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x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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82-1954058
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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Page
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Part I. Financial Information
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Item 1.
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Financial Statements
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Consolidated Statements of Income for the three and nine months ended September 30, 2018 and 2017
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Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2018 and 2017
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Consolidated Balance Sheets at September 30, 2018 and December 31, 2017
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Consolidated Statement of Stockholders' Equity for the nine months ended September 30, 2018
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Consolidated Statements of Cash Flows for the nine months ended September 30, 2018 and 2017
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Notes to Unaudited Consolidated Financial Statements
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Item 2.
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Item 3.
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Item 4.
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Part II. Other Information
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Item 1.
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Item 1A.
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Item 2.
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Unregistered Sales of Equity Securities and Use of Proceeds
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Item 4.
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Item 6.
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•
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“we,” “our,” “us,” “our Company,” “the Company” and “CONSOL Energy” refer to CONSOL Energy Inc. and its subsidiaries on or after November 28, 2017 and to CONSOL Mining Corporation and its subsidiaries prior to November 28, 2017, except to the extent of any discussion of the financial condition, results of operations, cash flows, and other business activities of the Company on or prior to November 28, 2017 that relate specifically to the Coal Business, in which case such references shall be to the Predecessor;
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•
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“Btu” means one British Thermal unit;
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•
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“Coal Business” prior to November 28, 2017 refers to all of ParentCo’s interest in the Pennsylvania Mining Operations (PAMC) and certain related coal assets, including ParentCo’s ownership interest in the Partnership, which owns a 25% undivided interest stake in PAMC, as well as ParentCo’s ownership of the CONSOL Marine Terminal and undeveloped coal reserves (Greenfield Reserves) located in the Northern Appalachian, Central Appalachian and Illinois basins and certain related coal assets and liabilities. References in this report to historical assets, liabilities, products, businesses or activities generally refer to the historical assets, liabilities, products, businesses or activities of the Coal Business as it was conducted as part of ParentCo prior to the completion of the separation and distribution;
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•
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“Coal Business” on or after November 28, 2017 refers to CONSOL Energy Inc.’s interest in the Coal Business;
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•
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“distribution” refers to the pro rata distribution of the Company’s issued and outstanding shares of common stock to ParentCo stockholders as of the close of business on the record date for the distribution;
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•
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“CONSOL Marine Terminal” refers to the terminal operations located at the Port of Baltimore that were transferred from ParentCo to the Company as part of the separation. Prior to November 28, 2017, the CONSOL Marine Terminal was named CNX Marine Terminal. As part of the separation and distribution on November 28, 2017, the terminal changed its name to CONSOL Marine Terminal;
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•
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the “General Partner” refers to CONSOL Coal Resources GP LLC, a Delaware limited liability company, formerly known as CNX Coal Resources GP LLC;
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•
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“GasCo” refers to ParentCo after the completion of the separation and distribution. Prior to November 28, 2017, ParentCo was named CONSOL Energy Inc. In connection with the separation and distribution on November 28, 2017, ParentCo changed its name to CNX Resources Corporation, and its business is now comprised of ParentCo’s oil and natural gas exploration and production business, focused on Appalachian area natural gas and liquids activity, including production, gathering, processing and acquisition of natural gas properties in the Appalachian Basin (collectively, the “Gas Business”);
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•
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“Greenfield Reserves” means those undeveloped reserves owned by the Company in the Northern Appalachian, Central Appalachian and Illinois basins;
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•
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“mmBtu” means one million British Thermal units;
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•
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“ParentCo” or “CNX” refers to CNX Resources Corporation and its consolidated subsidiaries on or after November 28, 2017 and to CONSOL Energy Inc. and its consolidated subsidiaries prior to November 28, 2017 (including the Company and the Coal Business prior to completion of the separation and distribution on November 28, 2017);
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•
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“Partnership” or “CCR” refers to a Delaware limited partnership that holds a 25% undivided interest in, and is the sole operator of, the Pennsylvania Mining Complex. Prior to November 28, 2017, the Partnership was named CNX Coal Resources LP and its common units traded on the New York Stock Exchange under the ticker “CNXC.” As part of the separation and distribution on November 28, 2017, the Partnership changed its name to CONSOL Coal Resources LP and changed its NYSE ticker to “CCR”;
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•
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“Pennsylvania Mining Complex” or “PAMC” refers to coal mines, coal reserves and related assets and operations, located primarily in southwestern Pennsylvania and owned 75% by the Company and 25% by the Partnership;
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•
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“Predecessor” historical assets, liabilities, products, businesses or activities generally refers to the historical assets, liabilities, products, businesses or activities of the Coal Business as the business was conducted as part of ParentCo prior to the completion of the separation; and
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•
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“separation” refers to the separation of the Coal Business from ParentCo’s other businesses and the creation, as a result of the distribution, of an independent, publicly-traded company (the Company) to hold the assets and liabilities associated with the Coal Business after the distribution.
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Three Months Ended
September 30, |
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Nine Months Ended
September 30, |
||||||||||||
Revenue and Other Income:
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Coal Revenue
|
$
|
294,797
|
|
|
$
|
279,245
|
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$
|
1,016,503
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|
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$
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899,400
|
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Terminal Revenue
|
16,115
|
|
|
15,065
|
|
|
47,995
|
|
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42,806
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||||
Freight Revenue
|
2,443
|
|
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21,803
|
|
|
37,774
|
|
|
51,847
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|
||||
Miscellaneous Other Income
|
10,978
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|
|
19,713
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|
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47,234
|
|
|
52,508
|
|
||||
(Loss) Gain on Sale of Assets
|
(85
|
)
|
|
(513
|
)
|
|
273
|
|
|
13,024
|
|
||||
Total Revenue and Other Income
|
324,248
|
|
|
335,313
|
|
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1,149,779
|
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1,059,585
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||||
Costs and Expenses:
|
|
|
|
|
|
|
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Operating and Other Costs
|
222,781
|
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229,527
|
|
|
700,778
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|
|
682,403
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|
||||
Depreciation, Depletion and Amortization
|
51,242
|
|
|
46,653
|
|
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155,674
|
|
|
124,914
|
|
||||
Freight Expense
|
2,443
|
|
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21,803
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|
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37,774
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51,847
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||||
Selling, General and Administrative Costs
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18,526
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|
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21,180
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47,715
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58,597
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||||
Loss on Debt Extinguishment
|
—
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|
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—
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3,149
|
|
|
—
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|
||||
Interest Expense, net
|
20,862
|
|
|
3,862
|
|
|
63,411
|
|
|
11,828
|
|
||||
Total Costs and Expenses
|
315,854
|
|
|
323,025
|
|
|
1,008,501
|
|
|
929,589
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|
||||
Earnings Before Income Tax
|
8,394
|
|
|
12,288
|
|
|
141,278
|
|
|
129,996
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||||
Income Tax (Benefit) Expense
|
(690
|
)
|
|
3,770
|
|
|
8,527
|
|
|
22,787
|
|
||||
Net Income
|
9,084
|
|
|
8,518
|
|
|
132,751
|
|
|
107,209
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|
||||
Less: Net Income Attributable to Noncontrolling Interest
|
3,350
|
|
|
790
|
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19,447
|
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|
10,567
|
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||||
Net Income Attributable to CONSOL Energy Inc. Shareholders
|
$
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5,734
|
|
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$
|
7,728
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$
|
113,304
|
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$
|
96,642
|
|
|
|
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Earnings per Share:
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Total Basic Earnings per Share
|
$
|
0.20
|
|
|
$
|
0.28
|
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|
$
|
4.04
|
|
|
$
|
3.46
|
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Total Dilutive Earnings per Share
|
$
|
0.20
|
|
|
$
|
0.28
|
|
|
$
|
3.97
|
|
|
$
|
3.46
|
|
|
Three Months Ended
September 30, |
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Nine Months Ended
September 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Net Income
|
$
|
9,084
|
|
|
$
|
8,518
|
|
|
$
|
132,751
|
|
|
$
|
107,209
|
|
|
|
|
|
|
|
|
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||||||||
Other Comprehensive Income:
|
|
|
|
|
|
|
|
||||||||
Actuarially Determined Long-Term Liability Adjustments (Net of tax: ($1,232), ($1,893), ($3,697), ($5,679))
|
4,177
|
|
|
3,285
|
|
|
12,356
|
|
|
9,855
|
|
||||
Other Comprehensive Income
|
4,177
|
|
|
3,285
|
|
|
12,356
|
|
|
9,855
|
|
||||
|
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|
|
|
|
|
|
||||||||
Comprehensive Income
|
$
|
13,261
|
|
|
$
|
11,803
|
|
|
$
|
145,107
|
|
|
$
|
117,064
|
|
|
|
|
|
|
|
|
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||||||||
Less: Comprehensive Income Attributable to Noncontrolling Interest
|
3,346
|
|
|
779
|
|
|
19,444
|
|
|
10,533
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Comprehensive Income Attributable to CONSOL Energy Inc. Shareholders
|
$
|
9,915
|
|
|
$
|
11,024
|
|
|
$
|
125,663
|
|
|
$
|
106,531
|
|
|
(Unaudited)
|
|
|
||||
|
September 30,
2018 |
|
December 31,
2017 |
||||
ASSETS
|
|
|
|
||||
Current Assets:
|
|
|
|
||||
Cash and Cash Equivalents
|
$
|
250,452
|
|
|
$
|
153,979
|
|
Accounts and Notes Receivable
|
|
|
|
||||
Trade
|
78,649
|
|
|
131,545
|
|
||
Other Receivables
|
29,208
|
|
|
36,552
|
|
||
Inventories
|
52,470
|
|
|
53,420
|
|
||
Prepaid Expenses and Other Assets
|
58,123
|
|
|
23,744
|
|
||
Total Current Assets
|
468,902
|
|
|
399,240
|
|
||
Property, Plant and Equipment:
|
|
|
|
||||
Property, Plant and Equipment
|
4,796,141
|
|
|
4,676,353
|
|
||
Less—Accumulated Depreciation, Depletion and Amortization
|
2,692,450
|
|
|
2,554,056
|
|
||
Total Property, Plant and Equipment—Net
|
2,103,691
|
|
|
2,122,297
|
|
||
Other Assets:
|
|
|
|
||||
Deferred Income Taxes
|
72,120
|
|
|
75,065
|
|
||
Other
|
101,215
|
|
|
110,497
|
|
||
Total Other Assets
|
173,335
|
|
|
185,562
|
|
||
TOTAL ASSETS
|
$
|
2,745,928
|
|
|
$
|
2,707,099
|
|
|
(Unaudited)
|
|
|
||||
|
September 30,
2018 |
|
December 31,
2017 |
||||
LIABILITIES AND EQUITY
|
|
|
|
||||
Current Liabilities:
|
|
|
|
||||
Accounts Payable
|
$
|
102,401
|
|
|
$
|
109,100
|
|
Current Portion of Long-Term Debt
|
20,945
|
|
|
22,482
|
|
||
Other Accrued Liabilities
|
249,758
|
|
|
290,627
|
|
||
Total Current Liabilities
|
373,104
|
|
|
422,209
|
|
||
Long-Term Debt:
|
|
|
|
||||
Long-Term Debt
|
826,777
|
|
|
856,650
|
|
||
Capital Lease Obligations
|
30,234
|
|
|
8,639
|
|
||
Total Long-Term Debt
|
857,011
|
|
|
865,289
|
|
||
Deferred Credits and Other Liabilities:
|
|
|
|
||||
Postretirement Benefits Other Than Pensions
|
541,373
|
|
|
554,099
|
|
||
Pneumoconiosis Benefits
|
151,676
|
|
|
149,868
|
|
||
Asset Retirement Obligations
|
236,191
|
|
|
228,343
|
|
||
Workers’ Compensation
|
65,346
|
|
|
66,648
|
|
||
Salary Retirement
|
39,921
|
|
|
52,960
|
|
||
Other
|
18,845
|
|
|
24,042
|
|
||
Total Deferred Credits and Other Liabilities
|
1,053,352
|
|
|
1,075,960
|
|
||
TOTAL LIABILITIES
|
2,283,467
|
|
|
2,363,458
|
|
||
|
|
|
|
||||
Stockholders' Equity:
|
|
|
|
||||
Common Stock, $0.01 Par Value; 62,500,000 Shares Authorized, 27,815,470 Issued and Outstanding at September 30, 2018; 27,973,281 Issued and Outstanding at December 31, 2017
|
278
|
|
|
280
|
|
||
Capital in Excess of Par Value
|
549,507
|
|
|
552,793
|
|
||
Retained Earnings (Deficit)
|
148,619
|
|
|
(43,713
|
)
|
||
Accumulated Other Comprehensive Loss
|
(377,470
|
)
|
|
(305,100
|
)
|
||
Total CONSOL Energy Inc. Stockholders' Equity
|
320,934
|
|
|
204,260
|
|
||
Noncontrolling Interest
|
141,527
|
|
|
139,381
|
|
||
TOTAL EQUITY
|
462,461
|
|
|
343,641
|
|
||
TOTAL LIABILITIES AND EQUITY
|
$
|
2,745,928
|
|
|
$
|
2,707,099
|
|
|
|
Common Stock
|
|
Capital in Excess of Par Value
|
|
Retained Earnings (Deficit)
|
|
Accumulated Other Comprehensive (Loss) Income
|
|
Total CONSOL Energy Inc. Stockholders' Equity
|
|
Noncontrolling Interest
|
|
Total Equity
|
||||||||||||||
December 31, 2017
|
|
$
|
280
|
|
|
$
|
552,793
|
|
|
$
|
(43,713
|
)
|
|
$
|
(305,100
|
)
|
|
$
|
204,260
|
|
|
$
|
139,381
|
|
|
$
|
343,641
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Net Income
|
|
—
|
|
|
—
|
|
|
113,304
|
|
|
—
|
|
|
113,304
|
|
|
19,447
|
|
|
132,751
|
|
|||||||
Actuarially Determined Long-Term Liability Adjustments (Net of $3,697 Tax)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,359
|
|
|
12,359
|
|
|
(3
|
)
|
|
12,356
|
|
|||||||
Comprehensive Income
|
|
—
|
|
|
—
|
|
|
113,304
|
|
|
12,359
|
|
|
125,663
|
|
|
19,444
|
|
|
145,107
|
|
|||||||
Reclassification of Stranded Tax Effect of Change in Tax Law
|
|
—
|
|
|
—
|
|
|
84,729
|
|
|
(84,729
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Separation Adjustments
|
|
—
|
|
|
(1,595
|
)
|
|
—
|
|
|
—
|
|
|
(1,595
|
)
|
|
—
|
|
|
(1,595
|
)
|
|||||||
Issuance of Common Stock
|
|
1
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Retirement of Common Stock (281,272 shares)
|
|
(3
|
)
|
|
(5,555
|
)
|
|
(5,701
|
)
|
|
—
|
|
|
(11,259
|
)
|
|
—
|
|
|
(11,259
|
)
|
|||||||
Purchase of CCR Units (77,536 units)
|
|
—
|
|
|
(392
|
)
|
|
—
|
|
|
—
|
|
|
(392
|
)
|
|
(993
|
)
|
|
(1,385
|
)
|
|||||||
Amortization of Stock-Based Compensation Awards
|
|
—
|
|
|
6,268
|
|
|
—
|
|
|
—
|
|
|
6,268
|
|
|
1,370
|
|
|
7,638
|
|
|||||||
Units/Shares Withheld for Taxes
|
|
—
|
|
|
(2,011
|
)
|
|
—
|
|
|
—
|
|
|
(2,011
|
)
|
|
(912
|
)
|
|
(2,923
|
)
|
|||||||
Distributions to Noncontrolling Interest
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16,763
|
)
|
|
(16,763
|
)
|
|||||||
September 30, 2018
|
|
$
|
278
|
|
|
$
|
549,507
|
|
|
$
|
148,619
|
|
|
$
|
(377,470
|
)
|
|
$
|
320,934
|
|
|
$
|
141,527
|
|
|
$
|
462,461
|
|
|
Nine Months Ended
September 30, |
||||||
|
2018
|
|
2017
|
||||
Cash Flows from Operating Activities:
|
|
|
|
||||
Net Income
|
$
|
132,751
|
|
|
$
|
107,209
|
|
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
|
|
|
|
||||
Depreciation, Depletion and Amortization
|
155,674
|
|
|
124,914
|
|
||
Gain on Sale of Assets
|
(273
|
)
|
|
(13,024
|
)
|
||
Stock/Unit Based Compensation
|
7,638
|
|
|
15,074
|
|
||
Deferred Income Taxes
|
2,945
|
|
|
(4,801
|
)
|
||
Changes in Operating Assets:
|
|
|
|
||||
Accounts and Notes Receivable
|
60,240
|
|
|
5,489
|
|
||
Inventories
|
950
|
|
|
(1,843
|
)
|
||
Prepaid Expenses
|
(8,230
|
)
|
|
(4,258
|
)
|
||
Changes in Other Assets
|
10,005
|
|
|
4,567
|
|
||
Changes in Operating Liabilities:
|
|
|
|
||||
Accounts Payable
|
5,197
|
|
|
8,341
|
|
||
Other Operating Liabilities
|
(18,239
|
)
|
|
(23,076
|
)
|
||
Changes in Other Liabilities
|
(25,154
|
)
|
|
(48,136
|
)
|
||
Other
|
6,748
|
|
|
1,195
|
|
||
Net Cash Provided by Operating Activities
|
330,252
|
|
|
171,651
|
|
||
Cash Flows from Investing Activities:
|
|
|
|
||||
Capital Expenditures
|
(96,855
|
)
|
|
(51,010
|
)
|
||
Proceeds from Sales of Assets
|
1,368
|
|
|
17,921
|
|
||
Net Cash Used in Investing Activities
|
(95,487
|
)
|
|
(33,089
|
)
|
||
Cash Flows from Financing Activities:
|
|
|
|
||||
Payments on Capitalized Leases
|
(11,019
|
)
|
|
(2,920
|
)
|
||
Net Payments on Revolver - MLP
|
—
|
|
|
(13,000
|
)
|
||
Payments on Term Loan A
|
(26,250
|
)
|
|
—
|
|
||
Payments on Term Loan B
|
(3,000
|
)
|
|
—
|
|
||
Buyback of Second Lien Notes
|
(20,524
|
)
|
|
—
|
|
||
Purchases of CCR Units
|
(1,142
|
)
|
|
—
|
|
||
Repurchases of Common Stock
|
(9,724
|
)
|
|
—
|
|
||
Spin Distribution to CNX Resources
|
(18,234
|
)
|
|
—
|
|
||
Distributions to Noncontrolling Interest
|
(16,763
|
)
|
|
(16,403
|
)
|
||
Other Parent Net Distributions
|
—
|
|
|
(114,844
|
)
|
||
Shares/Units Withheld for Taxes
|
(2,923
|
)
|
|
(1,009
|
)
|
||
Debt-Related Financing Fees
|
(2,851
|
)
|
|
—
|
|
||
Net Cash Used in Financing Activities
|
(112,430
|
)
|
|
(148,176
|
)
|
||
Net Increase (Decrease) in Cash and Cash Equivalents and Restricted Cash
|
122,335
|
|
|
(9,614
|
)
|
||
Cash and Cash Equivalents and Restricted Cash at Beginning of Period
|
153,979
|
|
|
13,311
|
|
||
Cash and Cash Equivalents and Restricted Cash at End of Period
|
$
|
276,314
|
|
|
$
|
3,697
|
|
|
|
|
|
||||
Non-Cash Investing and Financing Activities:
|
|
|
|
||||
Capital Lease
|
$
|
45,979
|
|
|
$
|
—
|
|
|
|
September 30, 2018
|
|
December 31, 2017
|
||||
Cash and cash equivalents
|
|
$
|
250,452
|
|
|
$
|
153,979
|
|
Restricted cash*
|
|
25,862
|
|
|
—
|
|
||
|
|
$
|
276,314
|
|
|
$
|
153,979
|
|
|
For the Three Months Ended
|
|
For the Nine Months Ended
|
||||||||||||
Amounts in thousands, except per share data
|
September 30,
|
|
September 30,
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Numerator:
|
|
|
|
|
|
|
|
||||||||
Net Income
|
$
|
9,084
|
|
|
$
|
8,518
|
|
|
$
|
132,751
|
|
|
$
|
107,209
|
|
Less: Net Income Attributable to Noncontrolling Interest
|
3,350
|
|
|
790
|
|
|
19,447
|
|
|
10,567
|
|
||||
Net Income Attributable to CONSOL Energy Inc. Shareholders
|
$
|
5,734
|
|
|
$
|
7,728
|
|
|
$
|
113,304
|
|
|
$
|
96,642
|
|
|
|
|
|
|
|
|
|
||||||||
Denominator:
|
|
|
|
|
|
|
|
||||||||
Weighted-average shares of common stock outstanding
|
27,982,538
|
|
|
27,967,509
|
|
|
28,011,488
|
|
|
27,967,509
|
|
||||
Effect of dilutive shares
|
593,322
|
|
|
—
|
|
|
516,527
|
|
|
—
|
|
||||
Weighted-average diluted shares of common stock outstanding
|
28,575,860
|
|
|
27,967,509
|
|
|
28,528,015
|
|
|
27,967,509
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Earnings per Share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.20
|
|
|
$
|
0.28
|
|
|
$
|
4.04
|
|
|
$
|
3.46
|
|
Dilutive
|
$
|
0.20
|
|
|
$
|
0.28
|
|
|
$
|
3.97
|
|
|
$
|
3.46
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||
|
|
September 30, 2018
|
|
September 30, 2018
|
||||
Coal Revenue
|
|
$
|
294,797
|
|
|
$
|
1,016,503
|
|
Terminal Revenue
|
|
16,115
|
|
|
47,995
|
|
||
Freight Revenue
|
|
2,443
|
|
|
37,774
|
|
||
Total Revenue from Contracts with Customers
|
|
$
|
313,355
|
|
|
$
|
1,102,272
|
|
|
For the Three Months Ended September 30,
|
|
For the Nine Months Ended September 30,
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Royalty Income - Non-Operated Coal
|
$
|
5,160
|
|
|
$
|
3,520
|
|
|
$
|
19,108
|
|
|
$
|
15,713
|
|
Purchased Coal Sales
|
2,901
|
|
|
3,569
|
|
|
15,389
|
|
|
9,667
|
|
||||
Property Easements and Option Income
|
1,069
|
|
|
1,402
|
|
|
5,479
|
|
|
2,396
|
|
||||
Rental Income
|
896
|
|
|
1,589
|
|
|
3,066
|
|
|
12,722
|
|
||||
Interest Income
|
523
|
|
|
448
|
|
|
1,591
|
|
|
1,495
|
|
||||
Contract Buyout
|
—
|
|
|
8,410
|
|
|
—
|
|
|
8,410
|
|
||||
Other
|
429
|
|
|
775
|
|
|
2,601
|
|
|
2,105
|
|
||||
Miscellaneous Other Income
|
$
|
10,978
|
|
|
$
|
19,713
|
|
|
$
|
47,234
|
|
|
$
|
52,508
|
|
|
Pension Benefits
|
|
Other Post-Employment Benefits
|
||||||||||||||||||||||||||||
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||||||||||
Service Cost
|
$
|
288
|
|
|
$
|
759
|
|
|
$
|
863
|
|
|
$
|
2,277
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest Cost
|
5,876
|
|
|
6,121
|
|
|
17,628
|
|
|
18,363
|
|
|
4,677
|
|
|
5,986
|
|
|
14,030
|
|
|
17,958
|
|
||||||||
Expected Return on Plan Assets
|
(10,092
|
)
|
|
(10,596
|
)
|
|
(30,277
|
)
|
|
(31,787
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Amortization of Prior Service Credits
|
(126
|
)
|
|
(60
|
)
|
|
(377
|
)
|
|
(180
|
)
|
|
(601
|
)
|
|
(601
|
)
|
|
(1,804
|
)
|
|
(1,804
|
)
|
||||||||
Amortization of Actuarial Loss
|
2,179
|
|
|
1,955
|
|
|
6,537
|
|
|
5,865
|
|
|
4,051
|
|
|
5,778
|
|
|
12,154
|
|
|
17,334
|
|
||||||||
Net Periodic Benefit (Credit) Cost
|
$
|
(1,875
|
)
|
|
$
|
(1,821
|
)
|
|
$
|
(5,626
|
)
|
|
$
|
(5,462
|
)
|
|
$
|
8,127
|
|
|
$
|
11,163
|
|
|
$
|
24,380
|
|
|
$
|
33,488
|
|
|
CWP
|
|
Workers' Compensation
|
||||||||||||||||||||||||||||
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||||||||||
Service Cost
|
$
|
1,662
|
|
|
$
|
1,280
|
|
|
$
|
4,987
|
|
|
$
|
3,842
|
|
|
$
|
1,558
|
|
|
$
|
1,569
|
|
|
$
|
4,673
|
|
|
$
|
4,706
|
|
Interest Cost
|
1,311
|
|
|
1,013
|
|
|
3,934
|
|
|
3,038
|
|
|
571
|
|
|
580
|
|
|
1,712
|
|
|
1,740
|
|
||||||||
Amortization of Actuarial Gain
|
(213
|
)
|
|
(1,908
|
)
|
|
(640
|
)
|
|
(5,724
|
)
|
|
(20
|
)
|
|
(150
|
)
|
|
(59
|
)
|
|
(449
|
)
|
||||||||
State Administrative Fees and Insurance Bond Premiums
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
675
|
|
|
609
|
|
|
1,986
|
|
|
1,969
|
|
||||||||
Net Periodic Benefit Cost
|
$
|
2,760
|
|
|
$
|
385
|
|
|
$
|
8,281
|
|
|
$
|
1,156
|
|
|
$
|
2,784
|
|
|
$
|
2,608
|
|
|
$
|
8,312
|
|
|
$
|
7,966
|
|
|
September 30,
2018 |
|
December 31,
2017 |
||||
Coal
|
$
|
9,572
|
|
|
$
|
11,411
|
|
Supplies
|
42,898
|
|
|
42,009
|
|
||
Total Inventories
|
$
|
52,470
|
|
|
$
|
53,420
|
|
|
September 30,
2018 |
|
December 31,
2017 |
||||
Plant and Equipment
|
$
|
2,860,449
|
|
|
$
|
2,757,062
|
|
Coal Properties and Surface Lands
|
857,814
|
|
|
857,031
|
|
||
Airshafts
|
406,726
|
|
|
392,266
|
|
||
Mine Development
|
344,147
|
|
|
344,139
|
|
||
Advance Mining Royalties
|
327,005
|
|
|
325,855
|
|
||
Total Property, Plant and Equipment
|
4,796,141
|
|
|
4,676,353
|
|
||
Less: Accumulated Depreciation, Depletion and Amortization
|
2,692,450
|
|
|
2,554,056
|
|
||
Total Property, Plant and Equipment, Net
|
$
|
2,103,691
|
|
|
$
|
2,122,297
|
|
|
September 30,
2018 |
|
December 31, 2017
|
||||
Subsidence Liability
|
$
|
90,311
|
|
|
$
|
88,027
|
|
Accrued Payroll and Benefits
|
16,045
|
|
|
14,689
|
|
||
Accrued Interest
|
13,305
|
|
|
10,039
|
|
||
Litigation
|
9,270
|
|
|
8,197
|
|
||
Accrued Other Taxes
|
5,164
|
|
|
7,510
|
|
||
Short-Term Incentive Compensation
|
4,862
|
|
|
4,729
|
|
||
Deferred Revenue
|
155
|
|
|
6,807
|
|
||
Longwall Equipment Buyout
|
—
|
|
|
22,631
|
|
||
Equipment Lease Rental
|
—
|
|
|
9,865
|
|
||
Other
|
18,424
|
|
|
23,900
|
|
||
Current Portion of Long-Term Liabilities:
|
|
|
|
||||
Postretirement Benefits Other than Pensions
|
37,238
|
|
|
37,464
|
|
||
Asset Retirement Obligations
|
31,823
|
|
|
30,480
|
|
||
Workers' Compensation
|
12,369
|
|
|
13,317
|
|
||
Pneumoconiosis Benefits
|
10,792
|
|
|
12,972
|
|
||
Total Other Accrued Liabilities
|
$
|
249,758
|
|
|
$
|
290,627
|
|
|
September 30,
2018 |
|
December 31,
2017 |
||||
Debt:
|
|
|
|
||||
Term Loan B due in November 2022 (Principal of $397,000 and $400,000 less Unamortized Discount of $6,653 and $7,853, respectively, 8.25% Weighted Average Interest Rate)
|
$
|
390,347
|
|
|
$
|
392,147
|
|
11.00% Senior Secured Second Lien Notes due 2025
|
279,476
|
|
|
300,000
|
|
||
MEDCO Revenue Bonds in Series due September 2025 at 5.75%
|
102,865
|
|
|
102,865
|
|
||
Term Loan A due in November 2021 (6.50% Weighted Average Interest Rate)
|
73,750
|
|
|
100,000
|
|
||
Advance Royalty Commitments (9.42% Weighted Average Interest Rate)
|
2,085
|
|
|
2,085
|
|
||
Less: Unamortized Debt Issuance Costs
|
17,428
|
|
|
21,129
|
|
||
|
831,095
|
|
|
875,968
|
|
||
Less: Amounts Due in One Year*
|
4,318
|
|
|
19,318
|
|
||
Long-Term Debt
|
$
|
826,777
|
|
|
$
|
856,650
|
|
|
Amount of Commitment Expiration Per Period
|
||||||||||||||||||
|
Total Amounts Committed
|
|
Less Than 1 Year
|
|
1-3 Years
|
|
3-5 Years
|
|
Beyond 5 Years
|
||||||||||
Letters of Credit:
|
|
|
|
|
|
|
|
|
|
||||||||||
Employee-Related
|
$
|
73,383
|
|
|
$
|
46,944
|
|
|
$
|
26,439
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Environmental
|
398
|
|
|
398
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other
|
32,820
|
|
|
25,704
|
|
|
7,116
|
|
|
—
|
|
|
—
|
|
|||||
Total Letters of Credit
|
106,601
|
|
|
73,046
|
|
|
33,555
|
|
|
—
|
|
|
—
|
|
|||||
Surety Bonds:
|
|
|
|
|
|
|
|
|
|
||||||||||
Employee-Related
|
104,033
|
|
|
103,083
|
|
|
950
|
|
|
—
|
|
|
—
|
|
|||||
Environmental
|
490,545
|
|
|
484,495
|
|
|
6,050
|
|
|
—
|
|
|
—
|
|
|||||
Other
|
4,802
|
|
|
4,605
|
|
|
197
|
|
|
—
|
|
|
—
|
|
|||||
Total Surety Bonds
|
599,380
|
|
|
592,183
|
|
|
7,197
|
|
|
—
|
|
|
—
|
|
|||||
Guarantees:
|
|
|
|
|
|
|
|
|
|
||||||||||
Other
|
26,562
|
|
|
8,634
|
|
|
13,860
|
|
|
3,438
|
|
|
630
|
|
|||||
Total Guarantees
|
26,562
|
|
|
8,634
|
|
|
13,860
|
|
|
3,438
|
|
|
630
|
|
|||||
Total Commitments
|
$
|
732,543
|
|
|
$
|
673,863
|
|
|
$
|
54,612
|
|
|
$
|
3,438
|
|
|
$
|
630
|
|
|
Fair Value Measurements at
September 30, 2018 |
|
Fair Value Measurements at
December 31, 2017 |
||||||||||||||||||||
Description
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||||
Murray Energy Guarantees
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(818
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(1,040
|
)
|
|
September 30, 2018
|
|
December 31, 2017
|
||||||||||||
|
Carrying
Amount
|
|
Fair
Value
|
|
Carrying
Amount
|
|
Fair
Value
|
||||||||
Long-Term Debt
|
$
|
848,523
|
|
|
$
|
905,597
|
|
|
$
|
897,097
|
|
|
$
|
931,768
|
|
|
PAMC
|
|
Other
|
|
Adjustments and Eliminations
|
|
Consolidated
|
|
|
||||||||
Coal Revenue
|
$
|
294,797
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
294,797
|
|
|
(A)
|
Terminal Revenue
|
—
|
|
|
16,115
|
|
|
—
|
|
|
16,115
|
|
|
|
||||
Freight Revenue
|
2,443
|
|
|
—
|
|
|
—
|
|
|
2,443
|
|
|
|
||||
Total Revenue and Freight
|
$
|
297,240
|
|
|
$
|
16,115
|
|
|
$
|
—
|
|
|
$
|
313,355
|
|
|
|
Earnings (Loss) Before Income Tax
|
$
|
37,962
|
|
|
$
|
(29,568
|
)
|
|
$
|
—
|
|
|
$
|
8,394
|
|
|
|
Segment Assets
|
$
|
1,891,606
|
|
|
$
|
854,322
|
|
|
$
|
—
|
|
|
$
|
2,745,928
|
|
|
|
Depreciation, Depletion and Amortization
|
$
|
44,236
|
|
|
$
|
7,006
|
|
|
$
|
—
|
|
|
$
|
51,242
|
|
|
|
Capital Expenditures
|
$
|
32,309
|
|
|
$
|
8,347
|
|
|
$
|
—
|
|
|
$
|
40,656
|
|
|
|
|
PAMC
|
|
Other
|
|
Adjustments and Eliminations
|
|
Consolidated
|
|
|
||||||||
Coal Revenue
|
$
|
279,245
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
279,245
|
|
|
(A)
|
Terminal Revenue
|
—
|
|
|
15,065
|
|
|
—
|
|
|
15,065
|
|
|
|
||||
Freight Revenue
|
21,803
|
|
|
—
|
|
|
—
|
|
|
21,803
|
|
|
|
||||
Total Revenue and Freight
|
$
|
301,048
|
|
|
$
|
15,065
|
|
|
$
|
—
|
|
|
$
|
316,113
|
|
|
|
Earnings (Loss) Before Income Tax
|
$
|
21,011
|
|
|
$
|
(8,723
|
)
|
|
$
|
—
|
|
|
$
|
12,288
|
|
|
|
Segment Assets
|
$
|
1,912,656
|
|
|
$
|
675,873
|
|
|
$
|
—
|
|
|
$
|
2,588,529
|
|
|
|
Depreciation, Depletion and Amortization
|
$
|
41,638
|
|
|
$
|
5,015
|
|
|
$
|
—
|
|
|
$
|
46,653
|
|
|
|
Capital Expenditures
|
$
|
27,157
|
|
|
$
|
624
|
|
|
$
|
—
|
|
|
$
|
27,781
|
|
|
|
|
PAMC
|
|
Other
|
|
Adjustments and Eliminations
|
|
Consolidated
|
|
|
||||||||
Coal Revenue
|
$
|
1,016,503
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,016,503
|
|
|
(A)
|
Terminal Revenue
|
—
|
|
|
47,995
|
|
|
—
|
|
|
47,995
|
|
|
|
||||
Freight Revenue
|
37,774
|
|
|
—
|
|
|
—
|
|
|
37,774
|
|
|
|
||||
Total Revenue and Freight
|
$
|
1,054,277
|
|
|
$
|
47,995
|
|
|
$
|
—
|
|
|
$
|
1,102,272
|
|
|
|
Earnings (Loss) Before Income Tax
|
$
|
220,862
|
|
|
$
|
(79,584
|
)
|
|
$
|
—
|
|
|
$
|
141,278
|
|
|
|
Segment Assets
|
$
|
1,891,606
|
|
|
$
|
854,322
|
|
|
$
|
—
|
|
|
$
|
2,745,928
|
|
|
|
Depreciation, Depletion and Amortization
|
$
|
135,074
|
|
|
$
|
20,600
|
|
|
$
|
—
|
|
|
$
|
155,674
|
|
|
|
Capital Expenditures
|
$
|
81,025
|
|
|
$
|
15,830
|
|
|
$
|
—
|
|
|
$
|
96,855
|
|
|
|
|
PAMC
|
|
Other
|
|
Adjustments and Eliminations
|
|
Consolidated
|
|
|
||||||||
Coal Revenue
|
$
|
899,400
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
899,400
|
|
|
(A)
|
Terminal Revenue
|
—
|
|
|
42,806
|
|
|
—
|
|
|
42,806
|
|
|
|
||||
Freight Revenue
|
51,847
|
|
|
—
|
|
|
—
|
|
|
51,847
|
|
|
|
||||
Total Revenue and Freight
|
$
|
951,247
|
|
|
$
|
42,806
|
|
|
$
|
—
|
|
|
$
|
994,053
|
|
|
|
Earnings (Loss) Before Income Tax
|
$
|
131,670
|
|
|
$
|
(1,674
|
)
|
|
$
|
—
|
|
|
$
|
129,996
|
|
|
|
Segment Assets
|
$
|
1,912,656
|
|
|
$
|
675,873
|
|
|
$
|
—
|
|
|
$
|
2,588,529
|
|
|
|
Depreciation, Depletion and Amortization
|
$
|
125,341
|
|
|
$
|
(427
|
)
|
|
$
|
—
|
|
|
$
|
124,914
|
|
|
|
Capital Expenditures
|
$
|
49,045
|
|
|
$
|
1,965
|
|
|
$
|
—
|
|
|
$
|
51,010
|
|
|
|
(A)
|
For the
three and nine
months ended
September 30, 2018
and
2017
, the PAMC segment had revenues from the following customers, each comprising over 10% of the Company’s total sales:
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||
Customer A
|
$
|
46,727
|
|
|
*
|
|
$
|
209,968
|
|
|
*
|
||
Customer B
|
84,110
|
|
|
*
|
|
181,236
|
|
|
114,451
|
|
|||
Customer C
|
59,364
|
|
|
70,159
|
|
|
169,052
|
|
|
177,948
|
|
|
September 30,
|
||||||
|
2018
|
|
2017
|
||||
Segment assets for total reportable business segments
|
$
|
1,891,606
|
|
|
$
|
1,912,656
|
|
Segment assets for all other business segments
|
506,825
|
|
|
400,362
|
|
||
Items excluded from segment assets:
|
|
|
|
||||
Cash and other investments
|
275,377
|
|
|
86,131
|
|
||
Deferred tax assets
|
72,120
|
|
|
189,380
|
|
||
Total Consolidated Assets
|
$
|
2,745,928
|
|
|
$
|
2,588,529
|
|
|
Parent
Issuer
|
|
Guarantor
|
|
CCR Non-Guarantor
|
|
Non-Guarantor
|
|
Elimination
|
|
Consolidated
|
||||||||||||
Revenues and Other Income:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Coal Revenue
|
$
|
—
|
|
|
$
|
221,097
|
|
|
$
|
73,700
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
294,797
|
|
Terminal Revenue
|
—
|
|
|
16,115
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,115
|
|
||||||
Freight Revenue
|
—
|
|
|
1,832
|
|
|
611
|
|
|
—
|
|
|
—
|
|
|
2,443
|
|
||||||
Miscellaneous Other Income
|
25,485
|
|
|
5,292
|
|
|
1,003
|
|
|
—
|
|
|
(20,802
|
)
|
|
10,978
|
|
||||||
Gain on Sale of Assets
|
—
|
|
|
(85
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(85
|
)
|
||||||
Total Revenue and Other Income
|
25,485
|
|
|
244,251
|
|
|
75,314
|
|
|
—
|
|
|
(20,802
|
)
|
|
324,248
|
|
||||||
Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Operating and Other Costs
|
—
|
|
|
172,569
|
|
|
49,540
|
|
|
672
|
|
|
—
|
|
|
222,781
|
|
||||||
Depreciation, Depletion and Amortization
|
—
|
|
|
40,183
|
|
|
11,059
|
|
|
—
|
|
|
—
|
|
|
51,242
|
|
||||||
Freight Expense
|
—
|
|
|
1,832
|
|
|
611
|
|
|
—
|
|
|
—
|
|
|
2,443
|
|
||||||
Selling, General and Administrative Costs
|
—
|
|
|
14,627
|
|
|
3,899
|
|
|
—
|
|
|
—
|
|
|
18,526
|
|
||||||
Interest Expense
|
20,441
|
|
|
421
|
|
|
1,560
|
|
|
—
|
|
|
(1,560
|
)
|
|
20,862
|
|
||||||
Total Costs And Expenses
|
20,441
|
|
|
229,632
|
|
|
66,669
|
|
|
672
|
|
|
(1,560
|
)
|
|
315,854
|
|
||||||
Earnings (Loss) Before Income Tax
|
5,044
|
|
|
14,619
|
|
|
8,645
|
|
|
(672
|
)
|
|
(19,242
|
)
|
|
8,394
|
|
||||||
Income Tax Expense
|
(690
|
)
|
|
—
|
|
|
|
|
—
|
|
|
—
|
|
|
(690
|
)
|
|||||||
Net Income (Loss)
|
5,734
|
|
|
14,619
|
|
|
8,645
|
|
|
(672
|
)
|
|
(19,242
|
)
|
|
9,084
|
|
||||||
Less: Net Income Attributable to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,350
|
|
|
3,350
|
|
||||||
Net Income (Loss) Attributable to CONSOL Energy Shareholders
|
$
|
5,734
|
|
|
$
|
14,619
|
|
|
$
|
8,645
|
|
|
$
|
(672
|
)
|
|
$
|
(22,592
|
)
|
|
$
|
5,734
|
|
|
Parent
Issuer
|
|
Guarantor
|
|
CCR Non-Guarantor
|
|
Non-Guarantor
|
|
Elimination
|
|
Consolidated
|
||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash and Cash Equivalents
|
$
|
249,287
|
|
|
$
|
245
|
|
|
$
|
920
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
250,452
|
|
Accounts and Notes Receivable:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Trade
|
—
|
|
|
—
|
|
|
—
|
|
|
78,649
|
|
|
—
|
|
|
78,649
|
|
||||||
Other Receivables
|
16,917
|
|
|
11,964
|
|
|
327
|
|
|
—
|
|
|
—
|
|
|
29,208
|
|
||||||
Inventories
|
—
|
|
|
40,445
|
|
|
12,025
|
|
|
—
|
|
|
—
|
|
|
52,470
|
|
||||||
Prepaid Expenses
|
7,840
|
|
|
18,285
|
|
|
6,136
|
|
|
25,862
|
|
|
—
|
|
|
58,123
|
|
||||||
Total Current Assets
|
274,044
|
|
|
70,939
|
|
|
19,408
|
|
|
104,511
|
|
|
—
|
|
|
468,902
|
|
||||||
Property, Plant and Equipment:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Property, Plant and Equipment
|
—
|
|
|
3,860,242
|
|
|
935,899
|
|
|
—
|
|
|
—
|
|
|
4,796,141
|
|
||||||
Less-Accumulated Depreciation, Depletion and Amortization
|
—
|
|
|
2,176,357
|
|
|
516,093
|
|
|
—
|
|
|
—
|
|
|
2,692,450
|
|
||||||
Total Property, Plant and Equipment-Net
|
—
|
|
|
1,683,885
|
|
|
419,806
|
|
|
—
|
|
|
—
|
|
|
2,103,691
|
|
||||||
Other Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Deferred Income Taxes
|
72,120
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
72,120
|
|
||||||
Affiliated Credit Facility
|
147,277
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(147,277
|
)
|
|
—
|
|
||||||
Investment in Affiliates
|
640,187
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(640,187
|
)
|
|
—
|
|
||||||
Other
|
39,011
|
|
|
47,261
|
|
|
14,943
|
|
|
—
|
|
|
—
|
|
|
101,215
|
|
||||||
Total Other Assets
|
898,595
|
|
|
47,261
|
|
|
14,943
|
|
|
—
|
|
|
(787,464
|
)
|
|
173,335
|
|
||||||
Total Assets
|
$
|
1,172,639
|
|
|
$
|
1,802,085
|
|
|
$
|
454,157
|
|
|
$
|
104,511
|
|
|
$
|
(787,464
|
)
|
|
$
|
2,745,928
|
|
Liabilities and Equity:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Accounts Payable
|
$
|
8,709
|
|
|
$
|
71,169
|
|
|
$
|
20,656
|
|
|
$
|
—
|
|
|
$
|
1,867
|
|
|
$
|
102,401
|
|
Accounts Payable (Recoverable)-Related Parties
|
(2,291
|
)
|
|
36,220
|
|
|
1,573
|
|
|
87,513
|
|
|
(123,015
|
)
|
|
—
|
|
||||||
Current Portion of Long-Term Debt
|
6,796
|
|
|
10,696
|
|
|
3,453
|
|
|
—
|
|
|
—
|
|
|
20,945
|
|
||||||
Other Accrued Liabilities
|
101,272
|
|
|
114,392
|
|
|
35,961
|
|
|
—
|
|
|
(1,867
|
)
|
|
249,758
|
|
||||||
Total Current Liabilities
|
114,486
|
|
|
232,477
|
|
|
61,643
|
|
|
87,513
|
|
|
(123,015
|
)
|
|
373,104
|
|
||||||
Long-Term Debt:
|
697,298
|
|
|
153,708
|
|
|
153,282
|
|
|
—
|
|
|
(147,277
|
)
|
|
857,011
|
|
||||||
Deferred Credits and Other Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Postretirement Benefits Other Than Pensions
|
—
|
|
|
541,373
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
541,373
|
|
||||||
Pneumoconiosis Benefits
|
—
|
|
|
146,729
|
|
|
4,947
|
|
|
—
|
|
|
—
|
|
|
151,676
|
|
||||||
Asset Retirement Obligations
|
—
|
|
|
226,586
|
|
|
9,605
|
|
|
—
|
|
|
—
|
|
|
236,191
|
|
||||||
Workers’ Compensation
|
—
|
|
|
61,816
|
|
|
3,530
|
|
|
—
|
|
|
—
|
|
|
65,346
|
|
||||||
Salary Retirement
|
39,921
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
39,921
|
|
||||||
Other
|
—
|
|
|
18,240
|
|
|
605
|
|
|
—
|
|
|
—
|
|
|
18,845
|
|
||||||
Total Deferred Credits and Other Liabilities
|
39,921
|
|
|
994,744
|
|
|
18,687
|
|
|
—
|
|
|
—
|
|
|
1,053,352
|
|
||||||
Total CONSOL Energy Inc. Stockholders’ Equity
|
320,934
|
|
|
421,156
|
|
|
220,545
|
|
|
16,998
|
|
|
(658,699
|
)
|
|
320,934
|
|
||||||
Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
141,527
|
|
|
141,527
|
|
||||||
Total Liabilities and Equity
|
$
|
1,172,639
|
|
|
$
|
1,802,085
|
|
|
$
|
454,157
|
|
|
$
|
104,511
|
|
|
$
|
(787,464
|
)
|
|
$
|
2,745,928
|
|
|
Parent
Issuer
|
|
Guarantor
|
|
CCR Non-Guarantor
|
|
Non-Guarantor
|
|
Elimination
|
|
Consolidated
|
||||||||||||
Revenues and Other Income:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Coal Revenue
|
$
|
—
|
|
|
$
|
209,434
|
|
|
$
|
69,811
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
279,245
|
|
Terminal Revenue
|
—
|
|
|
15,065
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,065
|
|
||||||
Freight Revenue
|
—
|
|
|
16,352
|
|
|
5,451
|
|
|
—
|
|
|
—
|
|
|
21,803
|
|
||||||
Miscellaneous Other Income
|
11,682
|
|
|
11,903
|
|
|
2,996
|
|
|
—
|
|
|
(6,868
|
)
|
|
19,713
|
|
||||||
(Loss) Gain on Sale of Assets
|
—
|
|
|
(519
|
)
|
|
6
|
|
|
—
|
|
|
—
|
|
|
(513
|
)
|
||||||
Total Revenue and Other Income
|
11,682
|
|
|
252,235
|
|
|
78,264
|
|
|
—
|
|
|
(6,868
|
)
|
|
335,313
|
|
||||||
Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Operating and Other Costs
|
—
|
|
|
177,354
|
|
|
52,160
|
|
|
(74,324
|
)
|
|
74,337
|
|
|
229,527
|
|
||||||
Depreciation, Depletion and Amortization
|
—
|
|
|
36,301
|
|
|
10,352
|
|
|
—
|
|
|
—
|
|
|
46,653
|
|
||||||
Freight Expense
|
—
|
|
|
16,352
|
|
|
5,451
|
|
|
—
|
|
|
—
|
|
|
21,803
|
|
||||||
Selling, General and Administrative Costs
|
—
|
|
|
16,897
|
|
|
4,283
|
|
|
—
|
|
|
—
|
|
|
21,180
|
|
||||||
Interest Expense
|
184
|
|
|
1,274
|
|
|
2,404
|
|
|
—
|
|
|
—
|
|
|
3,862
|
|
||||||
Total Costs And Expenses
|
184
|
|
|
248,178
|
|
|
74,650
|
|
|
(74,324
|
)
|
|
74,337
|
|
|
323,025
|
|
||||||
Earnings Before Income Tax
|
11,498
|
|
|
4,057
|
|
|
3,614
|
|
|
74,324
|
|
|
(81,205
|
)
|
|
12,288
|
|
||||||
Income Tax Expense
|
3,770
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,770
|
|
||||||
Net Income (Loss)
|
7,728
|
|
|
4,057
|
|
|
3,614
|
|
|
74,324
|
|
|
(81,205
|
)
|
|
8,518
|
|
||||||
Less: Net Income Attributable to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
790
|
|
|
790
|
|
||||||
Net Income (Loss) Attributable to CONSOL Energy Shareholders
|
$
|
7,728
|
|
|
$
|
4,057
|
|
|
$
|
3,614
|
|
|
$
|
74,324
|
|
|
$
|
(81,995
|
)
|
|
$
|
7,728
|
|
|
Parent
Issuer
|
|
Guarantor
|
|
CCR Non-Guarantor
|
|
Non-Guarantor
|
|
Elimination
|
|
Consolidated
|
||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash and Cash Equivalents
|
$
|
152,235
|
|
|
$
|
105
|
|
|
$
|
1,533
|
|
|
$
|
106
|
|
|
$
|
—
|
|
|
$
|
153,979
|
|
Accounts and Notes Receivable:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Trade
|
—
|
|
|
—
|
|
|
—
|
|
|
131,545
|
|
|
—
|
|
|
131,545
|
|
||||||
Other Receivables
|
17,702
|
|
|
16,880
|
|
|
1,970
|
|
|
—
|
|
|
—
|
|
|
36,552
|
|
||||||
Inventories
|
—
|
|
|
41,117
|
|
|
12,303
|
|
|
—
|
|
|
—
|
|
|
53,420
|
|
||||||
Prepaid Expenses
|
5,745
|
|
|
13,568
|
|
|
4,428
|
|
|
3
|
|
|
—
|
|
|
23,744
|
|
||||||
Total Current Assets
|
175,682
|
|
|
71,670
|
|
|
20,234
|
|
|
131,654
|
|
|
—
|
|
|
399,240
|
|
||||||
Property, Plant and Equipment:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Property, Plant and Equipment
|
—
|
|
|
3,765,885
|
|
|
910,468
|
|
|
—
|
|
|
—
|
|
|
4,676,353
|
|
||||||
Less-Accumulated Depreciation, Depletion and Amortization
|
—
|
|
|
2,070,646
|
|
|
483,410
|
|
|
—
|
|
|
—
|
|
|
2,554,056
|
|
||||||
Total Property, Plant and Equipment-Net
|
—
|
|
|
1,695,239
|
|
|
427,058
|
|
|
—
|
|
|
—
|
|
|
2,122,297
|
|
||||||
Other Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Deferred Income Taxes
|
75,065
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
75,065
|
|
||||||
Affiliated Credit Facility
|
165,110
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(165,110
|
)
|
|
—
|
|
||||||
Investment in Affiliates
|
645,157
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(645,157
|
)
|
|
—
|
|
||||||
Other
|
44,177
|
|
|
50,846
|
|
|
15,474
|
|
|
—
|
|
|
—
|
|
|
110,497
|
|
||||||
Total Other Assets
|
929,509
|
|
|
50,846
|
|
|
15,474
|
|
|
—
|
|
|
(810,267
|
)
|
|
185,562
|
|
||||||
Total Assets
|
$
|
1,105,191
|
|
|
$
|
1,817,755
|
|
|
$
|
462,766
|
|
|
$
|
131,654
|
|
|
$
|
(810,267
|
)
|
|
$
|
2,707,099
|
|
Liabilities and Equity:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Accounts Payable
|
$
|
20,014
|
|
|
$
|
66,271
|
|
|
$
|
22,789
|
|
|
$
|
8
|
|
|
$
|
18
|
|
|
$
|
109,100
|
|
Accounts Payable (Recoverable)-Related Parties
|
(2,291
|
)
|
|
36,221
|
|
|
—
|
|
|
129,139
|
|
|
(163,069
|
)
|
|
—
|
|
||||||
Current Portion of Long-Term Debt
|
—
|
|
|
22,405
|
|
|
77
|
|
|
—
|
|
|
—
|
|
|
22,482
|
|
||||||
Other Accrued Liabilities
|
101,994
|
|
|
149,425
|
|
|
44,102
|
|
|
(20
|
)
|
|
(4,874
|
)
|
|
290,627
|
|
||||||
Total Current Liabilities
|
119,717
|
|
|
274,322
|
|
|
66,968
|
|
|
129,127
|
|
|
(167,925
|
)
|
|
422,209
|
|
||||||
Long-Term Debt:
|
728,254
|
|
|
135,390
|
|
|
165,183
|
|
|
1,572
|
|
|
(165,110
|
)
|
|
865,289
|
|
||||||
Deferred Credits and Other Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Postretirement Benefits Other Than Pensions
|
—
|
|
|
554,099
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
554,099
|
|
||||||
Pneumoconiosis Benefits
|
—
|
|
|
146,035
|
|
|
3,833
|
|
|
—
|
|
|
—
|
|
|
149,868
|
|
||||||
Asset Retirement Obligations
|
—
|
|
|
218,728
|
|
|
9,615
|
|
|
—
|
|
|
—
|
|
|
228,343
|
|
||||||
Workers’ Compensation
|
—
|
|
|
63,244
|
|
|
3,404
|
|
|
—
|
|
|
—
|
|
|
66,648
|
|
||||||
Salary Retirement
|
52,960
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
52,960
|
|
||||||
Other
|
—
|
|
|
23,435
|
|
|
607
|
|
|
—
|
|
|
—
|
|
|
24,042
|
|
||||||
Total Deferred Credits and Other Liabilities
|
52,960
|
|
|
1,005,541
|
|
|
17,459
|
|
|
—
|
|
|
—
|
|
|
1,075,960
|
|
||||||
Total CONSOL Energy Inc. Stockholders’ Equity
|
204,260
|
|
|
402,502
|
|
|
213,156
|
|
|
955
|
|
|
(616,613
|
)
|
|
204,260
|
|
||||||
Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
139,381
|
|
|
139,381
|
|
||||||
Total Liabilities and Equity
|
$
|
1,105,191
|
|
|
$
|
1,817,755
|
|
|
$
|
462,766
|
|
|
$
|
131,654
|
|
|
$
|
(810,267
|
)
|
|
$
|
2,707,099
|
|
|
Parent
Issuer
|
|
Guarantor
|
|
CCR Non-Guarantor
|
|
Non-Guarantor
|
|
Elimination
|
|
Consolidated
|
||||||||||||
Revenues and Other Income:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Coal Revenue
|
$
|
—
|
|
|
$
|
762,377
|
|
|
$
|
254,126
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,016,503
|
|
Terminal Revenue
|
—
|
|
|
47,995
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
47,995
|
|
||||||
Freight Revenue
|
—
|
|
|
28,330
|
|
|
9,444
|
|
|
—
|
|
|
—
|
|
|
37,774
|
|
||||||
Miscellaneous Other Income
|
186,475
|
|
|
21,893
|
|
|
4,240
|
|
|
—
|
|
|
(165,374
|
)
|
|
47,234
|
|
||||||
Gain on Sale of Assets
|
—
|
|
|
211
|
|
|
62
|
|
|
—
|
|
|
—
|
|
|
273
|
|
||||||
Total Revenue and Other Income
|
186,475
|
|
|
860,806
|
|
|
267,872
|
|
|
—
|
|
|
(165,374
|
)
|
|
1,149,779
|
|
||||||
Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Operating and Other Costs
|
—
|
|
|
539,412
|
|
|
159,126
|
|
|
2,240
|
|
|
—
|
|
|
700,778
|
|
||||||
Depreciation, Depletion and Amortization
|
—
|
|
|
121,905
|
|
|
33,769
|
|
|
—
|
|
|
—
|
|
|
155,674
|
|
||||||
Freight Expense
|
—
|
|
|
28,330
|
|
|
9,444
|
|
|
—
|
|
|
—
|
|
|
37,774
|
|
||||||
Selling, General and Administrative Costs
|
—
|
|
|
37,455
|
|
|
10,260
|
|
|
—
|
|
|
—
|
|
|
47,715
|
|
||||||
Loss on Debt Extinguishment
|
3,149
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,149
|
|
||||||
Interest Expense
|
61,495
|
|
|
1,916
|
|
|
5,295
|
|
|
—
|
|
|
(5,295
|
)
|
|
63,411
|
|
||||||
Total Costs And Expenses
|
64,644
|
|
|
729,018
|
|
|
217,894
|
|
|
2,240
|
|
|
(5,295
|
)
|
|
1,008,501
|
|
||||||
Earnings (Loss) Before Income Tax
|
121,831
|
|
|
131,788
|
|
|
49,978
|
|
|
(2,240
|
)
|
|
(160,079
|
)
|
|
141,278
|
|
||||||
Income Tax Expense
|
8,527
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,527
|
|
||||||
Net Income (Loss)
|
113,304
|
|
|
131,788
|
|
|
49,978
|
|
|
(2,240
|
)
|
|
(160,079
|
)
|
|
132,751
|
|
||||||
Less: Net Income Attributable to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
19,447
|
|
|
19,447
|
|
||||||
Net Income (Loss) Attributable to CONSOL Energy Shareholders
|
$
|
113,304
|
|
|
$
|
131,788
|
|
|
$
|
49,978
|
|
|
$
|
(2,240
|
)
|
|
$
|
(179,526
|
)
|
|
$
|
113,304
|
|
|
Parent
Issuer
|
|
Guarantor
|
|
CCR Non-Guarantor
|
|
Non-Guarantor
|
|
Elimination
|
|
Consolidated
|
||||||||||||
Revenues and Other Income:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Coal Revenue
|
$
|
—
|
|
|
$
|
674,550
|
|
|
$
|
224,850
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
899,400
|
|
Terminal Revenue
|
—
|
|
|
42,806
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
42,806
|
|
||||||
Freight Revenue
|
—
|
|
|
38,885
|
|
|
12,962
|
|
|
—
|
|
|
—
|
|
|
51,847
|
|
||||||
Miscellaneous Other Income
|
120,022
|
|
|
22,865
|
|
|
4,798
|
|
|
—
|
|
|
(95,177
|
)
|
|
52,508
|
|
||||||
Gain on Sale of Assets
|
—
|
|
|
11,618
|
|
|
1,406
|
|
|
—
|
|
|
—
|
|
|
13,024
|
|
||||||
Total Revenue and Other Income
|
120,022
|
|
|
790,724
|
|
|
244,016
|
|
|
—
|
|
|
(95,177
|
)
|
|
1,059,585
|
|
||||||
Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Operating and Other Costs
|
—
|
|
|
530,040
|
|
|
152,275
|
|
|
88
|
|
|
—
|
|
|
682,403
|
|
||||||
Depreciation, Depletion and Amortization
|
—
|
|
|
93,764
|
|
|
31,150
|
|
|
—
|
|
|
—
|
|
|
124,914
|
|
||||||
Freight Expense
|
—
|
|
|
38,885
|
|
|
12,962
|
|
|
—
|
|
|
—
|
|
|
51,847
|
|
||||||
Selling, General and Administrative Costs
|
—
|
|
|
47,379
|
|
|
11,218
|
|
|
—
|
|
|
—
|
|
|
58,597
|
|
||||||
Interest Expense
|
593
|
|
|
3,978
|
|
|
7,257
|
|
|
—
|
|
|
—
|
|
|
11,828
|
|
||||||
Total Costs And Expenses
|
593
|
|
|
714,046
|
|
|
214,862
|
|
|
88
|
|
|
—
|
|
|
929,589
|
|
||||||
Earnings (Loss) Before Income Tax
|
119,429
|
|
|
76,678
|
|
|
29,154
|
|
|
(88
|
)
|
|
(95,177
|
)
|
|
129,996
|
|
||||||
Income Tax Expense
|
22,787
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
22,787
|
|
||||||||
Net Income (Loss)
|
96,642
|
|
|
76,678
|
|
|
29,154
|
|
|
(88
|
)
|
|
(95,177
|
)
|
|
107,209
|
|
||||||
Less: Net Income Attributable to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,567
|
|
|
10,567
|
|
||||||
Net Income (Loss) Attributable to CONSOL Energy Shareholders
|
$
|
96,642
|
|
|
$
|
76,678
|
|
|
$
|
29,154
|
|
|
$
|
(88
|
)
|
|
$
|
(105,744
|
)
|
|
$
|
96,642
|
|
|
Parent Issuer
|
|
Guarantor
|
|
CCR Non-Guarantor
|
|
Non-Guarantor
|
|
Elimination
|
|
Consolidated
|
||||||||||||
Net Cash Provided by (Used in) Operating Activities
|
$
|
(45,278
|
)
|
|
$
|
280,396
|
|
|
$
|
95,134
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
330,252
|
|
Cash Flows from Investing Activities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Capital Expenditures
|
—
|
|
|
(76,599
|
)
|
|
(20,256
|
)
|
|
—
|
|
|
—
|
|
|
(96,855
|
)
|
||||||
Proceeds From Sales of Assets
|
—
|
|
|
1,198
|
|
|
170
|
|
|
—
|
|
|
—
|
|
|
1,368
|
|
||||||
(Investments in), net of Distributions from, Subsidiaries
|
30,237
|
|
|
(3,959
|
)
|
|
—
|
|
|
—
|
|
|
(26,278
|
)
|
|
—
|
|
||||||
Net Cash (Used in) Provided by Investing Activities
|
30,237
|
|
|
(79,360
|
)
|
|
(20,086
|
)
|
|
—
|
|
|
(26,278
|
)
|
|
(95,487
|
)
|
||||||
Cash Flows from Financing Activities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Payments on Capitalized Lease Obligations
|
—
|
|
|
(8,894
|
)
|
|
(2,125
|
)
|
|
—
|
|
|
—
|
|
|
(11,019
|
)
|
||||||
Affiliated Credit Facility
|
29,583
|
|
|
—
|
|
|
(29,583
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Payments on Term Loan A
|
(26,250
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(26,250
|
)
|
||||||
Payments on Term Loan B
|
(3,000
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,000
|
)
|
||||||
Buyback of Second Lien Notes
|
(20,524
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(20,524
|
)
|
||||||
Distributions to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
(43,041
|
)
|
|
—
|
|
|
26,278
|
|
|
(16,763
|
)
|
||||||
Shares/Units Withheld for Taxes
|
—
|
|
|
(2,011
|
)
|
|
(912
|
)
|
|
—
|
|
|
—
|
|
|
(2,923
|
)
|
||||||
Spin Distribution to CNX Resources
|
|
|
|
(18,234
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(18,234
|
)
|
||||||
Repurchases of Common Stock
|
(9,724
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9,724
|
)
|
||||||
Purchases of CCR Units
|
(1,142
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,142
|
)
|
||||||
Debt-Related Financing Fees
|
(2,851
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,851
|
)
|
||||||
Net Cash (Used in) Provided by Financing Activities
|
$
|
(33,908
|
)
|
|
$
|
(29,139
|
)
|
|
$
|
(75,661
|
)
|
|
$
|
—
|
|
|
$
|
26,278
|
|
|
$
|
(112,430
|
)
|
|
Parent Issuer
|
|
Guarantor
|
|
CCR Non-Guarantor
|
|
Non-Guarantor
|
|
Elimination
|
|
Consolidated
|
||||||||||||
Net Cash Provided by (Used in) Operating Activities
|
$
|
(89,602
|
)
|
|
$
|
200,470
|
|
|
$
|
60,783
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
171,651
|
|
Cash Flows from Investing Activities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Capital Expenditures
|
—
|
|
|
(38,749
|
)
|
|
(12,261
|
)
|
|
—
|
|
|
—
|
|
|
(51,010
|
)
|
||||||
Proceeds From Sales of Assets
|
—
|
|
|
16,421
|
|
|
1,500
|
|
|
—
|
|
|
—
|
|
|
17,921
|
|
||||||
(Investments in), net of Distributions from, Subsidiaries
|
37,243
|
|
|
(11,496
|
)
|
|
—
|
|
|
—
|
|
|
(25,747
|
)
|
|
—
|
|
||||||
Net Cash (Used in) Provided by Investing Activities
|
37,243
|
|
|
(33,824
|
)
|
|
(10,761
|
)
|
|
—
|
|
|
(25,747
|
)
|
|
(33,089
|
)
|
||||||
Cash Flows from Financing Activities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Payments on Capitalized Lease Obligations
|
—
|
|
|
(2,846
|
)
|
|
(74
|
)
|
|
—
|
|
|
—
|
|
|
(2,920
|
)
|
||||||
Net (Payments on) Proceeds from Revolver - MLP
|
—
|
|
|
—
|
|
|
(13,000
|
)
|
|
—
|
|
|
—
|
|
|
(13,000
|
)
|
||||||
Distributions to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
(42,150
|
)
|
|
—
|
|
|
25,747
|
|
|
(16,403
|
)
|
||||||
Shares/Units Withheld for Taxes
|
—
|
|
|
—
|
|
|
(1,009
|
)
|
|
—
|
|
|
—
|
|
|
(1,009
|
)
|
||||||
Intercompany Contributions/(Distributions)
|
114,844
|
|
|
(114,844
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Other Parent Net Distributions
|
(114,844
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(114,844
|
)
|
||||||
Net Cash (Used in) Provided by Financing Activities
|
$
|
—
|
|
|
$
|
(117,690
|
)
|
|
$
|
(56,233
|
)
|
|
$
|
—
|
|
|
$
|
25,747
|
|
|
$
|
(148,176
|
)
|
|
Parent Issuer
|
|
Guarantor
|
|
CCR Non-Guarantor
|
|
Non-
Guarantor |
|
Elimination
|
|
Consolidated
|
||||||||||||
Net Income (Loss)
|
$
|
5,734
|
|
|
$
|
14,619
|
|
|
$
|
8,645
|
|
|
$
|
(672
|
)
|
|
$
|
(19,242
|
)
|
|
$
|
9,084
|
|
Other Comprehensive Income (Loss):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net Actuarial Gain (Loss)
|
4,177
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
2
|
|
|
4,177
|
|
||||||
Other Comprehensive Income (Loss):
|
4,177
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
2
|
|
|
4,177
|
|
||||||
Comprehensive Income (Loss)
|
9,911
|
|
|
14,619
|
|
|
8,643
|
|
|
(672
|
)
|
|
(19,240
|
)
|
|
13,261
|
|
||||||
Less: Comprehensive Income Attributable to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,346
|
|
|
3,346
|
|
||||||
Comprehensive Income (Loss) Attributable to CONSOL Energy Inc. Shareholders
|
$
|
9,911
|
|
|
$
|
14,619
|
|
|
$
|
8,643
|
|
|
$
|
(672
|
)
|
|
$
|
(22,586
|
)
|
|
$
|
9,915
|
|
|
Parent Issuer
|
|
Guarantor
|
|
CCR Non-Guarantor
|
|
Non-
Guarantor |
|
Elimination
|
|
Consolidated
|
||||||||||||
Net Income (Loss)
|
$
|
7,728
|
|
|
$
|
4,057
|
|
|
$
|
3,614
|
|
|
$
|
74,324
|
|
|
$
|
(81,205
|
)
|
|
$
|
8,518
|
|
Other Comprehensive Income (Loss):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net Actuarial Gain (Loss)
|
3,285
|
|
|
—
|
|
|
(39
|
)
|
|
—
|
|
|
39
|
|
|
3,285
|
|
||||||
Other Comprehensive Income (Loss):
|
3,285
|
|
|
—
|
|
|
(39
|
)
|
|
—
|
|
|
39
|
|
|
3,285
|
|
||||||
Comprehensive Income (Loss)
|
11,013
|
|
|
4,057
|
|
|
3,575
|
|
|
74,324
|
|
|
(81,166
|
)
|
|
11,803
|
|
||||||
Less: Comprehensive Income Attributable to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
779
|
|
|
779
|
|
||||||
Comprehensive Income (Loss) Attributable to CONSOL Energy Inc. Shareholders
|
$
|
11,013
|
|
|
$
|
4,057
|
|
|
$
|
3,575
|
|
|
$
|
74,324
|
|
|
$
|
(81,945
|
)
|
|
$
|
11,024
|
|
|
Parent Issuer
|
|
Guarantor
|
|
CCR Non-Guarantor
|
|
Non-
Guarantor |
|
Elimination
|
|
Consolidated
|
||||||||||||
Net Income (Loss)
|
$
|
113,304
|
|
|
$
|
131,788
|
|
|
$
|
49,978
|
|
|
$
|
(2,240
|
)
|
|
$
|
(160,079
|
)
|
|
$
|
132,751
|
|
Other Comprehensive Income (Loss):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net Actuarial Gain (Loss)
|
12,356
|
|
|
—
|
|
|
(6
|
)
|
|
—
|
|
|
6
|
|
|
12,356
|
|
||||||
Other Comprehensive Income (Loss):
|
12,356
|
|
|
—
|
|
|
(6
|
)
|
|
—
|
|
|
6
|
|
|
12,356
|
|
||||||
Comprehensive Income (Loss)
|
125,660
|
|
|
131,788
|
|
|
49,972
|
|
|
(2,240
|
)
|
|
(160,073
|
)
|
|
145,107
|
|
||||||
Less: Comprehensive Income Attributable to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
19,444
|
|
|
19,444
|
|
||||||
Comprehensive Income (Loss) Attributable to CONSOL Energy Inc. Shareholders
|
$
|
125,660
|
|
|
$
|
131,788
|
|
|
$
|
49,972
|
|
|
$
|
(2,240
|
)
|
|
$
|
(179,517
|
)
|
|
$
|
125,663
|
|
|
Parent Issuer
|
|
Guarantor
|
|
CCR Non-Guarantor
|
|
Non-
Guarantor |
|
Elimination
|
|
Consolidated
|
||||||||||||
Net Income (Loss)
|
$
|
96,642
|
|
|
$
|
76,678
|
|
|
$
|
29,154
|
|
|
$
|
(88
|
)
|
|
$
|
(95,177
|
)
|
|
$
|
107,209
|
|
Other Comprehensive Income (Loss):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net Actuarial Gain (Loss)
|
9,855
|
|
|
—
|
|
|
(118
|
)
|
|
—
|
|
|
118
|
|
|
9,855
|
|
||||||
Other Comprehensive Income (Loss):
|
9,855
|
|
|
—
|
|
|
(118
|
)
|
|
—
|
|
|
118
|
|
|
9,855
|
|
||||||
Comprehensive Income (Loss)
|
106,497
|
|
|
76,678
|
|
|
29,036
|
|
|
(88
|
)
|
|
(95,059
|
)
|
|
117,064
|
|
||||||
Less: Comprehensive Income Attributable to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,533
|
|
|
10,533
|
|
||||||
Comprehensive Income (Loss) Attributable to CONSOL Energy Inc. Shareholders
|
$
|
106,497
|
|
|
$
|
76,678
|
|
|
$
|
29,036
|
|
|
$
|
(88
|
)
|
|
$
|
(105,592
|
)
|
|
$
|
106,531
|
|
•
|
Separation and Distribution Agreement (“SDA”);
|
•
|
Transition Services Agreement (“TSA”);
|
•
|
Tax Matters Agreement (“TMA”);
|
•
|
Employee Matters Agreement (“EMA”);
|
•
|
Intellectual Property Matters Agreement (“IPMA”);
|
•
|
CNX Resources Corporation to CONSOL Energy Inc. Trademark License Agreement (“TLA 1”);
|
•
|
CONSOL Energy Inc. to CNX Resources Corporation Trademark License Agreement (“TLA 2”);
|
•
|
First Amendment to the First Amended and Restated Omnibus Agreement (“Omnibus Amendment”);
|
•
|
First Amendment to Contract Agency Agreement by and among CONSOL Energy Sales Company, CONSOL Thermal Holdings LLC (formerly known as CNX Thermal Holdings LLC) and the other parties thereto (“Contract Agency Amendment”);
|
•
|
First Amendment to Water Supply and Services Agreement by and between CNX Water Assets LLC and CONSOL Thermal Holdings LLC (formerly known as CNX Thermal Holdings LLC) (“Water Supply Amendment”);
|
•
|
Second Amendment to Pennsylvania Mine Complex Operating Agreement by and among CONSOL Pennsylvania Coal Company LLC, Conrhein Coal Company, CONSOL Thermal Holdings LLC (formerly known as CNX Thermal Holdings LLC) and CONSOL Coal Resources LP (formerly known as CNX Coal Resources LP) (the “Operating Agreement Amendment”);
|
•
|
Affiliated Company Credit Agreement, dated November 28, 2017, by and among CONSOL Coal Resources LP, certain of its affiliates party thereto, CONSOL Energy Inc. and PNC Bank, National Association (the “Affiliated Company Credit Agreement”); and
|
•
|
Second Amendment and Restatement of Master Cooperation and Safety Agreement, dated October 20, 2017, by and between CONSOL Energy Inc., CNX Gas Company LLC and certain other parties thereto (the “MCSA”).
|
|
For the Three Months Ended September 30,
|
|
For the Nine Months Ended September 30,
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Operating and Other Costs
|
$
|
725
|
|
|
$
|
850
|
|
|
$
|
2,172
|
|
|
$
|
2,589
|
|
Selling, General and Administrative Costs
|
2,345
|
|
|
834
|
|
|
5,943
|
|
|
2,288
|
|
||||
Total Services from CONSOL Energy
|
$
|
3,070
|
|
|
$
|
1,684
|
|
|
$
|
8,115
|
|
|
$
|
4,877
|
|
•
|
Pennsylvania Mining Complex: The PAMC, which includes the Bailey Mine, the Enlow Fork Mine and the Harvey Mine, has extensive high-quality coal reserves. We mine our reserves from the Pittsburgh No. 8 Coal Seam, which is a large contiguous formation of uniform, high-Btu thermal coal that is ideal for high productivity, low-cost longwall operations. The design of the PAMC is optimized to produce large quantities of coal on a cost-efficient basis. We are able to sustain high production volumes at comparatively low operating costs due to, among other things, the technologically advanced longwall mining systems, logistics infrastructure and safety. All of our mines utilize longwall mining, which is a highly automated underground mining technique that produces large volumes of coal at lower costs compared to other underground mining methods. We own a 75% undivided interest in PAMC, and the remaining 25% is owned by CCR, as discussed below.
|
•
|
CCR Ownership: We own 60.3% of CCR's limited partnership interests and 100% of CCR's general partnership interest, which equates to a 61.3% economic ownership interest in the Partnership. CCR is a master limited partnership originally formed by CNX to manage and further develop its active coal operations in Pennsylvania. At September 30, 2018, CCR's assets included a 25% undivided interest in, and full operational control over, the PAMC.
|
•
|
CONSOL Marine Terminal: Through our subsidiary CONSOL Marine Terminals LLC, we provide coal export terminal services through the Port of Baltimore. The terminal can either store coal or load coal directly into vessels from rail cars. It is also one of the few terminals in the United States served by two railroads, Norfolk Southern Corporation and CSX Transportation Inc.
|
•
|
Greenfield Reserves: We own approximately 1.6 billion tons of high-quality, undeveloped coal reserves located in NAPP, CAPP, and the ILB.
|
•
|
Net income of
$9
million
|
•
|
Repurchased 190,272 CONSOL Energy common shares outstanding at an average price of $41.93 per share
|
•
|
Purchased 77,536 common units of CONSOL Coal Resources LP at an average price of $17.86 per unit
|
•
|
Strongest third quarter production in the history of the PAMC
|
•
|
The Company's 2018 coal production is expected to be approximately 27 million tons.
|
•
|
The Company's 2018 coal capital investment is expected to be approximately $130-$145 million.
1
|
•
|
our operating performance as compared to the operating performance of other companies in the coal industry,
|
•
|
without regard to financing methods, historical cost basis or capital structure;
|
•
|
the ability of our assets to generate sufficient cash flow;
|
•
|
our ability to incur and service debt and fund capital expenditures;
|
•
|
the viability of acquisitions and other capital expenditure projects and the returns on investment of various investment opportunities; and
|
•
|
the attractiveness of capital projects and acquisitions and the overall rates of return on alternative investment opportunities.
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Total Costs and Expenses
|
|
$
|
315,854
|
|
|
$
|
323,025
|
|
|
$
|
1,008,501
|
|
|
$
|
929,589
|
|
Freight Expense
|
|
(2,443
|
)
|
|
(21,803
|
)
|
|
(37,774
|
)
|
|
(51,847
|
)
|
||||
Selling, General and Administrative Costs
|
|
(18,526
|
)
|
|
(21,180
|
)
|
|
(47,715
|
)
|
|
(58,597
|
)
|
||||
Loss on Debt Extinguishment
|
|
—
|
|
|
—
|
|
|
(3,149
|
)
|
|
—
|
|
||||
Interest Expense, net
|
|
(20,862
|
)
|
|
(3,862
|
)
|
|
(63,411
|
)
|
|
(11,828
|
)
|
||||
Other Costs (Non-Production)
|
|
(30,801
|
)
|
|
(32,749
|
)
|
|
(103,513
|
)
|
|
(94,870
|
)
|
||||
Depreciation, Depletion and Amortization (Non-Production)
|
|
(9,175
|
)
|
|
(7,420
|
)
|
|
(27,098
|
)
|
|
(6,890
|
)
|
||||
Cost of Coal Sold
|
|
$
|
234,047
|
|
|
$
|
236,011
|
|
|
$
|
725,841
|
|
|
$
|
705,557
|
|
Depreciation, Depletion and Amortization (Production)
|
|
(42,067
|
)
|
|
(39,233
|
)
|
|
(128,576
|
)
|
|
(118,024
|
)
|
||||
Cash Cost of Coal Sold
|
|
$
|
191,980
|
|
|
$
|
196,778
|
|
|
$
|
597,265
|
|
|
$
|
587,533
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Total Coal Revenue
|
|
$
|
294,797
|
|
|
$
|
279,245
|
|
|
$
|
1,016,503
|
|
|
$
|
899,400
|
|
Operating and Other Costs
|
|
222,781
|
|
|
229,527
|
|
|
700,778
|
|
|
682,403
|
|
||||
Less: Other Costs (Non-Production)
|
|
(30,801
|
)
|
|
(32,749
|
)
|
|
(103,513
|
)
|
|
(94,870
|
)
|
||||
Cash Cost of Coal Sold
|
|
191,980
|
|
|
196,778
|
|
|
597,265
|
|
|
587,533
|
|
||||
Add: Depreciation, Depletion and Amortization
|
|
51,242
|
|
|
46,653
|
|
|
155,674
|
|
|
124,914
|
|
||||
Less: Depreciation, Depletion and Amortization (Non-Production)
|
|
(9,175
|
)
|
|
(7,420
|
)
|
|
(27,098
|
)
|
|
(6,890
|
)
|
||||
Cost of Coal Sold
|
|
$
|
234,047
|
|
|
$
|
236,011
|
|
|
$
|
725,841
|
|
|
$
|
705,557
|
|
Total Tons Sold (in millions)
|
|
6.2
|
|
|
6.3
|
|
|
20.7
|
|
|
19.9
|
|
||||
Average Revenue per Ton Sold
|
|
$
|
47.21
|
|
|
$
|
44.16
|
|
|
$
|
49.11
|
|
|
$
|
45.26
|
|
Average Cash Cost per Ton Sold
|
|
30.88
|
|
|
30.94
|
|
|
28.87
|
|
|
29.57
|
|
||||
Depreciation, Depletion and Amortization Costs per Ton Sold
|
|
6.60
|
|
|
6.38
|
|
|
6.20
|
|
|
5.94
|
|
||||
Average Cost per Ton Sold
|
|
37.48
|
|
|
37.32
|
|
|
35.07
|
|
|
35.51
|
|
||||
Average Margin per Ton Sold
|
|
9.73
|
|
|
6.84
|
|
|
14.04
|
|
|
9.75
|
|
||||
Add: Depreciation, Depletion and Amortization Costs per Ton Sold
|
|
6.60
|
|
|
6.38
|
|
|
6.20
|
|
|
5.94
|
|
||||
Average Cash Margin per Ton Sold
|
|
$
|
16.33
|
|
|
$
|
13.22
|
|
|
$
|
20.24
|
|
|
$
|
15.69
|
|
|
For the Three Months Ended
|
||||||||||
|
September 30,
|
||||||||||
(in millions)
|
2018
|
|
2017
|
|
Variance
|
||||||
Revenue:
|
|
|
|
|
|
||||||
Coal Revenue
|
$
|
295
|
|
|
$
|
279
|
|
|
$
|
16
|
|
Freight Revenue
|
2
|
|
|
22
|
|
|
(20
|
)
|
|||
Miscellaneous Other Income
|
4
|
|
|
12
|
|
|
(8
|
)
|
|||
Total Revenue and Other Income
|
301
|
|
|
313
|
|
|
(12
|
)
|
|||
Cost of Coal Sold:
|
|
|
|
|
|
||||||
Operating Costs
|
192
|
|
|
197
|
|
|
(5
|
)
|
|||
Depreciation, Depletion and Amortization
|
42
|
|
|
39
|
|
|
3
|
|
|||
Total Cost of Coal Sold
|
234
|
|
|
236
|
|
|
(2
|
)
|
|||
Other Costs:
|
|
|
|
|
|
||||||
Other Costs
|
8
|
|
|
11
|
|
|
(3
|
)
|
|||
Depreciation, Depletion and Amortization
|
2
|
|
|
2
|
|
|
—
|
|
|||
Total Other Costs
|
10
|
|
|
13
|
|
|
(3
|
)
|
|||
Freight Expense
|
2
|
|
|
22
|
|
|
(20
|
)
|
|||
Selling, General and Administrative Costs
|
17
|
|
|
19
|
|
|
(2
|
)
|
|||
Interest Expense, net
|
—
|
|
|
2
|
|
|
(2
|
)
|
|||
Total Costs and Expenses
|
263
|
|
|
292
|
|
|
(29
|
)
|
|||
Earnings Before Income Tax
|
$
|
38
|
|
|
$
|
21
|
|
|
$
|
17
|
|
|
|
For the Three Months Ended September 30,
|
|||||||
Mine
|
|
2018
|
|
2017
|
|
Variance
|
|||
Bailey
|
|
2,394
|
|
|
2,764
|
|
|
(370
|
)
|
Enlow Fork
|
|
2,584
|
|
|
1,944
|
|
|
640
|
|
Harvey
|
|
1,394
|
|
|
1,437
|
|
|
(43
|
)
|
Total
|
|
6,372
|
|
|
6,145
|
|
|
227
|
|
|
For the Three Months Ended September 30,
|
||||||||||
|
2018
|
|
2017
|
|
Variance
|
||||||
Total Tons Sold
(in millions)
|
6.2
|
|
|
6.3
|
|
|
(0.1
|
)
|
|||
Average Revenue per Ton Sold
|
$
|
47.21
|
|
|
$
|
44.16
|
|
|
$
|
3.05
|
|
|
|
|
|
|
|
||||||
Average Cash Cost per Ton Sold
|
$
|
30.88
|
|
|
$
|
30.94
|
|
|
$
|
(0.06
|
)
|
Depreciation, Depletion and Amortization Costs per Ton Sold (Non-Cash Cost)
|
6.60
|
|
|
6.38
|
|
|
0.22
|
|
|||
Total Costs per Ton Sold
|
$
|
37.48
|
|
|
$
|
37.32
|
|
|
$
|
0.16
|
|
Average Margin per Ton Sold
|
$
|
9.73
|
|
|
$
|
6.84
|
|
|
$
|
2.89
|
|
Add: Depreciation, Depletion and Amortization Costs per Ton Sold
|
6.60
|
|
|
6.38
|
|
|
0.22
|
|
|||
Average Cash Margin per Ton Sold (1)
|
$
|
16.33
|
|
|
$
|
13.22
|
|
|
$
|
3.11
|
|
|
For the Three Months Ended
|
||||||||||
|
September 30,
|
||||||||||
(in millions)
|
2018
|
|
2017
|
|
Variance
|
||||||
Revenue:
|
|
|
|
|
|
||||||
Terminal Revenue
|
$
|
16
|
|
|
$
|
15
|
|
|
$
|
1
|
|
Miscellaneous Other Income
|
7
|
|
|
8
|
|
|
(1
|
)
|
|||
Gain (Loss) on Sale of Assets
|
—
|
|
|
(1
|
)
|
|
1
|
|
|||
Total Revenue and Other Income
|
23
|
|
|
22
|
|
|
1
|
|
|||
Other Costs and Expenses:
|
|
|
|
|
|
||||||
Operating and Other Costs
|
23
|
|
|
21
|
|
|
2
|
|
|||
Depreciation, Depletion and Amortization
|
7
|
|
|
6
|
|
|
1
|
|
|||
Selling, General and Administrative Costs
|
2
|
|
|
2
|
|
|
—
|
|
|||
Interest Expense, net
|
21
|
|
|
2
|
|
|
19
|
|
|||
Total Other Costs and Expenses
|
53
|
|
|
31
|
|
|
22
|
|
|||
Loss Before Income Tax
|
$
|
(30
|
)
|
|
$
|
(9
|
)
|
|
$
|
(21
|
)
|
|
For the Three Months Ended September 30,
|
||||||||||
|
2018
|
|
2017
|
|
Variance
|
||||||
Terminal Operating Costs
|
$
|
7
|
|
|
$
|
6
|
|
|
$
|
1
|
|
Employee-Related Legacy Liability Expense
|
11
|
|
|
12
|
|
|
(1
|
)
|
|||
Lease Rental Expense
|
—
|
|
|
1
|
|
|
(1
|
)
|
|||
Coal Reserve Holding Costs
|
1
|
|
|
1
|
|
|
—
|
|
|||
Closed and Idle Mines
|
1
|
|
|
1
|
|
|
—
|
|
|||
Litigation Expense
|
1
|
|
|
—
|
|
|
1
|
|
|||
Other
|
2
|
|
|
—
|
|
|
2
|
|
|||
Total Operating and Other Costs
|
$
|
23
|
|
|
$
|
21
|
|
|
$
|
2
|
|
|
For the Nine Months Ended September 30,
|
||||||||||
(in millions)
|
2018
|
|
2017
|
|
Variance
|
||||||
Revenue:
|
|
|
|
|
|
||||||
Coal Revenue
|
$
|
1,017
|
|
|
$
|
899
|
|
|
$
|
118
|
|
Freight Revenue
|
38
|
|
|
52
|
|
|
(14
|
)
|
|||
Miscellaneous Other Income
|
17
|
|
|
19
|
|
|
(2
|
)
|
|||
Gain on Sale of Assets
|
—
|
|
|
6
|
|
|
(6
|
)
|
|||
Total Revenue and Other Income
|
1,072
|
|
|
976
|
|
|
96
|
|
|||
Cost of Coal Sold:
|
|
|
|
|
|
||||||
Operating Costs
|
597
|
|
|
588
|
|
|
9
|
|
|||
Depreciation, Depletion and Amortization
|
129
|
|
|
118
|
|
|
11
|
|
|||
Total Cost of Coal Sold
|
726
|
|
|
706
|
|
|
20
|
|
|||
Other Costs:
|
|
|
|
|
|
||||||
Other Costs
|
38
|
|
|
21
|
|
|
17
|
|
|||
Depreciation, Depletion and Amortization
|
6
|
|
|
7
|
|
|
(1
|
)
|
|||
Total Other Costs
|
44
|
|
|
28
|
|
|
16
|
|
|||
Freight Expense
|
38
|
|
|
52
|
|
|
(14
|
)
|
|||
Selling, General and Administrative Costs
|
43
|
|
|
51
|
|
|
(8
|
)
|
|||
Interest Expense, net
|
—
|
|
|
7
|
|
|
(7
|
)
|
|||
Total Costs and Expenses
|
851
|
|
|
844
|
|
|
7
|
|
|||
Earnings Before Income Tax
|
$
|
221
|
|
|
$
|
132
|
|
|
$
|
89
|
|
|
|
For the Nine Months Ended September 30,
|
|||||||
Mine
|
|
2018
|
|
2017
|
|
Variance
|
|||
Bailey
|
|
9,659
|
|
|
9,000
|
|
|
659
|
|
Enlow Fork
|
|
7,386
|
|
|
7,169
|
|
|
217
|
|
Harvey
|
|
3,709
|
|
|
3,697
|
|
|
12
|
|
Total
|
|
20,754
|
|
|
19,866
|
|
|
888
|
|
|
For the Nine Months Ended September 30,
|
||||||||||
|
2018
|
|
2017
|
|
Variance
|
||||||
Total Tons Sold
(in millions)
|
20.7
|
|
|
19.9
|
|
|
0.8
|
|
|||
Average Revenue per Ton Sold
|
$
|
49.11
|
|
|
$
|
45.26
|
|
|
$
|
3.85
|
|
|
|
|
|
|
|
||||||
Average Cash Cost per Ton Sold
|
$
|
28.87
|
|
|
$
|
29.57
|
|
|
$
|
(0.70
|
)
|
Depreciation, Depletion and Amortization Costs per Ton Sold (Non-Cash Cost)
|
6.20
|
|
|
5.94
|
|
|
0.26
|
|
|||
Total Costs per Ton Sold
|
$
|
35.07
|
|
|
$
|
35.51
|
|
|
$
|
(0.44
|
)
|
Average Margin per Ton Sold
|
$
|
14.04
|
|
|
$
|
9.75
|
|
|
$
|
4.29
|
|
Add: Depreciation, Depletion and Amortization Costs per Ton Sold
|
6.20
|
|
|
5.94
|
|
|
0.26
|
|
|||
Average Cash Margin per Ton Sold (1)
|
$
|
20.24
|
|
|
$
|
15.69
|
|
|
$
|
4.55
|
|
|
For the Nine Months Ended
|
||||||||||
|
September 30,
|
||||||||||
(in millions)
|
2018
|
|
2017
|
|
Variance
|
||||||
Revenue:
|
|
|
|
|
|
||||||
Terminal Revenue
|
$
|
48
|
|
|
$
|
43
|
|
|
$
|
5
|
|
Miscellaneous Other Income
|
30
|
|
|
34
|
|
|
(4
|
)
|
|||
Gain on Sale of Assets
|
—
|
|
|
7
|
|
|
(7
|
)
|
|||
Total Revenue and Other Income
|
78
|
|
|
84
|
|
|
(6
|
)
|
|||
Other Costs and Expenses:
|
|
|
|
|
|
||||||
Operating and Other Costs
|
66
|
|
|
73
|
|
|
(7
|
)
|
|||
Depreciation, Depletion and Amortization
|
21
|
|
|
—
|
|
|
21
|
|
|||
Selling, General and Administrative Costs
|
5
|
|
|
8
|
|
|
(3
|
)
|
|||
Loss on Debt Extinguishment
|
3
|
|
|
—
|
|
|
3
|
|
|||
Interest Expense, net
|
63
|
|
|
5
|
|
|
58
|
|
|||
Total Other Costs and Expenses
|
158
|
|
|
86
|
|
|
72
|
|
|||
Loss Before Income Tax
|
$
|
(80
|
)
|
|
$
|
(2
|
)
|
|
$
|
(78
|
)
|
|
For the Nine Months Ended September 30,
|
||||||||||
|
2018
|
|
2017
|
|
Variance
|
||||||
Terminal Operating Costs
|
$
|
19
|
|
|
$
|
15
|
|
|
$
|
4
|
|
Employee-Related Legacy Liability Expense
|
32
|
|
|
36
|
|
|
(4
|
)
|
|||
Lease Rental Expense
|
2
|
|
|
11
|
|
|
(9
|
)
|
|||
Coal Reserve Holding Costs
|
2
|
|
|
5
|
|
|
(3
|
)
|
|||
Closed and Idle Mines
|
3
|
|
|
6
|
|
|
(3
|
)
|
|||
Bank Fees
|
2
|
|
|
—
|
|
|
2
|
|
|||
Litigation Expense
|
3
|
|
|
—
|
|
|
3
|
|
|||
Other
|
3
|
|
|
—
|
|
|
3
|
|
|||
Total Operating and Other Costs
|
$
|
66
|
|
|
$
|
73
|
|
|
$
|
(7
|
)
|
•
|
Employee-Related Legacy Liability Expense
decreased
$4
million in the period-to-period comparison due to modifications made to the actuarial calculation of net periodic benefit cost at the beginning of each year.
|
•
|
Lease Rental Expense
decreased
$9
million primarily due to the sale of certain subleased equipment to Murray Energy in the second quarter of 2017.
|
•
|
Bank fees represent costs associated with the Company's A/R securitization facility (see Note 8 - Accounts Receivable Securitization of the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information).
|
|
For the Nine Months Ended September 30,
|
||||||||||
|
2018
|
|
2017
|
|
Change
|
||||||
Cash Provided by Operating Activities
|
$
|
330
|
|
|
$
|
172
|
|
|
$
|
158
|
|
Cash Used in Investing Activities
|
$
|
(95
|
)
|
|
$
|
(33
|
)
|
|
$
|
(62
|
)
|
Cash Used in Financing Activities
|
$
|
(112
|
)
|
|
$
|
(148
|
)
|
|
$
|
36
|
|
|
Year
|
Percentage
|
|
|
2021
|
105.50%
|
|
|
2022
|
102.75%
|
|
|
2023 and thereafter
|
100.00%
|
|
•
|
An aggregate principal amount of
$397 million
in connection with the Term Loan B (TLB) Facility, due in November 2022, less
$7 million
of unamortized bond discount. Borrowings under the TLB Facility bear interest at a floating rate.
|
•
|
An aggregate principal amount of
$279 million
of
11.00%
senior secured second lien notes due in November 2025. Interest on the notes is payable May 15 and November 15 of each year.
|
•
|
An aggregate principal amount of
$74 million
in connection with the Term Loan A (TLA) Facility, due in November 2021. Borrowings under the TLA Facility bear interest at a floating rate.
|
•
|
An aggregate principal amount of
$103 million
of industrial revenue bonds which were issued to finance the Baltimore port facility and bear interest at
5.75%
per annum and mature in September 2025. Interest on the industrial revenue bonds is payable March 1 and September 1 of each year. Payment of the principal and interest on the notes is guaranteed by CONSOL Energy.
|
•
|
Advance royalty commitments of
$2 million
with an average interest rate of
9.42%
per annum.
|
•
|
An aggregate principal amount of
$47 million
of capital leases with a weighted average interest rate of
5.39%
per annum.
|
•
|
whether the operational, strategic and other benefits of the separation can be achieved;
|
•
|
whether the costs and expenses of the separation can be controlled within expectations;
|
•
|
deterioration in economic conditions in any of the industries in which our customers operate may decrease demand for our products, impair our ability to collect customer receivables and impair our ability to access capital;
|
•
|
volatility and wide fluctuation in coal prices based upon a number of factors beyond our control including oversupply relative to the demand available for our products, weather and the price and availability of alternative fuels;
|
•
|
an extended decline in the prices we receive for our coal affecting our operating results and cash flows;
|
•
|
the risk of our debt agreements, our debt and changes in interest rates affecting our operating results and cash flows;
|
•
|
the effect of our affiliated company credit agreement on our cash flows;
|
•
|
foreign currency fluctuations that could adversely affect the competitiveness of our coal abroad;
|
•
|
our customers extending existing contracts or entering into new long-term contracts for coal on favorable terms;
|
•
|
our reliance on major customers;
|
•
|
our inability to collect payments from customers if their creditworthiness declines or if they fail to honor their contracts;
|
•
|
our inability to acquire additional coal reserves and other assets;
|
•
|
our inability to control the timing of divestitures and whether they provide their anticipated benefits;
|
•
|
the availability and reliability of transportation facilities and other systems, disruption of rail, barge, gathering, processing and transportation facilities and other systems that deliver our coal to market and fluctuations in transportation costs;
|
•
|
a loss of our competitive position because of the competitive nature of coal industries, or a loss of our competitive position because of overcapacity in these industries impairing our profitability;
|
•
|
coal users switching to other fuels in order to comply with various environmental standards related to coal combustion emissions;
|
•
|
the impact of potential, as well as any adopted environmental regulations including any relating to greenhouse gas emissions on our operating costs as well as on the market for coal;
|
•
|
the risks inherent in coal operations, including our reliance upon third party contractors, being subject to unexpected disruptions, including geological conditions, equipment failure, delays in moving out longwall equipment, railroad derailments, security breaches or terroristic acts and other hazards, timing of completion of significant construction or repair of equipment, fires, explosions, seismic activities, accidents and weather conditions which could impact financial results;
|
•
|
decreases in the availability of, or increases in, the price of commodities or capital equipment used in our coal mining operations;
|
•
|
obtaining, maintaining and renewing governmental permits and approvals for our coal operations;
|
•
|
the effects of government regulation on the discharge into the water or air, and the disposal and clean-up of, hazardous substances and wastes generated during our coal operations;
|
•
|
the effects of stringent federal and state employee health and safety regulations, including the ability of regulators to shut down our operations;
|
•
|
the potential for liabilities arising from environmental contamination or alleged environmental contamination in connection with our past or current coal operations;
|
•
|
the effects of mine closing, reclamation and certain other liabilities;
|
•
|
defects in our chain of title for our undeveloped reserves or failure to acquire additional property to perfect our title to coal rights;
|
•
|
uncertainties in estimating our economically recoverable coal reserves;
|
•
|
the outcomes of various legal proceedings, including those which are more fully described herein;
|
•
|
exposure to employee-related long-term liabilities;
|
•
|
failure by Murray Energy to satisfy certain liabilities it acquired from ParentCo, or failure to perform its obligations under various arrangements, which ParentCo guaranteed and for which we have indemnification obligations to ParentCo;
|
•
|
information theft, data corruption, operational disruption and/or financial loss resulting from a terrorist attack or cyber incident;
|
•
|
operating in a single geographic area;
|
•
|
certain provisions in our multi-year coal sales contracts may provide limited protection during adverse economic conditions, and may result in economic penalties or permit the customer to terminate the contract;
|
•
|
the majority of our common units in the Partnership are subordinated, and we may not receive distributions from the Partnership;
|
•
|
the potential failure to retain and attract skilled personnel of the Company;
|
•
|
the impact of the separation and the distribution and risks relating to the Company's ability to operate effectively as an independent, publicly traded company, including various costs associated with operation, and any difficulties associated with enhancing our accounting systems and internal controls and complying with financial reporting requirements;
|
•
|
unfavorable terms in our separation from ParentCo, related agreements and other transactions and the Company’s agreement to provide certain indemnification to ParentCo following the separation;
|
•
|
any failure of the Company’s customers, prospective customers, suppliers or other companies with whom the Company conducts business to be satisfied with the Company’s financial stability, or the Company’s failure to obtain any consents that may be required under existing contracts and other arrangements with third parties;
|
•
|
a determination by the IRS that the distribution or certain related transactions should be treated as a taxable transaction;
|
•
|
the Company’s ability to engage in desirable strategic or capital-raising transactions after the separation;
|
•
|
the existence of any actual or potential conflicts of interest of the Company’s directors or officers because of their equity ownership in ParentCo following the separation and distribution;
|
•
|
exposure to potential liabilities arising out of state and federal fraudulent conveyance laws and legal dividend requirements as a result of the separation and related transactions;
|
•
|
uncertainty with respect to the Company’s common stock, including as to whether an active trading market will develop for the Company’s common stock, potential stock price volatility and future dilution;
|
•
|
the existence of certain anti-takeover provisions in our governance documents, which could prevent or delay an acquisition of the Company and negatively impact the trading price of the Company’s common stock;
|
•
|
cybersecurity threats;
|
•
|
recent action and the possibility of future action on trade by U.S. and foreign governments; and
|
•
|
other unforeseen factors.
|
Exhibits
|
Description
|
Method of Filing
|
|
|
|
Omnibus Amendment, dated as of August 30, 2018, by and among CONSOL Funding LLC, CONSOL Pennsylvania Coal Company LLC, CONSOL Thermal Holdings LLC, CONSOL Energy Inc., CONSOL Marine Terminal LLC and PNC Bank, N.A.
|
Filed as Exhibit 10.1 to Form 8-K (file No. 001-38147) filed on September 6, 2018
|
|
|
|
|
10.2
*
|
CONSOL Energy Inc. Deferred Compensation Plan for Non-Employee Directors
|
Filed herewith
|
|
|
|
Certification of Chief Executive Officer pursuant to Section 302 of Sarbanes-Oxley Act of 2002
|
Filed herewith
|
|
|
|
|
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
Filed herewith
|
|
|
|
|
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
Filed herewith
|
|
|
|
|
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
Filed herewith
|
|
|
|
|
Mine Safety and Health Administration Safety Data.
|
Filed herewith
|
|
|
|
|
101
|
Interactive Data File (Form 10-Q for the quarterly period ended September 30, 2018, furnished in XBRL).
|
Filed herewith
|
|
CONSOL ENERGY INC.
|
||
|
|
|
|
|
By:
|
|
/s/ JAMES A. BROCK
|
|
|
|
James A. Brock
|
|
|
|
Director, Chief Executive Officer and President
(Duly Authorized Officer and Principal Executive Officer)
|
|
|
|
|
|
By:
|
|
/s/ DAVID M. KHANI
|
|
|
|
David M. Khani
|
|
|
|
Chief Financial Officer, Executive Vice President and Treasurer
(Duly Authorized Officer and Principal Financial Officer)
|
|
|
|
|
|
By:
|
|
/s/ JOHN M. ROTHKA
|
|
|
|
John M. Rothka
|
|
|
|
Chief Accounting Officer
(Duly Authorized Officer and Principal Accounting Officer) |
1.
|
Purpose and Effective Date
. The purpose of this Plan is to provide the non-employee members of the Board of Directors (the “Board”) of Consol Energy Inc., and its successors (the “Company”) with an opportunity to defer payment of all or a portion of their annual cash and/or stock compensation and to encourage them to acquire additional shares of the Company’s common stock. The Plan shall be effective as of September 25, 2018 (the “Effective Date”). The Plan is established in connection with the CONSOL Energy Inc. Omnibus Performance Incentive Plan (the “Equity Plan”). Unless otherwise defined in the Plan, capitalized terms used in the Plan shall have the same meanings assigned to them in the Equity Plan.
|
2.
|
Definitions
. Except as otherwise provided for herein or in the Equity Plan, the following terms shall have the meanings given in this section unless a different meaning is clearly implied by the context:
|
a)
|
“Cash Compensation” means any compensation payable to a Director in cash for serving as a member of the Board, a Board committee or as a Committee Chair or Board Chair, but excluding any expense reimbursements.
|
b)
|
“Change in Control” means “Change in Control” as defined in the Equity Plan.
|
c)
|
“Compensation Committee” means the Compensation Committee of the Board.
|
d)
|
“Deferred Compensation Account” means an account maintained for each Director who makes a deferral election as described in Section 4.
|
e)
|
“Deferred Stock Unit” means a Stock Unit that is received by a Participant pursuant to this Plan and provides for the deferred receipt of such compensation.
|
f)
|
“Director Compensation” means Director Cash Compensation and Restricted Stock Units, or any other equity-based compensation payable to Directors eligible for deferral, as approved by the Board.
|
g)
|
“Eligible Director” shall mean a director who is not an employee of the Company or any of its Affiliates.
|
h)
|
“Equity Plan” means the Consol Energy Omnibus Performance Incentive Plan as it may be amended or restated from time to time, or, to the extent applicable, any future or successor equity compensation plan of the Company.
|
i)
|
“Participant” means an Eligible Director who elects to participate in the Plan.
|
j)
|
“Fair Market Value” means “Fair Market Value” as defined in the Equity Plan.
|
k)
|
“Plan” means the Consol Energy Inc. Deferred Compensation Plan for Non-Employee Directors.
|
l)
|
“Plan Year” means a calendar year or, with respect to the year in which the Effective Date occurs, the portion of such calendar year occurring from and after the Effective Date.
|
m)
|
“Plan Administrator” means the Board.
|
n)
|
“Section 409A” means “Section 409A” as defined in the Equity Plan.
|
o)
|
“Separation from Service” means “Separation from Service” as defined in the Equity Plan.
|
p)
|
“Shares” means “Shares” as defined in the Equity Plan.
|
q)
|
“Restricted Stock Unit” means an economic unit equal in value to one Share (or fraction thereof) of Company common stock.
|
3.
|
Eligibility
. All Eligible Directors shall be eligible to participate in the Plan.
|
4.
|
Election to Defer Director Compensation
.
|
a)
|
Manner and Amount of Deferral Election
. An Eligible Director may elect to defer receipt of all or a specified portion of his or her Director Compensation by giving written notice on an election form provided by the Plan Administrator specifying the amount of the deferral, subject to reasonable limitations established by the Plan Administrator on such deferrals, including but not limited to minimum and increment percentage amounts. An Eligible Director’s election to defer is irrevocable and may not be changed, except as may be provided in the election form.
|
b)
|
Time of Election
. Elections to defer the Director Compensation shall be made at the following times:
|
i.
|
An Eligible Director may elect to defer Director Compensation at such time or times during the calendar year as permitted by the Plan Administrator; provided, however, that generally deferral elections shall be required to be completed and submitted to the Plan Administrator on or before the December 31 of the calendar year preceding the calendar year for which the Director’s Compensation relates. Such election shall be effective for Cash Compensation earned and Restricted Stock Units granted in the following calendar year(s). Initially, all deferral elections will be made only once a year.
|
ii.
|
The deferral election shall include (i) the designation and portion of the Award to be deferred; (ii) the date on which settlement of the deferred Award shall be made or commence (which may be a fixed date such as the Participant’s attainment of a particular age or the Participant’s termination of service for any reason); and (iii) whether settlement shall be made on a single date or in installments over a period not to exceed five years from the Director’s termination of service with the Company and subject to earlier settlement as described in Section 6 below.
|
iii.
|
A nominee for election to Director (who is not at the time of nomination a sitting Director and was not previously eligible to participate in this Plan) may elect to defer Director Compensation no later than 30 days after the date of the Director’s commencement of services as an Eligible Director. Such deferral election shall be effective for Cash Compensation earned and Restricted Stock Units granted following
|
c)
|
Duration of Deferral Election
. A deferral election shall apply to one Plan Year only and Participants shall be required to make a new deferral election prior to each Plan Year in order to implement a deferral election for such Plan Year.
|
5.
|
Deferred Compensation Accounts
. The Company shall establish on its books and records a Deferred Compensation Account for each Participant, as provided below.
|
a)
|
Crediting of Cash Compensation “deferred
.” Deferred Cash Compensation shall be credited to the Participant’s Deferred Compensation Account in the form of Deferred Stock Units effective as of the Annual Meeting date. Effective on such date, the Company shall credit the Deferred Compensation Account with a number of Deferred Stock Units determined by dividing (i) the portion of the Cash Compensation that the Participant elected to defer, by (ii) the Fair Market Value of the Shares on such date, rounded down to the nearest whole Deferred Stock Unit. No fractional Deferred Stock Units will be credited to a Participant’s account. Unused cash attributable to a fractional Deferred Stock Unit will be refunded to the Participant in cash as soon as practicable following the original payment date. A Participant will be fully vested in each Deferred Stock Unit that relates to deferred Cash Compensation.
|
b)
|
Crediting of Restricted Stock Units “deferred
.” Deferred Restricted Stock Units shall be credited to the Participant’s Deferred Compensation Account in an equal amount of Deferred Stock Units reflecting awards generally made on the day of the Annual Meeting. The Deferred Stock Units related to such deferred Restricted Stock Units shall be subject to the same vesting or other forfeiture restrictions that would have otherwise applied to such Restricted Stock Units. In the event the Participant forfeits Deferred Stock Units in accordance with the foregoing, the Participant’s Deferred Compensation Account shall be debited for the number of Deferred Stock Units forfeited.
|
c)
|
Dividend Equivalents
. Each Deferred Stock Unit credited to a Participant’s Deferred Compensation Account shall carry with it a right to receive dividend equivalents in respect of the Shares underlying such Deferred Stock Unit. Dividend equivalents shall be credited to Participants Deferred Compensation Account(s) on the Company’s applicable dividend payment date based on the number of Deferred Stock Units, whether vested or unvested, held in the Director’s Deferred Compensation Account on the applicable Company record date. No fractional dividend equivalents will be credited to a Participant’s account and the number of whole Shares relating to dividend equivalents to which a Director may be entitled may be rounded down to achieve such result. The dividend equivalent right associated with a Deferred Stock Unit shall remain outstanding until the delivery to the Participant of the Shares underlying such Deferred Stock Unit.
|
d)
|
Adjustment of Deferred Stock Units
. The Board is authorized to make adjustments in the terms and conditions of, and the criteria included in, Deferred Stock Units in recognition of unusual or nonrecurring events (including, without limitation, the events described in Section 3(c) of the Equity Plan) affecting the Company, any Affiliate, or the financial statements of the Company or any Affiliate, or of changes in applicable laws, regulations, or accounting principles, whenever the Board determines that such adjustments are appropriate;
|
6.
|
Payment of Deferred Compensation
.
|
a)
|
Distributions
. Unless otherwise set forth in a Participant’s deferral election form, the Deferred Stock Units shall be settled (or commence settlement if an installment method is elected) and delivered (or commence delivery) on the earliest to occur of:
|
i.
|
within 30 days following the Participant’s Separation from Service;
|
ii.
|
on or within 30 days following a Change in Control;
|
iii.
|
within 90 days following the Participant’s Disability; or
|
iv.
|
within 90 days following the Participant’s death.
|
b)
|
Medium of Payment
. Payments from the Deferred Compensation Account shall be made in whole Shares of common stock for each whole Deferred Stock Unit, and in cash for any fractional Deferred Stock Unit; provided, that, the Company may choose in its discretion to pay the Participant cash in lieu of all or a portion of the Shares. Deferred Stock Units issued to and Shares of common stock paid to Participants under the Plan shall be issued and paid in accordance with the Equity Plan.
|
7.
|
Unfunded Promise to Pay; No Segregation of Funds or Assets
. Nothing in this Plan shall require the segregation of any assets of the Company or any type of funding by the Company, it being the intention of the parties that the Plan be an unfunded arrangement for federal income tax purposes. No Participant shall have any rights to or interest in any specific assets or the Shares by reason of the Plan, and any Participant’s rights to enforce payment of the obligations of the Company hereunder shall be those of a general creditor of the Company.
|
8.
|
Nonassignability; Beneficiary Designation
. The right of a Participant to receive any unpaid portion of the Participant’s Deferred Compensation Account shall not be assigned, transferred, pledged or encumbered or subjected in any manner to alienation or anticipation. However, in the event of a Participant’s death, the Company will pay the unpaid portion of the Participant’s Deferred Compensation Account to the Participant’s designated beneficiaries. If the Participant fails to complete a valid beneficiary designation, the Participant’s beneficiary will be his or her estate.
|
9.
|
Administration
. The Plan will be administered under the supervision of the Plan Administrator. The Plan Administrator will prescribe guidelines and forms for the implementation and administration of the Plan, interpret the terms of the Plan, and make all other substantive decisions regarding the operation of the Plan. The Plan Administrator’s decisions in its administration of the Plan are conclusive and binding on all persons.
|
10.
|
Construction
. The Plan is intended to comply with Section 409A and any regulations and guidance thereunder and shall be interpreted and operated in accordance with such intent. Notwithstanding anything to the contrary in the Plan, neither the Company, its affiliates, the Board, nor the Compensation Committee will have any obligation to take any action to prevent the assessment of any excise tax or penalty on any Participant under Section 409A, and neither the Company, its affiliates, the Board, nor the Compensation Committee will have any liability to any Participant for such tax or penalty. The laws of the State of Delaware shall govern all questions of law arising with respect to the Plan, without regard to the choice of law principles of any jurisdiction, except where the laws governing the Plan are preempted by the laws of the United States. The Plan is intended to be construed so that the participation in the Plan will be exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to regulations and interpretations issued from time to time by the Securities and Exchange Commission. If any provision of the Plan is held to be illegal or void, such illegality or invalidity shall not affect the remaining provisions of the Plan, but shall be fully severable, and the Plan shall be construed and enforced as if the illegal or invalid provision had never been inserted. This document constitutes the entire Plan, and supersedes any prior oral or written agreements on the subject matter hereof.
|
11.
|
Amendment and Termination
. The Board may amend, suspend, or terminate the Plan at any time and for any reason. No amendment, suspension, or termination will, without the consent of the Participant, materially impair rights or obligations under any Deferred Stock Units previously awarded to the Participant under the Plan, except as provided below. The Board may terminate the Plan and distribute the Deferred Compensation Accounts to Participants in accordance with and subject to the rules of Treas. Reg. Section 1.409A-3(j)(4)(ix), or successor provisions, and any generally applicable guidance issued by the Internal Revenue Service permitting such termination and distribution.
|
1.
|
I have reviewed this report on Form 10-Q of CONSOL Energy Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
1.
|
I have reviewed this report on Form 10-Q of CONSOL Energy Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
1.
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
|
1.
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Received
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notice
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Received
|
|
of
|
|
Legal
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Dollar
|
|
Total
|
|
Notice of
|
|
Potential
|
|
Actions
|
|
|
|
|
|
|
|
|
|
|
|
|
Section
|
|
|
|
|
|
Value of
|
|
Number
|
|
Pattern of
|
|
to have
|
|
Pending
|
|
Legal
|
|
Legal
|
|
|
|
|
Section
|
|
|
|
104(d)
|
|
|
|
|
|
MSHA
|
|
of
|
|
Violations
|
|
Pattern
|
|
as of
|
|
Actions
|
|
Actions
|
Mine or Operating
|
|
104
|
|
Section
|
|
Citations
|
|
Section
|
|
Section
|
|
Assessments
|
|
Mining
|
|
Under
|
|
Under
|
|
Last
|
|
Initiated
|
|
Resolved
|
||
Name/MSHA
|
|
S&S
|
|
104(b)
|
|
and
|
|
110(b)(2)
|
|
107(a)
|
|
Proposed
|
|
Related
|
|
Section
|
|
Section
|
|
Day of
|
|
During
|
|
During
|
||
Identification Number
|
|
Citations
|
|
Orders
|
|
Orders
|
|
Violations
|
|
Orders
|
|
(In Dollars)
|
|
Fatalities
|
|
104(e)
|
|
104(e)
|
|
Period (1)
|
|
Period
|
|
Period
|
||
Active Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bailey
|
|
36-07230
|
|
14
|
|
—
|
|
—
|
|
—
|
|
—
|
|
28,422
|
|
—
|
|
No
|
|
No
|
|
11
|
|
4
|
|
8
|
Enlow Fork
|
|
36-07416
|
|
34
|
|
—
|
|
2
|
|
—
|
|
—
|
|
85,909
|
|
—
|
|
No
|
|
No
|
|
16
|
|
5
|
|
2
|
Harvey
|
|
36-10045
|
|
1
|
|
—
|
|
—
|
|
—
|
|
—
|
|
2,202
|
|
—
|
|
No
|
|
No
|
|
11
|
|
2
|
|
1
|
|
|
|
|
49
|
|
—
|
|
2
|
|
—
|
|
—
|
|
116,533
|
|
—
|
|
|
|
|
|
38
|
|
11
|
|
11
|
Mine or Operating Name/MSHA Identification Number
|
|
Contests of Citations, Orders
(as of 9.30.18) (a) |
|
Contests of Proposed Penalties
(as of 9.30.18) (b) |
|
Complaints for Compensation
(as of 9.30.18) (c) |
|
Complaints of Discharge, Discrimination or Interference
(as of 9.30.18) (d) |
|
Applications for Temporary Relief
(as of 9.30.18) (e) |
|
Appeals of Judges' Decisions or Order
(as of 9.30.18) (f) |
||||
|
|
|
||||||||||||||
|
|
Dockets
|
|
Citations
|
|
|
|
|
||||||||
Active Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bailey
|
|
36-07230
|
|
—
|
|
11
|
|
47
|
|
—
|
|
—
|
|
—
|
|
1
|
Enlow Fork
|
|
36-07416
|
|
—
|
|
16
|
|
101
|
|
—
|
|
—
|
|
—
|
|
—
|
Harvey
|
|
36-10045
|
|
—
|
|
11
|
|
60
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
|
|
—
|
|
38
|
|
208
|
|
—
|
|
—
|
|
—
|
|
1
|