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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/23/24 Alliance Resource Partners LP 10-K 12/31/23 153:41M Toppan Merrill Bridge/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 8.18M
3: EX-10.13 Material Contract HTML 56K
4: EX-10.30 Material Contract HTML 1.45M
2: EX-10.6 Material Contract HTML 56K
5: EX-21.1 Subsidiaries List HTML 46K
6: EX-23.1 Consent of Expert or Counsel HTML 37K
7: EX-23.2 Consent of Expert or Counsel HTML 40K
12: EX-95.1 Mine-Safety Disclosure HTML 686K
13: EX-96.1 Mining Disclosure HTML 1.08M
14: EX-96.2 Mining Disclosure HTML 1.87M
15: EX-96.5 Mining Disclosure HTML 1.43M
16: EX-97.1 Clawback Policy re: Recovery of Erroneously HTML 55K
Awarded Compensation
17: EX-99.1 Miscellaneous Exhibit HTML 96K
8: EX-31.1 Certification -- §302 - SOA'02 HTML 44K
9: EX-31.2 Certification -- §302 - SOA'02 HTML 44K
10: EX-32.1 Certification -- §906 - SOA'02 HTML 42K
11: EX-32.2 Certification -- §906 - SOA'02 HTML 42K
23: R1 Document and Entity Information HTML 107K
24: R2 Consolidated Balance Sheets HTML 178K
25: R3 Consolidated Balance Sheets (Parenthetical) HTML 39K
26: R4 Consolidated Statements of Income HTML 136K
27: R5 Consolidated Statements of Income (Parenthetical) HTML 39K
28: R6 Consolidated Statements of Comprehensive Income HTML 85K
29: R7 Consolidated Statements of Cash Flows HTML 171K
30: R8 Consolidated Statement of Partners' Capital HTML 98K
31: R9 Organization and Presentation HTML 62K
32: R10 Summary of Significant Accounting Policies HTML 119K
33: R11 Acquisitions HTML 135K
34: R12 Inventories HTML 54K
35: R13 Property, Plant and Equipment HTML 68K
36: R14 Long-Term Debt HTML 105K
37: R15 Income Taxes HTML 146K
38: R16 Leases HTML 151K
39: R17 Fair Value Measurements HTML 61K
40: R18 Partners' Capital HTML 61K
41: R19 Variable Interest Entities HTML 66K
42: R20 Equity Investments HTML 89K
43: R21 Revenue From Contracts With Customers HTML 218K
44: R22 Earnings Per Limited Partner Unit HTML 92K
45: R23 Employee Benefit Plans HTML 416K
46: R24 Common Unit-Based Compensation Plans HTML 113K
47: R25 Supplemental Cash Flow Information HTML 69K
48: R26 Asset Retirement Obligations HTML 77K
49: R27 Accrued Workers' Compensation and Pneumoconiosis HTML 160K
Benefits
50: R28 Related-Party Transactions HTML 152K
51: R29 Commitments and Contingencies HTML 47K
52: R30 Concentration of Credit Risk and Major Customers HTML 67K
53: R31 Segment Information HTML 269K
54: R32 Schedule I Condensed Financial Information of HTML 174K
Registrant
55: R33 Summary of Significant Accounting Policies HTML 169K
(Policies)
56: R34 Summary of Significant Accounting Policies HTML 53K
(Tables)
57: R35 Acquisitions (Tables) HTML 129K
58: R36 Inventories (Tables) HTML 53K
59: R37 Property, Plant and Equipment (Tables) HTML 64K
60: R38 Long-Term Debt (Tables) HTML 95K
61: R39 Income Taxes (Tables) HTML 143K
62: R40 Leases (Tables) HTML 177K
63: R41 Fair Value Measurements (Tables) HTML 57K
64: R42 Partners' Capital (Tables) HTML 56K
65: R43 Variable Interest Entities (Tables) HTML 57K
66: R44 Equity Investments (Tables) HTML 93K
67: R45 Revenue From Contracts With Customers (Tables) HTML 216K
68: R46 Earnings Per Limited Partner Unit (Tables) HTML 90K
69: R47 Employee Benefit Plans (Tables) HTML 419K
70: R48 Common Unit-Based Compensation Plans (Tables) HTML 120K
71: R49 Supplemental Cash Flow Information (Tables) HTML 68K
72: R50 Asset Retirement Obligations (Tables) HTML 76K
73: R51 Accrued Workers' Compensation and Pneumoconiosis HTML 167K
Benefits (Tables)
74: R52 Related-Party Transactions (Tables) HTML 141K
75: R53 Concentration of Credit Risk and Major Customers HTML 65K
(Tables)
76: R54 Segment Information (Tables) HTML 309K
77: R55 Organization and Presentation (Details) HTML 102K
78: R56 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Cash HTML 40K
Management (Details)
79: R57 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 43K
Advance Royalties (Details)
80: R58 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 44K
Leases (Details)
81: R59 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 48K
Additional Information (Details)
82: R60 ACQUISITIONS - Asset acquisition (Details) HTML 74K
83: R61 ACQUISITIONS - Business Combination (Details) HTML 66K
84: R62 ACQUISITIONS - Pro Forma (Details) HTML 56K
85: R63 Inventories (Details) HTML 49K
86: R64 Property, Plant and Equipment (Details) HTML 75K
87: R65 LONG-TERM DEBT - Components (Details) HTML 65K
88: R66 LONG-TERM DEBT - Credit Facility (Details) HTML 101K
89: R67 LONG-TERM DEBT - 2025 Senior Notes (Details) HTML 49K
90: R68 LONG-TERM DEBT - Securitization Facility (Details) HTML 55K
91: R69 LONG-TERM DEBT - Equipment financing and other HTML 56K
(Details)
92: R70 LONG-TERM DEBT - Maturities (Details) HTML 51K
93: R71 INCOME TAXES - Components (Details) HTML 61K
94: R72 INCOME TAXES - Tax election (Details) HTML 52K
95: R73 INCOME TAXES - Reconciliation (Details) HTML 61K
96: R74 INCOME TAXES - Deferred tax (Details) HTML 57K
97: R75 LEASES - Lease expense (Details) HTML 53K
98: R76 LEASES - Cash flow (Details) HTML 47K
99: R77 LEASES - Balance Sheet (Details) HTML 46K
100: R78 LEASES - Weighted Average (Details) HTML 47K
101: R79 LEASES - Maturities (Details) HTML 77K
102: R80 Fair Value Measurements (Details) HTML 43K
103: R81 PARTNERS' CAPITAL - Distributions (Details) HTML 51K
104: R82 PARTNERS' CAPITAL - Narrative (Details) HTML 55K
105: R83 VARIABLE INTEREST ENTITIES - AllDale (Detail) HTML 69K
106: R84 VARIABLE INTEREST ENTITIES - Bal Sheet (Details) HTML 59K
107: R85 VARIABLE INTEREST ENTITIES - Investments (Detail) HTML 56K
108: R86 EQUITY INVESTMENTS - Equity method (Details) HTML 64K
109: R87 EQUITY INVESTMENTS - Non-equity method (Details) HTML 48K
110: R88 REVENUE FROM CONTRACTS WITH CUSTOMERS - HTML 84K
Disaggregation (Details)
111: R89 REVENUE FROM CONTRACTS WITH CUSTOMERS - Supply HTML 67K
contracts (Details)
112: R90 Earnings Per Limited Partner Unit (Details) HTML 72K
113: R91 EMPLOYEE BENEFIT PLANS - Defined Contribution HTML 42K
(Details)
114: R92 EMPLOYEE BENEFIT PLANS - Obligations, Assets, HTML 89K
Reported Amounts (Details)
115: R93 EMPLOYEE BENEFIT PLANS - Assumptions (Details) HTML 47K
116: R94 EMPLOYEE BENEFIT PLANS - Periodic Benefit Cost HTML 84K
(Details)
117: R95 EMPLOYEE BENEFIT PLANS - Estimated Benefit HTML 55K
Payments (Details)
118: R96 EMPLOYEE BENEFIT PLANS - Asset Allocations HTML 48K
(Details)
119: R97 EMPLOYEE BENEFIT PLANS - Fair Value of Plan Assets HTML 132K
(Details)
120: R98 COMMON UNIT-BASED COMPENSATION PLANS - LTIP Grants HTML 72K
(Details)
121: R99 COMMON UNIT-BASED COMPENSATION PLANS - LTIP Other HTML 50K
(Details)
122: R100 COMMON UNIT-BASED COMPENSATION PLANS - SERP and HTML 70K
Directors (Details)
123: R101 Supplemental Cash Flow Information (Details) HTML 51K
124: R102 ASSET RETIREMENT OBLIGATIONS - Activity (Details) HTML 47K
125: R103 ASSET RETIREMENT OBLIGATIONS - Estimated Payments HTML 62K
(Details)
126: R104 ACCRUED WORKERS' COMPENSATION AND PNEUMOCONIOSIS HTML 58K
BENEFITS - Workers' Comp (Detail)
127: R105 ACCRUED WORKERS' COMPENSATION AND PNEUMOCONIOSIS HTML 53K
BENEFITS - Obligations (Details)
128: R106 Accrued Workers' Compensation and Pneumoconiosis HTML 57K
Benefits - Aocl (Details)
129: R107 ACCRUED WORKERS' COMPENSATION AND PNEUMOCONIOSIS HTML 49K
BENEFITS - Balance Sheet (Details)
130: R108 ACCRUED WORKERS' COMPENSATION AND PNEUMOCONIOSIS HTML 61K
BENEFITS - Expense (Details)
131: R109 RELATED-PARTY TRANSACTIONS - Line of Credit HTML 51K
(Details)
132: R110 RELATED-PARTY TRANSACTIONS - Affiliate Royalty HTML 66K
Agreements (Details)
133: R111 RELATED-PARTY TRANSACTIONS - Craft Foundations HTML 54K
(Details)
134: R112 RELATED-PARTY TRANSACTIONS - WKY CoalPlay HTML 63K
(Details)
135: R113 COMMITMENTS AND CONTINGENCIES - Purchase HTML 45K
Commitments (Details)
136: R114 COMMITMENTS AND CONTINGENCIES - Insurance HTML 51K
(Details)
137: R115 Concentration of Credit Risk and Major Customers HTML 66K
(Details)
138: R116 SEGMENT INFORMATION - General (Details) HTML 46K
139: R117 SEGMENT INFORMATION - Segment Results (Details) HTML 91K
140: R118 SEGMENT INFORMATION - EBITDA Expense HTML 48K
Reconciliation (Details)
141: R119 SEGMENT INFORMATION - EBITDA Reconciliation HTML 81K
(Details)
142: R120 Schedule I - Condensed Financial Information of HTML 102K
Registrant - Balance Sheets (Details)
143: R121 Schedule I - Condensed Financial Information of HTML 43K
Registrant - Balance Sheets (Parenthetical)
(Details)
144: R122 Schedule I - Condensed Financial Information of HTML 83K
Registrant - Operations (Details)
145: R123 Schedule I - Condensed Financial Information of HTML 58K
Registrant - Cash Flows (Details)
146: R124 SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF HTML 45K
REGISTRANT - Narrative (Details)
147: R125 Pay vs Performance Disclosure HTML 50K
148: R126 Insider Trading Arrangements HTML 44K
150: XML IDEA XML File -- Filing Summary XML 270K
153: XML XBRL Instance -- arlp-20231231x10k_htm XML 6.31M
149: EXCEL IDEA Workbook of Financial Report Info XLSX 285K
19: EX-101.CAL XBRL Calculations -- arlp-20231231_cal XML 344K
20: EX-101.DEF XBRL Definitions -- arlp-20231231_def XML 1.23M
21: EX-101.LAB XBRL Labels -- arlp-20231231_lab XML 2.20M
22: EX-101.PRE XBRL Presentations -- arlp-20231231_pre XML 1.82M
18: EX-101.SCH XBRL Schema -- arlp-20231231 XSD 321K
151: JSON XBRL Instance as JSON Data -- MetaLinks 795± 1.21M
152: ZIP XBRL Zipped Folder -- 0001558370-24-001616-xbrl Zip 2.72M
Exhibit 97.1
Alliance Resource Partners, L.P.
Incentive-Based Compensation Recoupment Policy
(this “Policy”)
Adopted by the Compensation Committee of the Board of Directors of
Alliance Resource Management GP, LLC (the “Committee”) on October 25, 2023
1. Recoupment. If Alliance Resource Partners, L.P. (the “Company”) is required to prepare a Restatement, the Committee shall, unless determined to be Impracticable, take reasonably prompt action to recoup all Recoverable Compensation from any Covered Person. This Policy is in addition to (and not in lieu of) any right of repayment, forfeiture or off-set against any Covered Person that may be available under applicable law or otherwise (whether implemented prior to or after adoption of this Policy). The Committee may, in its sole discretion and in the exercise of its business judgment, determine whether and to what extent additional action is appropriate to address the circumstances surrounding any recovery of Recoverable Compensation tied to a Restatement and to impose such other discipline as it deems appropriate.
2. Method of Recoupment. Subject to applicable law, the Committee may seek to recoup Recoverable Compensation by (i) requiring a Covered Person to repay such amount to the Company; (ii) offsetting a Covered Person’s other compensation; or (iii) such other means or combination of means as the Committee, in its sole discretion, determines to be appropriate. To the extent that a Covered Person fails to repay all Recoverable Compensation to the Company as determined pursuant to this Policy, the Company shall take all actions reasonable and appropriate to recover such amount, subject to applicable law. The applicable Covered Person shall be required to reimburse the Company for any and all expenses reasonably incurred (including legal fees) by the Company in recovering such amount.
3. Administration of Policy. The Committee shall have full authority to administer, amend or terminate this Policy. The Committee shall, subject to the provisions of this Policy, make such determinations and interpretations and take such actions in connection with this Policy as it deems necessary, appropriate or advisable. All determinations and interpretations made by the Committee shall be final, binding and conclusive. Notwithstanding anything in this Section 3 to the contrary, no amendment or termination of this Policy shall be effective if such amendment or termination would (after taking into account any actions taken by the Company contemporaneously with such amendment or termination) cause the Company to violate any federal securities laws, rules of the U.S. Securities and Exchange Commission (the “SEC”) or the rules of any national securities exchange or national securities association on which the Company’s securities are then listed. The Committee shall consult with the Company’s audit committee, chief financial officer and chief accounting officer, as applicable, as needed in order to properly administer and interpret any provision of this Policy.
4. No Indemnification. Notwithstanding the terms of any of the Company’s organizational documents, any corporate policy or any contract, the Company shall not indemnify any Covered Person against the loss of any Recoverable Compensation.
5. Disclosures and Record Keeping. The Company shall make all disclosures and filings with respect to this Policy and maintain all documents and records that are required by the applicable rules and forms of the SEC (including, without limitation, Rule 10D-1 under the Securities Exchange Act of 1934 (the “Exchange Act”)) and any applicable exchange listing standard.
6. Governing Law. The validity, construction, and effect of this Policy and any determinations relating to this Policy shall be construed in accordance with the laws of the State of Delaware without regard to its conflicts of laws principles.
7. Successors. This Policy shall be binding and enforceable against all Covered Persons and their beneficiaries, heirs, executors, administrators or other legal representatives.
8. Definitions. In addition to terms otherwise defined in this Policy, the following terms, when used in this Policy, shall have the following meanings:
“Applicable Period” means the three completed fiscal years preceding the earlier of: (i) the date that the Committee, or the officer or officers of the Company authorized to take such action if Committee action is not required, concludes, or reasonably should have concluded, that the Company is required to prepare a Restatement; or (ii) the date a court, regulator, or other legally authorized body directs the Company to prepare a Restatement. The Applicable Period shall also include any transition period (that results from a change in the Company’s fiscal year) of less than nine months within or immediately following the three completed fiscal years.
“Covered Person” means any person who receives Recoverable Compensation.
“Executive Officer” includes the Company’s president, principal financial officer, principal accounting officer (or if there is no such accounting officer, the controller), any vice-president of the Company in charge of a principal business unit, division, or function (such as sales, administration, or finance), any other officer who performs a policy-making function, or any other person (including any executive officer of the Company’s controlled affiliates) who performs similar policy-making functions for the Company, and such other employees who may from time to time be deemed subject to this Policy by the Committee.
“Financial Reporting Measure” means a measure that is determined and presented in accordance with the accounting principles used in preparing the Company’s financial statements (including “non-GAAP” financial measures, such as those appearing in earnings releases), and any measure that is derived wholly or in part from such measure. Unit price, total unitholder return and EBITDA are Financial Reporting Measures.
“Impracticable” means, after exercising a normal due process review of all the relevant facts and circumstances and taking all steps required by Exchange Act Rule 10D-1 and any applicable exchange listing standard, the Committee determines that recovery of the Incentive-Based Compensation is impracticable because: (i) it has determined that the direct expense that the Company would pay to a third party to assist in recovering the Incentive-Based Compensation would exceed the amount to be recovered; (ii) it has concluded that the recovery of the Incentive-Based Compensation would violate home country law adopted prior to November 28, 2022; or (iii) it has determined that the recovery of Incentive-Based Compensation would cause a tax-qualified retirement plan, under which benefits are broadly available to the Company’s employees, to fail to meet the requirements of 26 U.S.C. 401(a)(13) or 26 U.S.C. 411(a) and regulations thereunder.
“Incentive-Based Compensation” includes any compensation that is granted, earned, or vested based wholly or in part upon the attainment of a Financial Reporting Measure; however it does not include: (i) base salaries; (ii) discretionary cash bonuses; (iii) awards (either cash or equity) that are based upon subjective, strategic or operational standards; and (iv) equity awards that vest solely on the passage of time.
“Received” – Incentive-Based Compensation is deemed “Received” in any Company fiscal period during which the Financial Reporting Measure specified in the Incentive-Based Compensation award is
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attained, even if the payment or grant of the Incentive-Based Compensation occurs after the end of that period.
“Recoverable Compensation” means all Incentive-Based Compensation (calculated on a pre-tax basis) Received after October 2, 2023 by a person: (i) after beginning service as an Executive Officer; (ii) who served as an Executive Officer at any time during the performance period for that Incentive-Based Compensation; (iii) while the Company had a class of securities listed on a national securities exchange or national securities association; and (iv) during the Applicable Period, that exceeded the amount of Incentive-Based Compensation that otherwise would have been Received had the amount been determined based on the Financial Reporting Measures, as reflected in the Restatement. With respect to Incentive-Based Compensation based on unit price or total unitholder return, when the amount of erroneously awarded compensation is not subject to mathematical recalculation directly from the information in a Restatement, the amount must be based on a reasonable estimate of the effect of the Restatement on the unit price or total unitholder return upon which the Incentive-Based Compensation was received.
“Restatement” means an accounting restatement of any of the Company’s financial statements due to the Company’s material noncompliance with any financial reporting requirement under U.S. securities laws, including any required accounting restatement to correct an error in previously issued financial statements that is material to the previously issued financial statements (often referred to as a “Big R” restatement), or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period (often referred to as a “little r” restatement). As of the effective date of this Policy (but subject to changes that may occur in accounting principles and rules following the effective date), a Restatement does not include situations in which financial statement changes did not result from material non-compliance with financial reporting requirements, such as, but not limited to retrospective: (i) application of a change in accounting principles; (ii) revision to reportable segment information due to a change in the structure of the Company’s internal organization; (iii) reclassification due to a discontinued operation; (iv) application of a change in reporting entity, such as from a reorganization of entities under common control; (v) adjustment to provision amounts in connection with a prior business combination; and (vi) revision for unit splits, unit dividends, reverse unit splits or other changes in capital structure.
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| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 2/23/24 | None on these Dates | ||
| For Period end: | 12/31/23 | |||
| 10/25/23 | ||||
| 10/2/23 | ||||
| 11/28/22 | ||||
| List all Filings | ||||