for electricity generation will be fueled by natural gas because gas-fired plants are cheaper to construct and permits to construct these plants are easier to obtain.

Indirect competition from natural gas-fired plants that are relatively more efficient, less expensive to construct, and less difficult to permit than coal-fired plants has the most potential to displace a significant amount of coal-fired electric power generation in the near term, particularly from older, less efficient coal-fired powered generators.

Future environmental regulation of GHG emissions also could accelerate the use by utilities of fuels other than coal.

In addition, federal and state mandates for increased use of electricity derived from renewable energy sources could affect demand for coal.

For example, to the extent implemented as originally finalized, the EPA's CPP could likely incentivize additional electric generation from natural gas and renewable sources, and Congress has extended tax credits for renewables.

In addition, a number of states have enacted mandates that require electricity suppliers to rely on renewable energy sources in generating a certain percentage of power.

Such mandates, combined with other incentives to use renewable energy sources such as tax credits, could make alternative fuel sources more competitive with coal.

A decrease in coal consumption by the domestic electric utility industry could adversely affect the price of coal, which could negatively impact our results of operations and reduce our cash available for distribution.

Extensive environmental laws and regulations affect coal consumers, and have corresponding effects on the demand for coal as a fuel source.

Federal, state, and local laws and regulations extensively regulate the amount of sulfur dioxide, particulate matter, nitrogen oxides, mercury, and other compounds emitted into the air from coal-fired electric power plants, which are the ultimate consumers of much of our coal.

These laws and regulations can require significant emission control expenditures for many coal-fired power plants, and various new and proposed laws and regulations may require further emission reductions and associated emission control expenditures.

These laws and regulations may affect demand and prices for coal.

There is also continuing pressure on federal and state regulators to impose limits on carbon dioxide emissions from electric power plants, particularly coal-fired power plants.

Further, far-reaching federal regulations promulgated by the EPA in the last several years, such as CSAPR and MATS, have led to the premature retirement of coal-fired generating units and a significant reduction in the amount of coal-fired generating capacity in the United States Please read "Item 1.

Business—Environmental, Health and Safety Regulations— Air Emissions, "

"— Carbon Dioxide Emissions "

and "— Hazardous Substances and Wastes ."

Federal and state legislative and regulatory initiatives relating to hydraulic fracturing could result in increased costs, additional operating restrictions or delays, and fewer potential drilling locations, which could adversely affect revenues from our mineral interests.

Oil & gas production on the properties in which we hold mineral interests utilizes hydraulic fracturing.

Hydraulic fracturing is a common practice that is used to stimulate production of hydrocarbons from tight formations, including shales.

The process involves the injection of water, sand, and chemicals under pressure into formations to fracture the surrounding rock and stimulate production.

The federal SDWA regulates the underground injection of substances through the Underground Injection Control ("UIC") program.

Hydraulic fracturing is generally exempt from regulation under the UIC program, and the hydraulic-fracturing process is typically regulated by state oil & gas commissions.

Several states where we own interests, including Texas and Oklahoma, have adopted regulations that could restrict or prohibit hydraulic fracturing in certain circumstances or require the disclosure of the composition of hydraulic-fracturing fluids.

In addition to state laws, local land use restrictions, such as city ordinances, may restrict or prohibit the performance of well drilling in general or hydraulic fracturing in particular.

We cannot predict what additional state or local requirements may be imposed in the future on oil & gas operations in the states in which we own interests.

In the event state, local, or municipal legal restrictions are adopted in areas where our operators conduct operations, our operators may incur substantial costs to comply with these requirements, which may be significant in nature, experience delays, or curtailment in the pursuit of exploration, development, or production activities and perhaps even be precluded from the drilling of wells.

There has been increasing public controversy regarding hydraulic fracturing with regard to increased risks of induced seismicity, the use of fracturing fluids, impacts on drinking water supplies, use of water, and the potential for impacts to surface water, groundwater, and the environment generally.

A number of lawsuits and enforcement actions have been initiated across the country implicating hydraulic-fracturing practices.

If new laws or regulations are adopted that significantly restrict hydraulic fracturing, those laws could make it more difficult or costly for our operators to perform fracturing to stimulate production from tight formations.

In addition, if hydraulic fracturing is further regulated at the federal or state level, fracturing activities on our properties could become subject to additional permitting and financial assurance requirements, more stringent construction specifications, increased monitoring, reporting and recordkeeping obligations, plugging and abandonment requirements, and also to attendant permitting delays and potential increases in costs.

Legislative changes could cause operators to incur substantial compliance costs and adversely affect revenues from our mineral interests.

At this time, it is not possible to estimate the impact on our business of newly enacted or potential federal or state legislation governing hydraulic fracturing.

Legislation or regulatory initiatives intended to address seismic activity could restrict our operators ' drilling and production activities, as well as their ability to dispose of produced water gathered from such activities, which could have a material adverse effect on our minerals segment.

State and federal regulatory agencies have recently focused on a possible connection between the hydraulic fracturing related activities, particularly the underground injection of wastewater into disposal wells, and the increased occurrence of seismic activity, and regulatory agencies at all levels are continuing to study the possible linkage between oil & gas activity and induced seismicity.

For example, in 2015, the United States Geological Study identified eight states, including Texas, with areas of increased rates of induced seismicity that could be attributed to fluid injection or oil & gas extraction.

In addition, a number of lawsuits have been filed in other states, including in Oklahoma, alleging that disposal well operations have caused damage to neighboring properties or otherwise violated state and federal rules regulating waste disposal.

In response to these concerns, regulators in some states are seeking to impose additional requirements, including requirements in the permitting of produced water disposal wells or otherwise to assess the relationship between seismicity and the use of such wells.

For example, in October 2014, the Railroad Commission published a new rule governing permitting or re-permitting of disposal wells that would require, among other things, the submission of information on seismic events occurring within a specified radius of the disposal well location, as well as logs, geologic cross sections and structure maps relating to the disposal area in question.

If the permittee or an applicant of a disposal well permit fails to demonstrate that the produced water or other fluids are confined to the disposal zone or if scientific data indicates such a disposal well is likely to be or determined to be contributing to seismic activity, then the agency may take a range of

measures including denying, modifying, suspending or terminating either the permit application or the existing operating permit for that well, or substantially limiting operations under the existing permit in ways that render the continued operation of the well uneconomic.

The Railroad Commission has used this authority to deny permits for waste disposal wells.

In some instances, regulators may also order that disposal wells be shut-in.

For example, in September 2016 the Oklahoma Corporations Commission ordered that all disposal wells with a certain proximity to a particular earthquake in central Oklahoma be shut-in.

The adoption or implementation of any new laws or regulations that restrict our operators' ability to use hydraulic fracturing or dispose of produced water gathered from drilling and production activities by limiting volumes, disposal rates, disposal well locations or otherwise, or requiring our operators to shut down or limit the operation of disposal wells, could have a material adverse effect on our business, financial condition and results of operations.

Increased regulation to address climate change (particularly GHG emissions) and uncertainty regarding such regulation could result in increased operating costs and reduced demand for coal or oil & gas as a fuel source, which could reduce demand for our products, decrease our revenues, and reduce our profitability.

Combustion of fossil fuels, such as the coal we produce and the oil & gas produced from our mineral interests, results in the emission of carbon dioxide into the atmosphere.

Concerns about the environmental impacts of such emissions, including perceived impacts on global climate issues, are resulting in increased regulation of fossil fuels in many jurisdictions, unfavorable lending policies by lending institutions and divestment efforts affecting the investment community, which could significantly affect demand for our products or our securities.

Global climate issues continue to attract public and scientific attention.

Some scientists have concluded that increasing concentrations of GHGs in the Earth's atmosphere may produce climate changes that have significant physical effects, such as increased frequency and severity of storms, droughts and floods, and other climatic events.

Increasing government attention is being paid to global climate issues and to emissions of GHGs, including emissions due to fossil fuels.

Federal and possibly state governments may impose significant restrictions on fossil-fuel exploration, production and use if pledges made by certain candidates seeking various political offices were enacted into law.

Some proposals include bans on hydraulic fracturing of oil & gas wells, bans on new leases for production of minerals on federal properties, and imposing restrictive requirements on new pipeline infrastructure or fossil-fuel export facilities.

Other energy legislation and initiatives could include a carbon tax or cap and trade program.

Further, although Congress has not passed such legislation, almost half of the states have begun to address GHG emissions, primarily through the planned development of emissions inventories or regional GHG cap and trade programs.

Depending on the particular program, we could be required to control GHG emissions or to purchase and surrender allowances for GHG emissions resulting from our operations.

Litigation risks are also increasing, as a number of cities, local governments and other plaintiffs have sued companies engaged in the exploration and production of fossil fuels in state and federal courts, alleging various legal theories to recover for the impacts of alleged global warming effects, such as rising sea levels.

Many of these suits allege that the companies have been aware of the adverse effects of climate change for some time but defrauded their investors by failing to adequately disclose those impacts.

Although a number of these lawsuits have been dismissed, others remain pending and the outcome of these cases remains difficult to predict.

Apart from governmental regulation, there are also increasing financial risks for fossil fuel producers as stakeholders of fossil-fuel energy companies concerned about the potential effects of climate change may elect in the future to shift some or all of their support into non-energy related sectors.

Institutional lenders who provide financing to fossil-fuel energy companies also have become more attentive to sustainable lending practices and some of them may elect not to provide funding for fossil fuel energy companies.

Additionally, the lending practices of institutional lenders have been the subject of intensive lobbying efforts in recent years, oftentimes public in nature, by environmental activists, proponents of the international Paris Agreement, and foreign citizenry concerned about climate change not to provide funding for fossil fuel producers.

In recent years, the insurance industry has been subject to similar intense lobbying efforts by environmental activist to restrict coverages available for fossil fuel producers.

Limitation of investments in and financing, bonding and insurance coverages for fossil fuel energy companies could adversely affect mining or oil & gas production activities.

The adoption and implementation of new or more stringent international, federal or state legislation, regulations or other regulatory initiatives that impose more stringent standards for GHG emissions from fossil fuel companies could result in increased costs of compliance or costs of consuming, and thereby reduce demand for coal and oil & gas, which could reduce the profitability of our interests.

Additionally, political, litigation and financial risks may result in either us our oil & gas operators restricting or cancelling mining or oil & gas production activities, incurring liability for

infrastructure damages as a result of climatic changes, or having an impaired ability to continue to operate in an economic manner.

One or more of these developments, as well as concerted conservation and efficiency efforts that result in reduced electricity consumption, and consumer and corporate preferences for non-fossil fuel sources, including alternative energy sources, could cause prices and sales of our coal and/or oil & gas to materially decline and could cause our costs to increase and adversely affect our revenues and results of operations.

In 2019, we sold approximately 78.5% of our coal sales tonnage under contracts having a term greater than one year, which we refer to as long-term sales contracts.

These contracts have historically provided a relatively secure market for the production committed under the terms of the contracts.

From time to time industry conditions may make it more difficult for us to enter into long-term contracts with our electric utility customers, and if supply exceeds demand in the coal industry, electric utilities may become less willing to lock in price or quantity commitments for an extended period of time.

Some of our long-term coal sales contracts contain provisions allowing for the renegotiation of prices and, in some instances, the termination of the contract or the suspension of purchases by customers.

Some of our long-term contracts contain provisions that allow for the purchase price to be renegotiated at periodic intervals.

These price reopener provisions may automatically set a new price based on the prevailing market price or, in some instances, require the parties to the contract to agree on a new price.

Any adjustment or renegotiation leading to a significantly lower contract price could adversely affect our operating profit margins.

Accordingly, long-term contracts may provide only limited protection during adverse market conditions.

In some circumstances, failure of the parties to agree on a price under a reopener provision can also lead to early termination of a contract.

Several of our long-term contracts also contain provisions that allow the customer to suspend or terminate performance under the contract upon the occurrence or continuation of certain events that are beyond the customer's reasonable control.

Such events may include labor disputes, mechanical malfunctions, and changes in government regulations, including changes in environmental regulations rendering use of our coal inconsistent with the customer's environmental compliance strategies.

Additionally, most of our long-term contracts contain provisions requiring us to deliver coal within stated ranges for specific coal characteristics.

Failure to meet these specifications can result in economic penalties, rejection or suspension of shipments or termination of the contracts.

In the event of early termination of any of our long-term contracts, if we are unable to enter into new contracts on similar terms, our business, financial condition, and results of operations could be adversely affected.

During 2019, we derived more than 10.0% of our total revenues from each of two customers, Louisville Gas and Electric Company and FirstEnergy Corp.

Litigation resulting from disputes with our customers may result in substantial costs, liabilities and loss of revenues.

From time to time we have disputes with our customers over the provisions of long-term coal supply contracts relating to, among other things, coal pricing, quality, quantity, and the existence of specified conditions beyond our or our customers' control that suspend performance obligations under the particular contract.

Disputes may occur in the future and we may not be able to resolve those disputes in a satisfactory manner, which could have a material adverse effect on our business, financial condition, and results of operations.

See "Item 3.

Legal Proceedings."

Our ability to collect payments from our customers could be impaired if their creditworthiness declines or if they fail to honor their contracts with us.

Our ability to receive payment for coal sold and delivered depends on the continued creditworthiness of our customers.

If the creditworthiness of our customers declines significantly, our business could be adversely affected.

Other factors, such as efficiency improvements associated with technologies powered by electricity have slowed electricity demand growth and could contribute to slower growth in the future.

Further decreases in the demand for electricity, such as decreases that could be caused by a worsening of current economic conditions, a prolonged economic recession, or prolonged recovery from the COVID-19 pandemic, could have a material adverse effect on the demand for coal and our business over the long term.

We, our customers, or the operators of our oil & gas mineral interests could be subject to litigation related to climate change .

Other public nuisance lawsuits have been brought in the past against power, coal, and oil & gas companies alleging that their operations are contributing to climate change.

The plaintiffs in these suits sought various remedies, including punitive and compensatory damages and injunctive relief.

Those lawsuits allege damages as a result of climate change and the plaintiffs are seeking unspecified damages and abatement under various tort theories.

Separately, litigation has been brought against certain fossil-fuel companies alleging that they have been aware of the adverse effects of climate change for some time but failed to adequately disclose such impacts to their investors or consumers.

We have not been made a party to these other suits, but it is possible that we could be included in similar future lawsuits initiated by state and local governments as well as private claimants.

Litigation resulting from disputes with our customers could result in substantial costs, liabilities, and loss of revenues.

From time to time we have disputes with our customers over the provisions of coal supply contracts relating to, among other things, coal pricing, quality, quantity, and the existence of specified conditions beyond our or our customers' control that suspend performance obligations under the particular contract.

Disputes could occur in the future and we may not be

able to resolve those disputes in a satisfactory manner, which could have a material adverse effect on our business, financial condition, and results of operations.

See "Item 3.

Legal Proceedings."

Our profitability may decline due to unanticipated mine operating conditions and other events that are not within our control and that may not be fully covered under our insurance policies.

Our profitability could decline due to unanticipated mine operating conditions and other events that are not within our control and that may not be fully covered under our insurance policies.

Our coal mining operations are influenced by changing conditions or events that can affect production levels and costs at particular mines for varying lengths of time and, as a result, can diminish our profitability.

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● fines and penalties incurred as a result of alleged violations of environmental and safety laws and regulations;

● variations in thickness of the layer, or seam, of coal;

● variations in the thickness of the layer, or seam, of coal;

● amounts of overburden, partings, rock, and other natural materials;

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Our property insurance was procured from our wholly owned captive insurance company, Wildcat Insurance, LLC ("Wildcat Insurance").

Wildcat Insurance charged certain of our subsidiaries for the premiums on this program and in return purchased reinsurance for the program in the standard market at a reduced cost.

Wildcat Insurance charged certain of our subsidiaries for the premiums on this program and in return purchased reinsurance for the program in the standard market.

The maximum limit in the commercial property program is $100.0 million per occurrence, excluding a $1.5 million deductible for property damage, a 75 or 90 day waiting period for underground business interruption depending on the mining complex, and an additional $10.0 million overall aggregate deductible.

We have elected to retain a 10% participating interest in our commercial property insurance program.

We can make no assurances that we will not experience significant insurance claims in the future that could have a material adverse effect on our business, financial condition, results of operations, or ability to purchase property insurance in the future.

Our inability to obtain commercial insurance at acceptable rates or our failure to adequately reserve for self-insured exposures might increase our expenses and have a negative impact on our business.

We believe that commercial insurance coverage is prudent in certain areas of our business for risk management.

Insurance costs may increase substantially in the future and may be affected by natural disasters, fear of terrorism, financial irregularities, cybersecurity breaches and other fraud at publicly-traded companies, intervention by the government, an increase in the number of claims received by the carriers, and a decrease in the number of insurance carriers.

In addition, the carriers with which we hold our policies may go out of business or be otherwise unable to fulfill their contractual

obligations, or may disagree with our interpretation of the coverage or the amounts owed.

In addition, for certain types or levels of risk, such as risks associated with certain natural disasters or terrorist attacks, we may determine that we cannot obtain commercial insurance at acceptable rates, if at all.

Therefore, we may choose to forego or limit our purchase of relevant commercial insurance, choosing instead to self-insure one or more types or levels of risks.

If we suffer a substantial loss that is not covered by commercial insurance or our self-insurance reserves, the loss and related expenses could harm our business and operating results.

We can make no assurances that we will not experience significant insurance claims in the future that could have a material adverse effect on our business, financial condition, results of operations, and ability to purchase property insurance in the future.

Also, exposures exist for which no insurance may be available and for which we have not reserved.

In addition, environmental activists may try to hamper fossil fuel companies by other means including pressuring insurance and surety companies into restricting access to certain needed coverages.

Although none of our employees are members of unions, our work force may not remain union-free in the future.

None of our employees are represented under collective bargaining agreements.

However, all of our work force may not remain union-free in the future, and legislative, regulatory or other governmental action could make it more difficult to remain union-free.

If some or all of our currently union-free operations were to become unionized, it could adversely affect our productivity and increase the risk of work stoppages at our mining complexes.

In addition, even if we remain union-free, our operations may still be adversely affected by work stoppages at unionized companies, particularly if union workers were to orchestrate boycotts against our operations.

Our coal mining operations are subject to extensive and costly laws and regulations, and such current and future laws and regulations could increase current operating costs or limit our ability to produce coal.

We are subject to numerous federal, state, and local laws and regulations affecting the coal mining industry, including laws and regulations pertaining to employee health and safety, permitting and licensing requirements, air and water quality standards, plant and wildlife protection, reclamation and restoration of mining properties after mining is completed, the discharge or release of materials into the environment, surface subsidence from underground mining, and the effects that mining has on groundwater quality and availability.

Certain of these laws and regulations may impose strict liability without regard to fault or legality of the original conduct.

Failure to comply with these laws and regulations may result in the assessment of administrative, civil, and criminal penalties, the imposition of remedial liabilities, and the issuance of injunctions limiting or prohibiting the performance of operations.

Complying with these laws and regulations may be costly and time consuming and may delay commencement or continuation of exploration or production operations.

The possibility exists that new laws or regulations may be adopted, or that judicial interpretations or more stringent enforcement of existing laws and regulations may occur, which could materially affect our mining operations, cash flow, and profitability, either through direct impacts on our mining operations, or indirect impacts that discourage or limit our customers' use of coal.

Please read "Item 1.

Business—Environmental, Health and Safety Regulations."

Federal and state laws addressing mine safety practices impose stringent reporting requirements and civil and criminal penalties for violations.

Federal and state regulatory agencies continue to interpret and implement these laws and propose new regulations and standards.

Implementing and complying with these laws and regulations has increased and will continue to increase our operational expense and have an adverse effect on our results of operation and financial position.

For more information, please read "Item 1.

Business—Environmental, Health and Safety Regulations— Mine Health and Safety Laws ."

We may be unable to obtain and renew permits necessary for our coal mining operations, which could reduce our production, cash flow and profitability.

In addition, the insurance industry has been subject to efforts by environmental activists to restrict coverages available for fossil-fuel companies.

We could be unable to obtain and renew permits necessary for our coal mining operations, which could reduce our production, cash flow, and profitability.

Mining companies must obtain numerous governmental permits or approvals that impose strict conditions and obligations relating to various environmental and safety matters in connection with coal mining.

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Accordingly, permits required to conduct our operations may not be issued, maintained, or renewed, or may not be issued or renewed in a timely fashion, or may involve requirements that restrict our ability to economically conduct our mining operations.

Limitations on our ability to conduct our mining operations due to the inability to obtain or renew necessary permits or similar approvals could reduce our production, cash flow and profitability.

Limitations on our ability to conduct our mining operations due to the inability to obtain or renew necessary permits or similar approvals could reduce our production, cash flow, and

profitability.

Please read "Item 1.

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The EPA's action was ultimately upheld by a federal court.

As a result of these developments, we may be unable to obtain or experience delays in securing, utilizing or renewing Section 404 permits required for our operations, which could have an adverse effect on our results of operation and financial position.

As a result of these developments, we could be unable to obtain or experience delays in securing, utilizing, or renewing Section 404 permits required for our operations, which could have an adverse effect on our results of operation and financial position.

Please read "Item 1.

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Disruption of transportation services due to weather-related problems, flooding, drought, accidents, mechanical difficulties, strikes, lockouts, bottlenecks, or other events could temporarily impair our ability to supply coal to our customers.

Our transportation providers may face difficulties in the future that may impair our ability to supply coal to our customers, resulting in decreased revenues.

Our transportation providers could face difficulties in the future that could impair our ability to supply coal to our customers, resulting in decreased revenues.

If there are disruptions of the transportation services provided by our primary rail or barge carriers that transport our coal and we are unable to find alternative transportation providers to ship our coal, our business could be adversely affected.

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In the event of further reductions in transportation costs from western coal-producing areas, the increased competition with certain eastern coal markets could have a material adverse effect on our business, financial condition, and results of operations.

It is possible that states in which our coal is transported by truck may modify or increase enforcement of their laws regarding weight limits or coal trucks on public roads.

States in which our coal is transported by truck may modify or increase enforcement of their laws regarding weight limits or coal trucks on public roads.

Such legislation and enforcement efforts could result in shipment delays and increased costs.

An increase in transportation costs could have an adverse effect on our ability to increase or to maintain production and could adversely affect revenues.

We may not be able to successfully grow our coal business through future acquisitions.

Since our formation and the acquisition of our predecessor in August 1999, we have expanded our coal operations by adding and developing mines and coal reserves in existing, adjacent, and neighboring properties.

Our future growth could be limited if we are unable to continue to make acquisitions, or if we are unable to successfully integrate the companies, businesses or properties we acquire.

We may not be successful in consummating any acquisitions and the consequences of undertaking these acquisitions are unknown.

Moreover, any acquisition could be dilutive to earnings and distributions to unitholders and any additional debt incurred to finance an acquisition could affect our ability to make distributions to unitholders.

Our ability to make acquisitions in the future could require significant amounts of financing that may not be available to us under acceptable terms and may be limited by restrictions under our existing or future debt agreements, competition from other coal companies for attractive properties or the lack of suitable acquisition candidates.

An increase in transportation costs could have an adverse effect on our ability to increase or maintain production and could adversely affect revenues.

The unavailability of an adequate supply of coal reserves that can be mined at competitive costs could cause our profitability to decline.

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Replacement reserves may not be available when required or, if available, may not be mineable at costs comparable to those of the depleting mines.

We may not be able to accurately assess the geological characteristics of any reserves that we acquire, which may adversely affect our profitability and financial condition.

Exhaustion of reserves at particular mines also may have an adverse effect on our operating results that is disproportionate to the percentage of overall production represented by such mines.

Our ability to obtain other reserves in the future could be limited by restrictions under our existing or future debt agreements, competition from other coal companies for attractive properties, the lack of suitable acquisition candidates or the inability to acquire coal properties on commercially reasonable terms.

The estimates of our coal reserves may prove inaccurate and could result in decreased profitability.

The estimates of our coal reserves may vary substantially from actual amounts of coal we are able to economically recover.

We may not be able to accurately assess the geological characteristics of any reserves that we acquire, which could adversely affect our profitability and financial condition.

Exhaustion of reserves at particular mines also could have an adverse effect on our operating results that is disproportionate to the percentage of overall production represented by such mines.

Our ability to obtain other reserves in the future could be limited by restrictions under our existing or future debt agreements, competition from other coal companies for

attractive properties, the lack of suitable acquisition candidates, or the inability to acquire coal properties on commercially reasonable terms.

The estimates of our coal reserves could prove inaccurate and could result in decreased profitability.

The estimates of our coal reserves could vary substantially from the actual amounts of coal we are able to economically recover.

The reserve data set forth in "Item 2.

Properties"

Properties—Coal Reserves"

represent our engineering estimates.

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There are numerous uncertainties inherent in estimating quantities of reserves, including many factors beyond our control.

Estimates of coal reserves necessarily depend upon a number of variables and assumptions, any one of which may vary considerably from actual results.

Estimates of coal reserves necessarily depend upon a number of variables and assumptions, any one of which could vary considerably from actual results.

These factors and assumptions relate to:

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● assumptions concerning future coal prices, operating costs, capital expenditures, severance and excise taxes, and development and reclamation costs.

For these reasons, estimates of the recoverable quantities of coal attributable to any particular group of properties, classifications of reserves based on risk of recovery, and estimates of future net cash flows expected from these properties as prepared by different engineers, or by the same engineers at different times, may vary substantially.

Actual production, revenue and expenditures with respect to our reserves will likely vary from estimates, and these variations may be material.

For these reasons, estimates of the recoverable quantities of coal attributable to any particular group of properties, classifications of reserves based on the risk of recovery, and estimates of future net cash flows expected from these properties as prepared by different engineers, or by the same engineers at different times, could vary substantially.

Actual production, revenue, and expenditures with respect to our reserves will likely vary from estimates, and these variations could be material.

Any inaccuracy in the estimates of our reserves could result in higher than expected costs and decreased profitability.

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These factors could materially adversely affect the mining operations and cost structures of, and our customers' ability to use coal produced by, our mines.

Extensive environmental laws and regulations affect coal consumers and have corresponding effects on the demand for coal as a fuel source.

These laws and regulations can require significant emission control expenditures for many coal-fired power plants, and various new and proposed laws and regulations could require further emission reductions and associated emission control expenditures.

These laws and regulations could affect demand and prices for coal.

There is also continuing pressure on federal and state regulators to impose limits on carbon dioxide emissions from electric power plants, particularly coal-fired power plants.

Business—Environmental, Health and Safety Regulations— Air Emissions ,"

"— GHG Emissions "

and "— Hazardous Substances and Wastes ."

Certain of these laws and regulations may impose strict liability without regard to fault or legality of the original conduct.

Complying with these laws and regulations could be costly and time-consuming and could delay the commencement or continuation of exploration or production operations.

Please read "Item 1.

Business—Environmental, Health and Safety Regulations."

Federal and state laws addressing mine safety practices impose stringent reporting requirements and civil and criminal penalties for violations.

Federal and state regulatory agencies continue to interpret and implement these laws and propose new regulations and standards.

For more information, please read "Item 1.

Business—Environmental, Health and Safety Regulations— Mine Health and Safety Laws ."

Oil & gas operations are subject to various governmental laws and regulations.

Compliance with these laws and regulations can be burdensome and expensive for our operators, and failure to comply could result in our operators incurring significant liabilities, either of which could impact our operators' willingness to develop our interests.

Our operators' operations on the properties in which we hold interests are subject to various federal, state, and local governmental regulations that may change from time to time in response to economic and political conditions.

Matters subject to regulation include drilling operations, production and distribution activities, discharges or releases of pollutants or wastes, plugging and abandonment of wells, maintenance and decommissioning of other facilities, the spacing of wells, unitization and pooling of properties, and taxation.

From time to time, regulatory agencies have imposed price controls and limitations on production by restricting the rate of flow of oil & gas wells below actual production capacity to conserve supplies of oil & gas.

In addition, the production, handling, storage, and transportation of oil & gas, as well as the remediation, emission, and disposal of oil & gas wastes, by-products thereof, and other substances and materials produced or used in connection with oil & gas operations are subject to regulation under federal, state, and local laws and regulations primarily relating to the protection of worker health and safety, natural resources, and the environment.

Failure to comply with these laws and regulations may result in the assessment of sanctions on our operators, including administrative, civil, or criminal penalties, permit revocations, requirements for additional pollution controls, and injunctions limiting or prohibiting some or all of our operators' operations on our properties.

Moreover, these laws and regulations have generally imposed increasingly strict requirements related to water use and disposal, air pollution control, and waste management.

Laws and regulations governing exploration and production may also affect production levels.

Our operators must comply with federal and state laws and regulations governing conservation matters, including:

● provisions related to the unitization or pooling of the oil & gas properties;

● the establishment of maximum rates of production from wells;

● the spacing of wells;

● the plugging and abandonment of wells;

● the removal of related production equipment.

Additionally, federal and state regulatory authorities may expand or alter applicable pipeline-safety laws and regulations, compliance with which could require increased capital costs for third-party oil & gas transporters.

These transporters may attempt to pass on such costs to our operators, which in turn could affect profitability on the properties in which we own mineral interests.

Our operators must also comply with laws and regulations prohibiting fraud and market manipulations in energy markets.

To the extent the operators of our properties are shippers on interstate pipelines, they must comply with the tariffs of those pipelines and with federal policies related to the use of interstate capacity.

Our operators may be required to make significant expenditures to comply with the governmental laws and regulations described above and may be subject to potential fines and penalties if they are found to have violated these laws and regulations.

We believe the trend of more expansive and stricter environmental legislation and regulations will continue.

These current laws and regulations and other potential regulations could increase the operating costs of our operators and delay production and could ultimately impact our operators' ability and willingness to develop our properties.

Oil & gas production on the properties in which we hold mineral interests utilizes hydraulic fracturing.

Hydraulic fracturing is a common practice that is used to stimulate the production of hydrocarbons from tight formations, including shales.

The process involves the injection of water, sand, and chemicals under pressure into formations to fracture the surrounding rock and stimulate production.

The federal SDWA regulates the underground injection of substances through the Underground Injection Control ("UIC") program.

Hydraulic fracturing is generally exempt from regulation under the UIC program, and the hydraulic-fracturing process is typically regulated by state oil & gas commissions.

In addition to state laws, local land-use restrictions, such as city ordinances, may restrict or prohibit the performance of well drilling in general or hydraulic fracturing in particular.

We cannot predict what additional state or local requirements may be imposed in the future on oil & gas operations in the states in which we own interests.

In the event state, local, or municipal legal restrictions are adopted in areas where our operators conduct operations, our operators could incur substantial costs to comply with these requirements, which could be significant in nature, experience delays, or curtailment in the pursuit of exploration, development, or production activities and perhaps even be precluded from the drilling of wells.

There has been increasing public controversy regarding hydraulic fracturing about increased risks of induced seismicity, the use of fracturing fluids, impacts on drinking water supplies, use of water, and the potential for impacts to surface water, groundwater, and the environment generally.

A number of lawsuits and enforcement actions have been initiated across the country implicating hydraulic-fracturing practices.

Legislative changes could cause operators to incur substantial compliance costs and adversely affect revenues from our mineral interests.

At this time, it is not possible to estimate the impact on our business of newly enacted or potential federal or state legislation governing hydraulic fracturing.

and the use of such wells.

For example, both Texas and Oklahoma have imposed certain limits on the permitting or operation of disposal wells in areas with increased instances of induced seismic events, and in some instances, regulators may order disposal wells be shut-in.

The adoption or implementation of any new laws or regulations that restrict our operators' ability to use hydraulic fracturing or dispose of produced water gathered from drilling and production activities by limiting volumes, disposal rates, disposal well locations, or otherwise, or requiring our operators to shut down or limit the operation of disposal wells, could have a material adverse effect on our business, financial condition and results of operations.

Our operations are subject to a series if risks resulting from climate change.

Combustion of fossil fuels, such as the coal we produce and the oil & gas produced from our mineral interests, results in the emission of carbon dioxide into the atmosphere.

Concerns about the environmental impacts of such emissions have resulted in a series of regulatory, political, litigation, and financial risks for our business.

Global climate issues continue to attract public and scientific attention.

Most scientists have concluded that increasing concentrations of GHGs in the Earth's atmosphere could produce climate changes that have significant physical effects, such as increased frequency and severity of storms, droughts and floods, and other climatic events.

Increasing government attention is being paid to global climate issues and to emissions of GHGs, including emissions due to fossil fuels.

In the United States, no comprehensive climate change legislation has been implemented at the federal level.

However, following the U.S.

Supreme Court finding that GHG emissions constitute a pollutant under the CAA, the EPA has adopted regulations that, among other things, establish construction and operating permit reviews for GHG emissions from certain large stationary sources, require the monitoring and annual reporting of GHG emissions from certain sources in the United States, or constrain the emissions of powerplants (though such emissions restraints have been subject to challenge;

for more information, see our regulatory disclosure titled "GHG emissions").

Additionally, relating to our oil and gas mineral interests, President Biden has signed an executive order calling for the suspension, revision, or rescission of a September 2020 rule that reduced certain restrictions on GHG emissions from the oil and gas sector.

Separately, various states and groups of states have adopted or are considering adopting legislation, regulations, or other regulatory initiatives that are focused on such areas as GHG cap-and-trade programs, carbon taxes, reporting and tracking programs, and restriction of emissions.

Internationally, the Paris Agreement requires member states to submit non-binding, individually-determined emissions reduction targets.

These commitments could further reduce demand and prices for fossil fuels.

Although the United States had withdrawn from the Paris Agreement, President Biden has signed executive orders recommitting the United States to the agreement and calling for the federal government to begin formulating the United States' nationally determined emissions reduction targets under the agreement.

However, the impact of these orders, and the terms of any legislation or regulation to implement the United States' commitment under the Paris Agreement, remain unclear at this time.

Governmental, scientific, and public concern over climate change has also resulted in increased political risks, including certain climate-related pledges made by certain candidates now in political office.

In January 2021, President Biden issued an executive order that commits to substantial action on climate change, calling for, among other things, the increased use of zero-emissions vehicles by the federal government, the elimination of subsidies provided to the fossil-fuel industry, a doubling of electricity generated by offshore wind by 2030, and increased emphasis on climate-related risks across governmental agencies and economic sectors.

Other actions that may be pursued include restrictive requirements on new pipeline infrastructure or fossil-fuel export facilities or the promulgation of a carbon tax or cap and trade program.

Depending on the particular program, we, our customers, or operators of our mineral interests could be required to control GHG emissions or to purchase and surrender allowances for GHG emissions resulting from our operations.

Litigation risks are also increasing, as a number of cities, local governments, and other plaintiffs have sued various fossil fuels companies in state and federal courts, alleging various legal theories to recover for the impacts of alleged damages from global warming, such as rising sea levels.

Many of these suits allege that the companies have been aware of the adverse effects of climate change for some time but

defrauded their investors or customers by failing to adequately disclose those impacts.

Although a number of these lawsuits have been dismissed, others remain pending and the outcome of these cases remains difficult to predict.

Apart from governmental regulation, there are also increasing financial risks for fossil-fuel producers as stakeholders of fossil-fuel energy companies may elect in the future to shift some or all of their support into non-energy related sectors.

There is also a risk that financial institutions will be required to adopt policies that have the effect of reducing the funding provided to the fossil-fuel sector.

Recently, the Federal Reserve announced it had joined the Network for Greening the Financial System, a consortium of financial regulators focused on addressing climate-related risks in the financial sector.

Limitation of investments in and financing, bonding, and insurance coverages for fossil-fuel energy companies could adversely affect mining or oil & gas production activities.

The adoption and implementation of new or more stringent international, federal, or state legislation, regulations, or other regulatory initiatives that impose more stringent standards for GHG emissions from fossil-fuel companies could result in increased costs of compliance or costs of consuming, and thereby reduce demand for coal and oil & gas, which could reduce the profitability of our interests.

Additionally, political, litigation, and financial risks could result in either us our oil & gas operators restricting or canceling mining or oil & gas production activities, incurring liability for infrastructure damages as a result of climatic changes, or having an impaired ability to continue to operate in an economic manner.

One or more of these developments, as well as concerted conservation and efficiency efforts that result in reduced electricity consumption, and consumer and corporate preferences for non-fossil-fuel sources, including alternative energy sources, could cause prices and sales of our coal and/or oil & gas to materially decline and could cause our costs to increase and adversely affect our revenues and results of operations.

Some of our operating subsidiaries lease a portion of the surface properties upon which their mining facilities are located.

Our operating subsidiaries do not, in all instances, own all of the surface properties upon which their mining facilities have been constructed.

Certain of the operating companies have constructed and now operate all or some portion of their

facilities on properties owned by unrelated third parties with whom our subsidiary has entered into a long-term lease.

Certain of the operating companies have constructed and now operate all or some portion of their facilities on properties owned by unrelated third parties with whom our subsidiary has entered into a long-term lease.

We have no reason to believe that there exists any risk of loss of these leasehold rights given the terms and provisions of the subject leases and the nature and identity of the third-party lessors;

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We use significant amounts of steel, petroleum products, and other raw materials in various pieces of mining equipment, supplies, and materials, including the roof bolts required by the room-and-pillar method of mining.

Steel prices and the prices of scrap steel, natural gas, and coking coal consumed in the production of iron and steel fluctuate significantly and may change unexpectedly.

There may be acts of nature or terrorist attacks or threats that could also impact the future costs of raw materials.

Steel prices and the prices of scrap steel, natural gas, and coking coal consumed in the production of iron and steel fluctuate significantly and could change unexpectedly.

There could be acts of nature or terrorist attacks or threats that could also impact the future costs of raw materials.

Future volatility in the price of steel, petroleum products, or other raw materials will impact our operational expenses and could result in significant fluctuations in our profitability.

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Our inability to acquire or failure to maintain surety bonds that are required by federal and state law would have a material adverse effect on us.

Federal and state laws require us to place and maintain bonds to secure our obligations to repair and return property to its approximate original state after it has been mined (often referred to as "reclaim"

Federal and state laws require us to place and maintain bonds to secure our obligations to repair and return the property to its approximate original state after it has been mined (often referred to as "reclaim"

or "reclamation"), to pay federal and state workers' compensation and pneumoconiosis (or black lung) benefits, and to satisfy other miscellaneous obligations.

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These bonds are typically renewable on a yearly basis.

The failure to maintain or the inability to acquire sufficient surety bonds, as required by federal and state laws, could subject us to fines and penalties and result in the loss of our mining permits.

The failure to maintain or the inability to acquire

sufficient surety bonds, as required by federal and state laws, could subject us to fines and penalties and result in the loss of our mining permits.

Such failure could result from a variety of factors, including:

● lack of availability, higher expense, or unreasonable terms of new surety bonds, including as a result of external pressures related to fossil-fuel companies;

● the ability of current and future surety bond issuers to increase required collateral, or limitations on availability of collateral for surety bond issuers due to the terms of our credit agreements;

● the exercise by third-party surety bond holders of their rights to refuse to renew the surety.

● the ability of current and future surety bond issuers to increase required collateral, or limitations on the availability of collateral for surety bond issuers due to the terms of our credit agreements;

● the exercise by third-party surety bondholders of their rights to refuse to renew the surety.

We have outstanding surety bonds with governmental agencies for reclamation, federal and state workers' compensation, and other obligations.

At December 31, 2020, our total of such bonds was $171.1 million.

We may have difficulty maintaining our surety bonds for mine reclamation as well as workers' compensation and black lung benefits.

We could have difficulty maintaining our surety bonds for mine reclamation as well as workers' compensation and black lung benefits.

In addition, those governmental agencies may increase the amount of bonding required.

Our inability to acquire or failure to maintain these bonds or a substantial increase in the bonding requirements, would have a material adverse effect on us.

Price fluctuations in the oil & gas industry could affect our profitability and distributable cash flow.

We have investments in oil & gas mineral interests in the continental United States.

Consequently, the value of the investments as well as any resulting cash flows, may fluctuate with changes in the market and prices for oil & gas.

Since we began these investments in late 2014, the oil & gas industry has experienced significant fluctuations in commodity prices driven by a global supply/demand imbalance for oil and an oversupply of natural gas in the United States.

If commodity prices decline to lower levels, we could see a decrease in the value of these investments or in the cash flows they generate.

For more information on our involvement in these matters, please read "Item 8.

Financial Statements and Supplementary Data—Note 12 – Investments."

We depend on unaffiliated operators for all of the exploration, development and production on the oil & gas properties in which we own mineral interests.

Because we depend on our third-party operators for all of the exploration, development and production on our oil & gas properties, we have little to no control over the operations related to our oil & gas properties.

We depend on unaffiliated operators for all of the exploration, development, and production of the oil & gas properties in which we own mineral interests.

Because we depend on our third-party operators for all of the exploration, development, and production of our oil & gas properties, we have little to no control over the operations related to our oil & gas properties.

The operators of our properties are often not obligated to undertake any development activities.

In the absence of a specific contractual obligation, any development and production activities will be subject to their sole discretion (subject, however, to certain

implied obligations to develop imposed by state law).

In the absence of a specific contractual obligation, any development and production activities will be subject to their sole discretion (subject, however, to certain implied obligations to develop imposed by state law).

The success and timing of drilling and development activities on our oil & gas properties, and whether the operators elect to drill any additional wells on our acreage, depends on a number of factors that will be largely outside of our control, including:

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● the rate of production of the reserves.

The operators may elect not to undertake development activities, or may undertake these activities in an unanticipated fashion, which may result in significant fluctuations in our oil & gas revenues and cash available for distribution.

The operators may elect not to undertake development activities or may undertake these activities in an unanticipated fashion, which could result in significant fluctuations in our oil & gas revenues.

We have little to no control over the timing of future drilling with respect to our mineral interests.

All of our oil & gas mineral interests may not ultimately be developed or produced by the operators of our properties.

Recovery of undeveloped reserves requires significant capital expenditures and successful drilling operations, and the decision to pursue development of an undeveloped drilling location will be made by the operator and not by us.

Recovery of undeveloped reserves requires significant capital expenditures and successful drilling operations, and the decision to pursue the development of an undeveloped drilling location will be made by the operator and not by us.

We generally do not have access to the estimated costs of development of these reserves or the scheduled development plans of our operators.

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We cannot be certain that the estimated costs of the development of these reserves are accurate, that development will occur as scheduled or that the results of the development will be as estimated.

Delays in the development of our reserves, increases in costs to drill and develop our reserves, or decreases in commodity prices will reduce the future net revenues of our estimated undeveloped reserves and may result in some projects becoming uneconomical.

In addition, delays in the development of reserves could force us to reclassify certain of our proved undeveloped reserves as unproved reserves.

We may experience delays in the payment of royalties and be unable to replace operators that do not make required royalty payments, and we may not be able to terminate our leases with defaulting lessees if any of the operators on those leases declare bankruptcy.

We could experience delays in the payment of royalties and be unable to replace operators that do not make required royalty payments, and we may not be able to terminate our leases with defaulting lessees if any of the operators on those leases declare bankruptcy.

A failure on the part of the operators to make royalty payments gives us the right to terminate the lease and enforce payment obligations under the lease.

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However, we might not be able to find a replacement operator and, if we did, we might not be able to enter into a new lease on favorable terms within a reasonable period of time.

In addition, the outgoing operator could be subject to a proceeding under Title 11 of the United States Code (the "Bankruptcy Code"), in which case our right to enforce or terminate the lease for any defaults, including non-payment, may be substantially delayed or otherwise impaired.

In addition, the outgoing operator could be subject to a proceeding under Title 11 of the United States Code (the "Bankruptcy Code"), in which case our right to enforce or terminate the lease for any defaults, including non-payment, could be substantially delayed or otherwise impaired.

In general, in a proceeding under the Bankruptcy Code, the bankrupt operator would have substantial time to decide whether they ultimately reject or assume the lease, which could prevent the execution of a new lease or the assignment of the existing lease to another operator.

In the event that the operator rejected the lease, our ability to collect amounts owed would be substantially delayed, and our ultimate recovery may be only a fraction of the amount owed or nothing.

In the event that the operator rejected the lease, our ability to collect amounts owed would be substantially delayed, and our ultimate recovery could be only a fraction of the amount owed or nothing.

In addition, if we are able to enter into a new lease with a new operator, the replacement operator may not achieve the same levels of production or sell oil or natural gas at the same price as the operator it replaced.

If the operators of our properties suspend our right to receive royalty payments due to title or other issues, our business, financial condition and/or results of operations may be adversely affected.

Upon a change in ownership of mineral interests, and at regular intervals pursuant to routine audit procedures at each of our operators otherwise at its discretion, the operator of the underlying property has the right to investigate and verify

the title and ownership of mineral interests with respect to the properties it operates.

If the operators of our properties suspend our right to receive royalty payments due to title or other issues, our business, financial condition, and/or results of operations could be adversely affected.

If any title or ownership issues are not resolved to its reasonable satisfaction in accordance with customary industry standards, the operator may suspend payment of the related royalty.

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During the time that an operator puts our assets in pay suspense, we would not receive the applicable mineral or royalty payment owed to us from sales of the underlying oil or natural gas related to such mineral or royalty interest.

If a significant amount of our royalty interests are placed in suspense, our results of operations may be reduced significantly.

The inability to successfully identify, complete and integrate acquisitions of additional oil & gas mineral interests could cause our profitability to decline.

Our profitability depends partly upon acquisitions to grow our oil & gas reserves, production, and free cash flow.

Our decision to acquire a property will depend in part on the evaluation of data obtained from production reports and engineering studies, geophysical and geological analyses and seismic data, and other information, the results of which are often inconclusive and subject to various interpretations.

The successful acquisition of properties requires an assessment of several factors, including:

● recoverable reserves;

● future oil & gas prices and their applicable basis differentials;

● development plans;

● the operating costs our operators would incur to develop and operate the properties;

● potential environmental and other liabilities that operators of the properties may incur.

The accuracy of these assessments is inherently uncertain and we may not be able to identify attractive acquisition opportunities.

In connection with these assessments, we perform a review of the subject properties that we believe to be generally consistent with industry practices, given the nature of our interests.

Our review will not reveal all existing or potential problems nor will it permit us to become sufficiently familiar with the properties to assess fully their deficiencies and capabilities.

Even if we do identify attractive acquisition opportunities, we may not be able to complete the acquisition or do so on commercially acceptable terms.

There is intense competition for acquisition opportunities in our industry.

Competition for acquisitions may increase the cost of, or cause us to refrain from, completing acquisitions.

Our ability to complete acquisitions is dependent upon, among other things, our ability to obtain debt and equity financing.

In addition, these acquisitions may be in geographic regions in which we do not currently hold properties, which could subject us to additional and unfamiliar legal and regulatory requirements.

Further, the success of any completed acquisition will depend on our ability to integrate effectively the acquired assets into our existing operations.

The process of integrating acquired assets may involve unforeseen difficulties and may require a disproportionate amount of our managerial and financial resources.

No assurance can be given that we will be able to identify suitable acquisition opportunities, negotiate acceptable terms, obtain financing for acquisitions on acceptable terms, or successfully acquire identified targets.

Any acquisitions of additional mineral interests that we complete will be subject to substantial risks.

Even if we make acquisitions that we believe will increase our mineral revenue, any acquisition involves potential risks, including, among other things:

● the validity of our assumptions about estimated proved reserves, future production, prices, revenues, capital expenditures, the operating expenses and costs our operators would incur to develop the minerals;

● a decrease in our liquidity by using a significant portion of our cash generated from operations or borrowing capacity to finance acquisitions;

● a significant increase in our interest expense or financial leverage if we incur debt to finance acquisitions;

● the assumption of unknown liabilities, losses or costs for which we are not indemnified or for which any indemnity we receive is inadequate;

● mistaken assumptions about the overall cost of equity or debt;

● our ability to obtain satisfactory title to the assets we acquire;

● an inability to hire, train or retain qualified personnel to manage and operate our growing mineral assets;

● the occurrence of other significant changes, such as impairment of oil & gas properties, goodwill or other intangible assets, asset devaluation or restructuring charges.

Our estimated oil & gas reserves are based on many assumptions that may turn out to be inaccurate.

If a significant amount of our royalty interests is placed in suspense, our results of operations could be reduced significantly.

Our estimated oil & gas reserves are based on many assumptions that could turn out to be inaccurate.

Any material inaccuracies in these reserve estimates or underlying assumptions will materially affect the quantities and present value of our reserves.

Oil & gas reserve engineering is not an exact science and requires subjective estimates of underground accumulations of oil & gas and assumptions concerning future oil & gas prices, production levels, ultimate recoveries, and operating costs.

As a result, estimated quantities of proved reserves and projections of future production rates may be incorrect.

Our estimates of proved reserves and related valuations as of December 31, 2019 were prepared by Netherland, Sewell & Associates, Inc.

As a result, estimated quantities of proved reserves and projections of future production rates could be incorrect.

Our estimates of proved reserves and related valuations as of December 31, 2020, were audited by Netherland, Sewell & Associates, Inc.

("NSAI"), which conducted a detailed review of all of our properties at that time using information provided by us.

Over time, we may make material changes to reserve estimates taking into account the results of actual drilling, testing, and production.

In addition, certain assumptions regarding future oil & gas prices, production levels and operating costs may prove incorrect.

A meaningful portion of our reserve estimates are made without the benefit of a lengthy production history, which are less reliable than estimates based on a lengthy production history.

In addition, certain assumptions regarding future oil & gas prices, production levels, and operating costs could prove incorrect.

A meaningful portion of our reserve estimates is made without the benefit of lengthy production history, which are less reliable than estimates based on lengthy production history.

Any significant variance from these assumptions to actual figures could greatly affect our estimates of reserves and future cash generated from operations.

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Furthermore, the present value of future net cash flows from our proved reserves is not necessarily the same as the current market value of our estimated reserves.

In accordance with rules established by the SEC and the Financial Accounting Standards Board, we base the estimated discounted future net cash flows from our proved reserves on the twelve-month average oil & gas index prices, calculated as the unweighted arithmetic average for the first-day-of-the-month price for each month, and costs in effect on the date of the estimate, holding the prices and costs constant throughout the life of the properties.

Actual future prices and costs may differ materially from those used in the present value estimate, and future net present value estimates using then-current prices and costs may be significantly less than the current estimate.

In accordance with rules established by the SEC and the Financial Accounting Standards Board ("FASB"), we base the estimated discounted future net cash flows from our proved reserves on the twelve-month average oil & gas index prices, calculated as the unweighted arithmetic average for the first-day-of-the-month price for each month, and costs in effect on the date of the estimate, holding the prices and costs constant throughout the life of the properties.

Actual future prices and costs could differ materially from those used in the present value estimate, and future net present value estimates using then-current prices and costs could be significantly less than

the current estimate.

In addition, the 10% discount factor we use when calculating discounted future net cash flows may not be the most appropriate discount factor based on interest rates in effect from time to time and risks associated with us or the oil & gas industry in general.

Please see "Item 2.

Properties"

Properties—Oil & Gas Reserves"

for more information on our reserves.

Drilling for and producing oil & gas are high-risk activities with many uncertainties that may materially adversely affect our business, financial condition and results of operations.

Drilling for and producing oil & gas are high-risk activities with many uncertainties that could materially adversely affect our business, financial condition, and results of operations.

The drilling activities of the operators of our properties will be subject to many risks.

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The costs of exploration, exploitation, and development activities are subject to numerous uncertainties beyond our control and increases in those costs can adversely affect the economics of a project.

Further, our operators' drilling and producing operations may be curtailed, delayed, canceled or otherwise negatively impacted as a result of other factors, including:

Further, our operators' drilling and producing operations could be curtailed, delayed, canceled, or otherwise negatively impacted as a result of other factors, including:

● unusual or unexpected geological formations or earthquakes;

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● adverse weather conditions.

Any of these risks can cause substantial losses, including personal injury or loss of life, damage to or destruction of

property, natural resources, and equipment, pollution, environmental contamination or loss of wells, and other regulatory penalties.

In the event that planned operations, including the drilling of development wells, are delayed or cancelled, or existing wells or development wells have lower than anticipated production due to one or more of the factors above or for any other reason, our financial condition, results of operations, and free cash flow may be materially adversely affected.

Any of these risks can cause substantial losses, including personal injury or loss of life, damage to or destruction of property, natural resources, and equipment, pollution, environmental contamination or loss of wells, and other regulatory penalties.

In the event that planned operations, including the drilling of development wells, are delayed or canceled, or existing wells or development wells have lower than anticipated production due to one or more of the factors above or for any other reason, our financial condition, results of operations, and free cash flow could be materially adversely affected.

The marketability of oil & gas production is dependent upon transportation and other facilities, certain of which neither we nor the operators of our properties control.

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In addition, the amount of oil & gas that can be produced and sold may be subject to curtailment in certain other circumstances outside of our or our operators' control, such as pipeline interruptions due to maintenance, excessive pressure, inability of downstream processing facilities to accept unprocessed gas, physical damage to the gathering system or transportation system or lack of contracted capacity on such systems.

The curtailments arising from these and similar circumstances may last from a few days to several months.

The curtailments arising from these and similar circumstances could last from a few days to several months.

In many cases, we and our operators are provided with limited notice, if any, as to when these curtailments will arise and the duration of such curtailments.

Any such shut-in or curtailment, or an inability to obtain favorable terms for delivery of the oil & gas produced from our acreage, could adversely affect our financial condition, results of operations, and cash available for distribution.

We do not currently enter into hedging arrangements with respect to the oil & gas production from our properties, and we will be exposed to the impact of decreases in the price of oil & gas.

We have not entered into hedging arrangements to establish, in advance, a price for the sale of the oil & gas produced from our properties, and we may not enter into such arrangements in the future.

As a result, although we may realize the benefit of any short-term increase in the price of oil & gas, we will not be protected against decreases in the price of oil & gas or prolonged periods of low commodity prices, which could materially adversely affect our business, results of operation and cash available for distribution.

In the future, we may enter into hedging transactions with the intent of reducing volatility in our cash flows due to fluctuations in the price of oil & gas.

However, these hedging activities may not be as effective as we intend in reducing the volatility of our cash flows and, if entered into, are subject to the risks that the terms of the derivative instruments will be imperfect, a counterparty may not perform its obligations under a derivative contract, there may be a change in the expected differential between the underlying commodity price in the derivative instrument and the actual price received, our hedging policies and procedures may not be properly followed and the steps we take to monitor our derivative financial instruments may not detect and prevent violations of our risk management policies and procedures, particularly if deception or other intentional misconduct is involved.

Further, we may be limited in receiving the full benefit of increases in oil & gas prices as a result of these hedging transactions.

We do not currently enter into hedging arrangements with respect to commodity production from our properties, and we will be exposed to the impact of decreases in the price of such commodities.

We have not entered into hedging arrangements to establish, in advance, a price for the sale of the oil & gas or the coal produced from our properties, and we may not enter into such arrangements in the future.

As a result, although we could realize the benefit of any short-term increase in the price, we will not be protected against decreases in the price or prolonged periods of low commodity prices, which could materially adversely affect our business, results of operation and cash available for distribution.

In the future, we may enter into hedging transactions with the intent of reducing volatility in our cash flows due to fluctuations in the price of oil & gas or coal.

However, these hedging activities may not be as effective as we intend in reducing the volatility of our cash flows and, if entered into, are subject to the risks that the terms of the derivative instruments will be imperfect, a counterparty may not perform its obligations under a derivative contract, there could be a change in the expected differential between the underlying commodity price in the derivative instrument and the actual price received, our hedging policies and procedures may not be properly followed and the steps we take to monitor our derivative financial instruments may not detect and prevent violations of our risk management policies and procedures, particularly if deception or other intentional misconduct is involved.

Further, we could be limited in receiving the full benefit of increases in commodity prices as a result of these hedging transactions.

The occurrence of any of these risks could prevent us from realizing the benefit of a derivative contract.

Oil & gas operations are subject to various governmental laws and regulations.

Compliance with these laws and regulations can be burdensome and expensive for our operators, and failure to comply could result in our operators incurring significant liabilities, either of which may impact our operators' willingness to develop our interests.

In addition, the production, handling, storage and transportation of oil & gas, as well as the

remediation, emission, and disposal of oil & gas wastes, by-products thereof and other substances and materials produced or used in connection with oil & gas operations are subject to regulation under federal, state, and local laws and regulations primarily relating to protection of worker health and safety, natural resources, and the environment.

Moreover, these laws and regulations have generally imposed increasingly strict requirements related to water use and disposal, air pollution control, and waste management.

Laws and regulations governing exploration and production may also affect production levels.

Our operators must comply with federal and state laws and regulations governing conservation matters, including:

● provisions related to the unitization or pooling of the oil & gas properties;

● the establishment of maximum rates of production from wells;

● the spacing of wells;

● the plugging and abandonment of wells;

● the removal of related production equipment.

Additionally, federal and state regulatory authorities may expand or alter applicable pipeline-safety laws and regulations, compliance with which may require increased capital costs for third-party oil & gas transporters.

These transporters may attempt to pass on such costs to our operators, which in turn could affect profitability on the properties in which we own mineral interests.

Our operators must also comply with laws and regulations prohibiting fraud and market manipulations in energy markets.

We believe the trend of more expansive and stricter environmental legislation and regulations will continue.

These current laws and regulations and other potential regulations could increase the operating costs of our operators and delay production and may ultimately impact our operators' ability and willingness to develop our properties.

Terrorist attacks or cyber incidents could result in information theft, data corruption, operational disruption and/or financial loss.

Like most companies, we have become increasingly dependent upon digital technologies, including information systems, infrastructure and cloud applications and services, to operate our businesses, to process and record financial and operating data, communicate with our business partners, analyze mine and mining information, estimate quantities of reserves, as well as other activities related to our businesses.

Strategic targets, such as energy-related assets, may be at greater risk of future terrorist or cyber-attacks than other targets in the United States.

Our insurance may not protect us against such occurrences.

Consequently, it is possible that any of these occurrences, or a combination of them, could have a material adverse effect on our business, financial condition, results of operations, and cash flows.

Further, as cyber incidents continue to evolve, we may be required to expend additional resources to continue to modify or enhance our protective measures or to investigate and remediate any vulnerability to cyber incidents.

Expansions and acquisitions involve a number of risks, any of which could cause us not to realize the anticipated benefits.

Similarly, the profitability of our minerals segment depends significantly upon acquisitions to grow our oil & gas reserves, production, and free cash flow.

Our future growth could be limited if we are unable to continue to make acquisitions in either our coal operations or our minerals business, or if we are unable to successfully integrate the companies, businesses, or properties we acquire.

We may not be successful in consummating any acquisitions and the consequences of undertaking these acquisitions are unknown.

There is intense competition for acquisition opportunities in our industry.

Competition for acquisitions could increase the cost of, or cause us to refrain from, completing acquisitions.

Our ability to complete acquisitions is dependent upon, among other things, our ability to obtain debt and equity financing under acceptable terms.

In addition, these acquisitions could be in geographic regions in which we do not currently hold properties, which could subject us to additional and unfamiliar legal and regulatory requirements.

The process of integrating acquired assets could involve unforeseen difficulties and could require a disproportionate amount of our managerial and financial resources.

If we are unable to successfully integrate the companies, businesses, or properties we acquire, our profitability could decline and we could experience a material adverse effect on our business, financial condition, or results of operations.

Expansion and acquisition transactions involve various inherent risks, including:

● uncertainties in assessing the value, strengths, and potential profitability of expansion and acquisition opportunities ;

● uncertainties in identifying the extent of all weaknesses, risks, contingent and other liabilities of, expansion and acquisition opportunities;

● the ability to achieve identified operating and financial synergies anticipated to result from an expansion or an acquisition;

● problems that could arise from the integration of the new operations;

● unanticipated changes in business, industry, or general economic conditions that affect the assumptions underlying our rationale for pursuing the expansion or acquisition opportunity.

Any one or more of these factors could cause us not to realize the benefits anticipated to result from an expansion or acquisition.

Any expansion or acquisition opportunities we pursue could materially affect our liquidity and capital

resources and could require us to incur indebtedness, seek equity capital, or both.

Future expansions or acquisitions could result in us assuming more long-term liabilities relative to the value of the acquired assets than we have assumed in our previous expansions and/or acquisitions.

The integration of any expansions or acquisitions that we complete will be subject to substantial risks.

Even if we make expansions or acquisitions that we believe will increase our coal or mineral revenue, any expansion or acquisition involves potential risks, including, among other things:

● the validity of our assumptions about estimated proved reserves, future production, prices, revenues, capital expenditures, the operating expenses, and costs our operators would incur to develop the minerals;

● a decrease in our liquidity by using a significant portion of our cash generated from operations or borrowing capacity to finance acquisitions;

● a significant increase in our interest expense or financial leverage if we incur debt to finance acquisitions;

● the assumption of unknown liabilities, losses or costs for which we are not indemnified or for which any indemnity we receive is inadequate;

● mistaken assumptions about the overall cost of equity or debt;

● our ability to obtain satisfactory title to the assets we acquire;

● an inability to hire, train or retain qualified personnel to manage and operate our growing mineral assets;

● the occurrence of other significant changes, such as impairment of properties, goodwill or other intangible assets, asset devaluation, or restructuring charges.

Our inability to obtain commercial insurance at acceptable rates or our failure to adequately reserve for self-insured exposures could increase our expenses and have a negative impact on our business.

We believe that commercial insurance coverage is prudent in certain areas of our business for risk management.

Insurance costs could increase substantially in the future and could be affected by natural disasters, fear of terrorism, financial irregularities, cybersecurity breaches and other fraud at publicly-traded companies, intervention by the government, an increase in the number of claims received by the carriers, and a decrease in the number of insurance carriers.

In addition, the carriers with which we hold our policies could go out of business or be otherwise unable to fulfill their contractual obligations or could disagree with our interpretation of the coverage or the amounts owed.

Therefore, we may choose to forego or limit our purchase of relevant commercial insurance, choosing instead to self-insure one or more types or levels of risks.

If we suffer a substantial loss that is not covered by commercial insurance or our self-insurance reserves, the loss and related expenses could harm our business and operating results.

Also, exposures exist for which no insurance may be available and for which we have not reserved.

In addition, environmental activists could try to hamper fossil-fuel companies by other means including pressuring insurance and surety companies into restricting access to certain needed coverages.

Tax Risks to Our Common Unitholders

Our tax treatment depends on our status as a partnership for federal income tax purposes, and our not being subject to a material amount of entity-level taxation.

If the Internal Revenue Service ( "

) were to treat us as a corporation for federal income tax purposes, or we become subject to entity-level taxation for state tax purposes, our cash available for distribution to you would be substantially reduced.

If the IRS were to treat us as a corporation for federal income tax purposes, or we become subject to entity-level taxation for state tax purposes, our cash available for distribution to you would be substantially reduced.

The anticipated after-tax benefit of an investment in our units depends largely on our being treated as a partnership for United States federal income tax purposes.

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The present United States federal income tax treatment of publicly traded partnerships, including us, or an investment in our common units may be modified by administrative, legislative or judicial changes or differing interpretations at any time.

From time to time, members of Congress have proposed and considered substantive changes to the existing federal income tax laws that affect us or all publicly traded partnerships.

For example, enacted legislation repealed Section 199, which, prior to its repeal, entitled our unitholders to a deduction equal to a specified percentage of our qualified production activities income that was allocated to such unitholder.

From time to time, members of Congress have proposed and considered substantive changes to the existing United States federal income tax laws that would affect publicly traded partnerships, including elimination of partnership tax treatment for certain publicly traded partnership.

Members of Congress have frequently proposed and considered substantive changes to the existing United States federal income tax laws that would affect publicly traded partnerships, including proposals that would eliminate our ability to qualify for partnership tax treatment.

In addition, the Treasury Department has issued, and in the future may issue, regulations interpreting those laws that affect publicly traded partnerships.

There can be no assurance that there will not be further changes to United States federal income tax laws or the Treasury Department's interpretation of the qualifying income rules in a manner that could impact our ability to qualify as a partnership in the future.

Any modification to the United States federal income tax laws may be applied retroactively and could make it more difficult or impossible for us to meet the exception for certain publicly traded partnerships to be treated as partnerships for United States federal income tax purposes.

We are unable to predict whether any of these changes or other proposals will ultimately be enacted.

Any similar or future legislative changes could negatively impact the amount of our unit distributions and the value of an investment in our units.

Any modification to the United States federal income tax laws and interpretation thereof may or may not be applied retroactively and could make it more difficult or impossible for us to meet the exception for certain publicly traded partnerships to be treated as partnerships for United States federal income tax purposes.

We are unable to predict whether any changes or other proposals will ultimately be enacted.

Any similar or future legislative changes could negatively impact the value of an investment in our units.

You are urged to consult with your own tax advisor with respect to the status of regulatory or administrative developments and proposals and their potential effect on your investment in our units.

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A court may not agree with some or all of the positions we take.

Any contest with the IRS may materially and adversely impact the market for our units and the prices at which they trade.

Any contest with the IRS may materially and adversely impact the market for our units and the price at which they trade.

Moreover, the costs of any contest between us and the IRS will result in a reduction in our cash available for distribution to our unitholders and thus will be borne indirectly by our unitholders.

If the IRS makes audit adjustments to our income tax returns for tax years beginning after December 31, 2017, it (and some states) may assess and collect any taxes (including any applicable penalties and interest) resulting from such audit adjustments directly from us, in which case our cash available for distribution to our unitholders might be substantially reduced and our current and former unitholders may be required to indemnify us for any taxes (including any applicable penalties and interest) resulting from such audit adjustments that were paid on such unitholders' behalf.

Pursuant to the Bipartisan Budget Act of 2015, for taxable years beginning after December 31, 2017, if the IRS makes audit adjustments to our income tax returns, it (and some states) may assess and collect any taxes (including any applicable penalties and interest) resulting from such audit adjustments directly from us.

If the IRS makes audit adjustments to our income tax returns for tax years beginning after December 31, 2017, it (and some states) may assess and collect any taxes (including any applicable penalties and interest) resulting from such audit adjustments directly from us, in which case our cash available for distribution to our unitholders could be reduced and our current and former unitholders may be required to indemnify us for any taxes (including any applicable penalties and interest) resulting from such audit adjustments that were paid on such unitholders' behalf.

Pursuant to the Bipartisan Budget Act of 2015, for tax years beginning after December 31, 2017, if the IRS makes audit adjustments to our income tax returns, it (and some states) may assess and collect any taxes (including any applicable penalties and interest) resulting from such audit adjustments directly from us.

To the extent possible under the new rules, our general partner may elect to either pay the taxes (including any applicable penalties and interest) directly to the IRS or, if we are eligible, issue a revised information statement to each unitholder and former unitholder with respect to an audited and adjusted return.

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As a result, our current unitholders may bear some or all of the tax liability resulting from such audit adjustment, even if such unitholders did not own units in us during the tax year under audit.

If, as a result of any such audit adjustment, we are required to pay taxes, penalties and interest, our cash available for distribution to our unitholders may be substantially reduced and our current and former unitholders may be required to indemnify us for any taxes (including any applicable penalties and interest) resulting from such audit adjustments that were paid on such unitholders' behalf.

If, as a result of

any such audit adjustment, we are required to pay taxes, penalties and interest, our cash available for distribution to our unitholders might be substantially reduced and our current and former unitholders may be required to indemnify us for any taxes (including any applicable penalties and interest) resulting from such audit adjustments that were paid on such unitholders' behalf.

These rules are not applicable for tax years beginning on or prior to December 31, 2017.

Even if you do not receive any cash distributions from us, you will be required to pay taxes on your share of our taxable income.

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In general, we are entitled to a deduction for interest paid or accrued on indebtedness properly allocable to our trade or business during our taxable year.

However, under the Tax Cuts and Jobs Act, for taxable years beginning after December 31, 2017, our deduction for "business interest"

However, subject to the exceptions in the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act,"

discussed below), under the Tax Cuts and Jobs Act, for taxable years beginning after December 31, 2017, our deduction for "business interest"

is limited to the sum of our business interest income and 30% of our "adjusted taxable income."

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As a result, unitholders may be subject to limitation on their ability to deduct interest expense incurred by us.

For our 2020 taxable year, the CARES Act increases the 30% adjusted taxable income limitation to 50%, unless we elect not to apply such increase.

For purposes of determining our 50% adjusted taxable income limitation, we may elect to substitute our 2020 adjusted taxable income with our 2019 adjusted taxable income, which may result in a greater business interest expense deduction.

In addition, unitholders may treat 50% of any excess business interest allocated to them in 2019 as deductible in the 2020 taxable year without regard to the 2020 business interest expense limitations.

The remaining 50% of such unitholder's excess business interest is carried forward and subject to the same limitations as other taxable years.

Tax-exempt entities face unique tax issues from owning our units that may result in adverse tax consequences to them.

Investment in our units by tax-exempt entities, such as employee benefit plans and individual retirement accounts (known as "IRAs") raises issues unique to them.

For example, virtually all of our income allocated to organizations that are exempt from United States federal income tax, including IRAs and other retirement plans, will be unrelated business taxable income and will be taxable to them.

With respect to taxable years beginning after December 31, 2017, subject to the proposed aggregation rules for certain similarly situated businesses or activities issued by the Treasury Department, a tax-exempt entity with more than one unrelated trade or business (including by attribution from investment in a partnership such as ours) is required to compute the unrelated business taxable income of such tax-exempt entity separately with respect to each such trade or business (including for purposes of determining any net operating loss deduction).

As a result, for years beginning after December 31, 2017, it may not be possible for tax-exempt entities to utilize losses from an investment in our partnership to offset unrelated business taxable income from another unrelated trade or business and vice versa.

For example, virtually all of our income allocated to organizations that

are exempt from United States federal income tax, including IRAs and other retirement plans, will be unrelated business taxable income and will be taxable to them.

Tax-exempt entities should consult a tax advisor before investing in our units.

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As a result, distributions to a Non-United States unitholder will be subject to withholding at the highest applicable effective tax rate and a Non-United States unitholder who sells or otherwise disposes of a unit will also be subject to United States federal income tax on the gain realized from the sale or disposition of that unit.

Moreover, the transferee of an interest in a partnership that is engaged in a United States trade or business is generally required to withhold 10% of the amount realized by the transferor unless the transferor certifies that it is not a foreign person, and we are required to deduct and withhold from the transferee amounts that should have been withheld by the transferees but were not withheld.

Because the "amount realized"

includes a partner's share of the partnership's liabilities, 10% of the amount realized could exceed the total cash purchase price for the units.

However, pending the issuance of final regulations, the IRS has suspended the application of this withholding rule to transfers of publicly traded interests in publicly traded partnerships.

If recently promulgated regulations are finalized as proposed, such regulations would provide, with respect to transfers of publicly traded interests in publicly traded partnerships effected through a broker, that the obligation to withhold is imposed on the transferor's broker and that a partner's "amount realized"

does not include a partner's share of a publicly traded partnership's liabilities for purposes of determining the amount subject to withholding.

However, it is not clear when such regulations will be finalized and if they will be finalized in their current form.

While the determination of a partner's "amount realized"

generally includes any decrease of a partner's share of the partnership's liabilities, recently issued Treasury regulations provide that the "amount realized"

on a transfer of an interest in a publicly traded partnership, such as our common units, will generally be the amount of gross proceeds paid to the broker effecting the applicable transfer on behalf of the transferor, and thus will be determined without regard to any decrease in that partner's share of a publicly traded partnership's liabilities.

The Treasury regulations further provide that withholding on a transfer of an interest in a publicly traded partnership will not be imposed on a transfer that occurs prior to January 1, 2022, and after that date, if effected through a broker, the obligation to withhold is imposed on the transferor's broker.

We treat each purchaser of our units as having the same tax benefits without regard to the units actually purchased.

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to cover a short sale of units) may be considered as having disposed of those units.

If so, he would no longer be treated for tax purposes as a partner with respect to those units during the period of the loan and may recognize gain or loss from the disposition.

If so, such unitholder would no longer be treated for tax purposes as a partner with respect to those units during the period of the loan and may recognize gain or loss from the disposition.

Because there are no specific rules governing the United States federal income tax consequence of loaning a partnership interest, a unitholder whose units are the subject of a securities loan may be considered as having disposed of the loaned units.

In that case, the unitholder may no longer be treated for tax purposes as a partner with respect to those units during the period of the loan to the short seller and the unitholder may recognize gain or loss from such disposition.

Moreover, during the period of the loan, any of our income, gain, loss or deduction with respect to those units may not be reportable by the unitholder and any cash distributions received by the unitholder as to those units could be fully taxable as ordinary income.

Moreover, during the period of the loan, any of our income, gain, loss or deduction with respect to those units may not be

reportable by the unitholder and any cash distributions received by the unitholder as to those units could be fully taxable as ordinary income.

Unitholders desiring to assure their status as partners and avoid the risk of gain recognition from a securities loan are urged to consult a tax advisor to determine whether it is advisable to modify any applicable brokerage account agreements to prohibit their brokers from borrowing their units.

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Further, you may be subject to penalties for failure to comply with those requirements.

We currently own assets and conduct business in a variety of states which currently impose a personal income tax on individuals, corporations and other entities.

We currently own assets and conduct business in multiple states which currently impose a personal income tax on individuals, corporations and other entities.

As we make acquisitions or expand our business, we may own assets or conduct business in additional states that impose a personal income tax.

It is your responsibility to file all United States federal, state, and local tax returns and pay any taxes due in these jurisdictions.

It is your responsibility to file all United States federal, foreign, state, and local tax returns and pay any taxes due in these jurisdictions.

You should consult with your tax advisors regarding the filing of such tax returns, the payment of such taxes, and the deductibility of any taxes paid.

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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-K

Item 1A. Risk Factors