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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/20/20 Alliance Resource Partners LP 10-K 12/31/19 142:24M Toppan Merrill Bridge/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 3.79M
2: EX-4.4 Instrument Defining the Rights of Security Holders HTML 100K
3: EX-10.61 Material Contract HTML 59K
4: EX-21.1 Subsidiaries List HTML 44K
5: EX-23.1 Consent of Experts or Counsel HTML 38K
6: EX-23.2 Consent of Experts or Counsel HTML 39K
11: EX-95.1 Mine-Safety Disclosure HTML 296K
12: EX-99.1 Miscellaneous Exhibit HTML 127K
7: EX-31.1 Certification -- §302 - SOA'02 HTML 46K
8: EX-31.2 Certification -- §302 - SOA'02 HTML 45K
9: EX-32.1 Certification -- §906 - SOA'02 HTML 41K
10: EX-32.2 Certification -- §906 - SOA'02 HTML 42K
53: R1 Document and Entity Information HTML 96K
132: R2 Consolidated Balance Sheets HTML 170K
89: R3 Consolidated Balance Sheets (Parenthetical) HTML 38K
31: R4 Consolidated Statements of Income HTML 125K
52: R5 Consolidated Statements of Income (Parenthetical) HTML 38K
130: R6 Consolidated Statements of Comprehensive Income HTML 77K
87: R7 Consolidated Statements of Cash Flows HTML 199K
33: R8 Consolidated Statement of Partners' Capital HTML 112K
48: R9 Organization and Presentation HTML 61K
93: R10 Summary of Significant Accounting Policies HTML 152K
139: R11 Acquisitions HTML 146K
64: R12 Long-Lived Asset Impairments HTML 40K
46: R13 Inventories HTML 51K
92: R14 Property, Plant and Equipment HTML 65K
138: R15 Long-Term Debt HTML 96K
63: R16 Leases HTML 114K
45: R17 Fair Value Measurements HTML 60K
91: R18 Partners' Capital HTML 66K
140: R19 Variable Interest Entities HTML 55K
66: R20 Investments HTML 56K
20: R21 Revenue From Contracts With Customers HTML 173K
99: R22 Earnings Per Limited Partner Unit HTML 128K
113: R23 Employee Benefit Plans HTML 207K
65: R24 Compensation Plans HTML 116K
19: R25 Supplemental Cash Flow Information HTML 82K
98: R26 Asset Retirement Obligations HTML 75K
111: R27 Accrued Workers' Compensation and Pneumoconiosis HTML 153K
Benefits
67: R28 Related-Party Transactions HTML 136K
18: R29 Commitments and Contingencies HTML 43K
42: R30 Concentration of Credit Risk and Major Customers HTML 60K
60: R31 Segment Information HTML 258K
141: R32 Subsequent Events HTML 38K
95: R33 Schedule Ii Valuation and Qualifying Accounts HTML 76K
43: R34 Summary of Significant Accounting Policies HTML 224K
(Policies)
61: R35 Summary of Significant Accounting Policies HTML 94K
(Tables)
142: R36 Acquisitions (Tables) HTML 143K
96: R37 Inventories (Tables) HTML 52K
44: R38 Property, Plant and Equipment (Tables) HTML 62K
59: R39 Long-Term Debt (Tables) HTML 90K
26: R40 Leases (Tables) HTML 139K
75: R41 Fair Value Measurements (Tables) HTML 57K
115: R42 Partners' Capital (Tables) HTML 54K
101: R43 Variable Interest Entities (Tables) HTML 46K
29: R44 Investments (Tables) HTML 53K
76: R45 Revenue From Contracts With Customers (Tables) HTML 173K
116: R46 Earnings Per Limited Partner Unit (Tables) HTML 127K
104: R47 Employee Benefit Plans (Tables) HTML 215K
30: R48 Compensation Plans (Tables) HTML 111K
73: R49 Supplemental Cash Flow Information (Tables) HTML 81K
57: R50 Asset Retirement Obligations (Tables) HTML 73K
40: R51 Accrued Workers' Compensation and Pneumoconiosis HTML 158K
Benefits (Tables)
80: R52 Related-Party Transactions (Tables) HTML 127K
129: R53 Concentration of Credit Risk and Major Customers HTML 56K
(Tables)
54: R54 Segment Information (Tables) HTML 310K
39: R55 Organization and Presentation (Details) HTML 92K
79: R56 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Cash HTML 44K
and Goodwill (Details)
126: R57 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 48K
Tangible Assets (Details)
58: R58 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 73K
Intangible Assets (Details)
37: R59 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 41K
Advance Royalties (Details)
109: R60 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 55K
Additional Information (Details)
121: R61 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - New HTML 49K
accounting standards (Details)
71: R62 ACQUISITIONS - Consideration (Details) HTML 61K
24: R63 ACQUISITIONS - Assets and Liabilities (Details) HTML 78K
108: R64 ACQUISITIONS - Pro Forma (Details) HTML 63K
120: R65 Long-Lived Asset Impairments (Details) HTML 52K
70: R66 Inventories (Details) HTML 47K
22: R67 PROPERTY, PLANT AND EQUIPMENT - Summary (Details) HTML 67K
105: R68 LONG-TERM DEBT - Components (Details) HTML 63K
123: R69 LONG-TERM DEBT - Credit Facility (Details) HTML 72K
135: R70 LONG-TERM DEBT - 2025 Senior Notes (Details) HTML 55K
84: R71 LONG-TERM DEBT - Securitization Facility (Details) HTML 43K
34: R72 LONG-TERM DEBT - Cavalier and Other (Details) HTML 40K
49: R73 LONG-TERM DEBT - Equipment financing and other HTML 54K
(Details)
136: R74 LONG-TERM DEBT - Maturities (Details) HTML 54K
85: R75 LEASES - Lease expense (Details) HTML 54K
35: R76 LEASES - Cash flow (Details) HTML 46K
50: R77 LEASES - Balance Sheet (Details) HTML 48K
133: R78 LEASES - Weighted Average (Details) HTML 45K
90: R79 LEASES - Maturities (Details) HTML 76K
134: R80 Fair Value Measurements (Details) HTML 42K
83: R81 PARTNERS' CAPITAL - Distributions (Details) HTML 90K
32: R82 PARTNERS' CAPITAL - Narrative (Details) HTML 107K
47: R83 VARIABLE INTEREST ENTITIES - Cavalier (Details) HTML 57K
137: R84 VARIABLE INTEREST ENTITIES - All Dale III (Detail) HTML 57K
86: R85 VARIABLE INTEREST ENTITIES - WKY CoalPlay HTML 39K
(Details)
36: R86 INVESTMENTS - AllDale (Details) HTML 52K
51: R87 INVESTMENTS - Kodiak (Details) HTML 48K
131: R88 REVENUE FROM CONTRACTS WITH CUSTOMERS - HTML 84K
Disaggregation of revenues (Details)
88: R89 REVENUE FROM CONTRACTS WITH CUSTOMERS - Coal HTML 65K
supply contracts (Details)
110: R90 EARNINGS PER LIMITED PARTNER UNIT - Reconciliation HTML 113K
(Details)
122: R91 EMPLOYEE BENEFIT PLANS - Defined Contribution HTML 40K
(Details)
72: R92 EMPLOYEE BENEFIT PLANS - Benefit Obligations, Plan HTML 96K
Assets and Reported Amounts (Details)
25: R93 EMPLOYEE BENEFIT PLANS - Assumptions (Details) HTML 49K
107: R94 EMPLOYEE BENEFIT PLANS - Periodic Benefit Cost and HTML 73K
Other Changes (Details)
119: R95 EMPLOYEE BENEFIT PLANS - Estimated Benefit HTML 54K
Payments (Details)
69: R96 EMPLOYEE BENEFIT PLANS - Asset Allocations HTML 52K
(Details)
21: R97 EMPLOYEE BENEFIT PLANS - Fair Value of Plan Assets HTML 68K
(Details)
106: R98 COMPENSATION PLANS - LTIP Grants Activity HTML 72K
(Details)
124: R99 COMPENSATION PLANS - LTIP Other Information HTML 69K
(Details)
102: R100 COMPENSATION PLANS - SERP and Directors HTML 74K
Compensation Activity (Details)
114: R101 Supplemental Cash Flow Information (Details) HTML 71K
74: R102 ASSET RETIREMENT OBLIGATIONS - Activity (Details) HTML 46K
27: R103 ASSET RETIREMENT OBLIGATIONS - Estimated Payments HTML 61K
(Details)
103: R104 ACCRUED WORKERS' COMPENSATION AND PNEUMOCONIOSIS HTML 59K
BENEFITS - Workers' Compensation Liability
(Details)
117: R105 ACCRUED WORKERS' COMPENSATION AND PNEUMOCONIOSIS HTML 52K
BENEFITS - Benefit Obligations (Details)
77: R106 ACCRUED WORKERS' COMPENSATION AND PNEUMOCONIOSIS HTML 58K
BENEFITS - Recognized in AOCL (Details)
28: R107 ACCRUED WORKERS' COMPENSATION AND PNEUMOCONIOSIS HTML 48K
BENEFITS - Recognized in Balance Sheet (Details)
100: R108 ACCRUED WORKERS' COMPENSATION AND PNEUMOCONIOSIS HTML 54K
BENEFITS - Expense (Details)
118: R109 RELATED-PARTY TRANSACTIONS - Affiliate Royalty HTML 66K
Agreements (Details)
128: R110 RELATED-PARTY TRANSACTIONS - Affiliate Royalty HTML 48K
Agreements - SGP (Details)
81: R111 RELATED-PARTY TRANSACTIONS - WKY CoalPlay and HTML 72K
Cavalier Minerals (Details)
41: R112 COMMITMENTS AND CONTINGENCIES - Purchase HTML 43K
Commitments (Details)
56: R113 COMMITMENTS AND CONTINGENCIES - General Litigation HTML 43K
(Details)
127: R114 COMMITMENTS AND CONTINGENCIES - Insurance HTML 51K
(Details)
78: R115 Concentration of Credit Risk and Major Customers HTML 60K
(Details)
38: R116 SEGMENT INFORMATION - General Information HTML 46K
(Details)
55: R117 SEGMENT INFORMATION - Segment Results (Details) HTML 76K
125: R118 SEGMENT INFORMATION - EBITDA Expense HTML 45K
Reconciliation (Details)
82: R119 SEGMENT INFORMATION - EBITDA Reconciliation HTML 76K
(Details)
23: R120 Schedule Ii - Valuation and Qualifying Accounts HTML 44K
(Details)
62: XML IDEA XML File -- Filing Summary XML 257K
97: XML XBRL Instance -- arlp-20191231x10kbc62ed_htm XML 5.37M
68: EXCEL IDEA Workbook of Financial Reports XLSX 156K
14: EX-101.CAL XBRL Calculations -- arlp-20191231_cal XML 351K
15: EX-101.DEF XBRL Definitions -- arlp-20191231_def XML 1.21M
16: EX-101.LAB XBRL Labels -- arlp-20191231_lab XML 2.32M
17: EX-101.PRE XBRL Presentations -- arlp-20191231_pre XML 1.87M
13: EX-101.SCH XBRL Schema -- arlp-20191231 XSD 323K
112: JSON XBRL Instance as JSON Data -- MetaLinks 569± 892K
94: ZIP XBRL Zipped Folder -- 0001558370-20-001103-xbrl Zip 892K
| arlp_Ex10_61 |
Exhibit 10.61
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Chairman, President and CEO |
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Phone: 918.295.7602 |
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Fax: 918.295.7361 |
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Email: Joseph.Craft@arlp.com |
Mr. Kirk Tholen
5410 Balsam Fir Court
Dear Mr. Tholen:
I am pleased to offer you the positions of Senior Vice President and Chief Strategic Officer of Alliance Resource Management GP, LLC (the “Company”) and its affiliates (collectively “Alliance”) and President of the Company’s affiliate, Alliance Royalty, LLC, on the terms and conditions set forth below.
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1. |
Duties |
You will perform duties and responsibilities that are commensurate with your positions and such other duties as may be assigned to you from time to time. You will report directly to me and assist me with developing, communicating, executing and sustaining the Alliance’s strategic initiatives. You will also be responsible for working side-by-side with the Company’s executive team to jointly create enterprise wide business strategies and operating plans. You will be required to devote your full business time, attention and best efforts to the performance of your duties and to the furtherance of the Alliance’s interests.
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2. |
Base Salary |
You will be paid an initial annual base salary of $500,000, subject to review annually by the Compensation Committee. The base salary will be paid in accordance with Alliance’s standard payroll practices and subject to all withholdings and deductions as required by law.
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3. |
STIP |
You will be a participant in Alliance’s Short Term Incentive Plan (the “STIP”). Your initial standard payout will be 100% of beginning of the year base salary, subject to review annually by the Compensation Committee. Actual payouts are determined by the Compensation Committee based on a combination of Alliance’s results and individual performance measured against the applicable performance goals established by the Compensation Committee and will be subject to the terms and conditions of the plan. Payouts are typically paid in February following the calendar year of an employee’s participation and you must be employed on the date of payment to receive a STIP payout. For 2019, your STIP payout in February 2020 will be pro-rated based on the
number of days you are employed during 2019 and, like all payouts under the STIP, will be subject to adjustment in the sole discretion of the Compensation Committee.
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4. |
LTIP |
You will be a participant in Alliance’s Long Term Incentive Plan (the “LTIP”). You will be granted a 2019 award under the LTIP effective on your Start Date, on the same terms and conditions as the grants made to other participants for 2019, with value of $1,000,000. Awards under the LTIP are of restricted phantom units of ARLP, and are subject to the terms and conditions of the plan and an award agreement, typically with three-year cliff-vesting subject to achievement of a financial performance target for the three-year period (i.e. the 2019 awards are subject to vesting on January 1, 2022). The number of units awarded is determined by dividing the aggregate dollar value of the award by an ARLP unit price determined by the Compensation Committee, which recently has been based on the average closing price for the twenty trading days prior to the grant date (and in this case will be the average closing price for the twenty trading days prior to your Start Date). As long as you are employed and the award is outstanding you will be eligible to receive Distribution Equivalent Rights (“DERs”), which means you will receive quarterly a payment equivalent to the quarterly cash distribution per unit, if any, paid by ARLP to its unitholders multiplied by the number of units in the outstanding award (the Compensation Committee maintains discretion to discontinue payment of DERs or to pay DERs in additional restricted units). Outstanding awards are subject to forfeiture upon termination of employment for any reason prior to vesting.
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SERP |
Effective on your Start Date you will be designated as a participant in Alliance’s
Supplemental Executive Retirement Plan (“SERP”) with an allocation percentage of 10%. The SERP is a non-qualified plan designed to supplement your 401(k) retirement benefit. The SERP is structured as a notional allocation of ARLP phantom units made on January 1 of each year based on 10% of your base salary plus STIP received during the prior calendar year, less the amount contributed by Alliance under the defined contribution plan. In your case, for the allocations to be made on January 1 of 2020, 2021 and 2022, the installment of the signing bonus discussed below, base salary and STIP received during the prior calendar year will be included in the calculation. The number of phantom units allocated is determined based on the average closing price of ARLP common units for the prior ten trading days. In addition to the annual allocation, your SERP account will be credited with phantom units on a quarterly basis based upon the number of phantom units in your account times the quarterly cash distribution per unit, if any, paid by ARLP to its unitholders.
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6. |
Signing Bonus |
I am also offering you a one-time signing bonus of $1,500,000 payable in three equal cash installments of $500,000 each in December of 2019, 2020 and 2021. Except as provided in paragraph 11, all three payments are contingent upon you remaining as an employee of Alliance on the payment date.
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7. |
Location |
Your principal place of employment will be at our headquarters in Tulsa, Oklahoma subject to business travel as needed to properly fulfill your duties and responsibilities with the Company.
For the time being, you may continue to reside at your primary residence in Houston, Texas. For a period of up to seven (7) months from your Start Date, the Company will reimburse you up to $3500 per month to help defray the expenses of obtaining secondary housing in Tulsa. You will be required to relocate your primary residence to the Tulsa area within seven (7) months from your Start Date. The Company will provide relocation assistance for your move consistent with the policies of the Company.
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8. |
Start Date |
We anticipate the Start Date for you employment with the Company will be on or about December 23, 2019.
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Benefits |
You will receive all of the regular benefits afforded to exempt Alliance employees. Currently these benefits include, but are not limited to, paid vacation and holidays, participation in the Profit Sharing and Savings Plan (401(k) plan and defined contribution plan), participation in the Group Health Plan, short and long-term disability coverage and company-paid life insurance. All of these benefits become effective as of your Start Date. We also offer elective programs that require premiums for participation.
Consistent with other members of the Senior Management Team, you also will be reimbursed, after submittal of appropriate documentation and/or expense reports for all reasonable expenses associated with (a) the preparation of your personal federal and/or state income tax return and estate planning and (b) an annual physical, in both cases consistent with any limitation applicable to other members of the Senior Management Team.
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10. |
At-will Employment |
Your employment with Alliance will be “at will” and for no specific period of time. You or Alliance may terminate the employment relationship at any time, with or without cause, and benefits may change from time to time, the at-will nature of your employment may only be changed by an express written agreement signed by an authorized officer of the Company.
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Severance |
In the event your employment is involuntarily terminated on or before December 31, 2022, other than for Good Cause, a payment will be made to you in the amount of two (2) times your then annual base salary, plus two (2) times your then target at standard STIP bonus, plus any unpaid installment(s) of the signing bonus under paragraph 6, all to be paid at the time of separation.
For severance purposes, “Good Cause” shall mean (1) the commission of an act of fraud, embezzlement, misappropriation, willful misconduct or breach of fiduciary duty against the Company, (2) improper disbursement or utilization of confidential company information, (3) conviction or a plea of no contest or nolo contendre for any felony, or any crime involving fraud, dishonesty, or moral turpitude, (4) the unlawful use or possession of drugs, (5) a material and intentional or reckless violation of any policy of the Company or any law or regulation applicable to the Company, or (6) failure to perform the duties of your position in a satisfactory manner.
Kirk, I am excited at the prospect of you joining the Alliance team.
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Sincerely, |
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| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 12/31/22 | ||||
| 1/1/22 | ||||
| Filed on: | 2/20/20 | |||
| For Period end: | 12/31/19 | SD | ||
| 12/23/19 | 3 | |||
| 10/21/19 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/24/23 Alliance Resource Partners LP 10-K 12/31/22 156:30M Toppan Merrill Bridge/FA 8/26/22 Alliance Resource Partners LP 10-K/A 12/31/21 19:19M Toppan Merrill Bridge/FA 2/25/22 Alliance Resource Partners LP 10-K 12/31/21 153:42M Toppan Merrill Bridge/FA 2/23/21 Alliance Resource Partners LP 10-K 12/31/20 147:24M Toppan Merrill Bridge/FA |
