SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): August 10, 2011
NATURAL RESOURCE PARTNERS L.P.
(Exact name of registrant as specified in its charter)
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| Delaware
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001-31465
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35-2164875 |
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(Commission File
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(I.R.S. Employer |
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Number)
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Identification No.) |
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| 601 Jefferson, Suite 3600 |
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| Houston, Texas
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77002 |
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(Zip code) |
Registrant’s telephone number, including area code: (713) 751-7507
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 1.01. Entry into a Material Definitive Agreement.
Please see the disclosure below under Item 2.03, which disclosure is incorporated into this
Item 1.01 relating to the amendment of NRP (Operating) LLC’s revolving credit facility.
Item 2.03. Creation of a Direct Financial Obligation.
On August 10, 2011, NRP (Operating) LLC entered into an amendment to its 5-year, $300 million
revolving credit facility with Citigroup Global Markets, Inc. and Wells Fargo Securities, LLC as
joint lead arrangers and joint bookrunners. The amendment extends the term of the credit facility
by five years to 2016. The amendment includes an option to increase the borrowing capacity under
the credit facility up to a maximum of $500 million.
Indebtedness under the amended revolving credit facility bears interest, at our option, at
either:
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the higher of (i) the prime rate as announced by the agent bank; (ii) the federal
funds rate plus 0.50%; or (iii) LIBOR plus 1%, in each case plus an applicable margin
ranging from 0.00% to 1.00%; or |
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a rate equal to LIBOR plus an applicable margin ranging from 1.00% to 2.25%. |
We will incur a commitment fee on the unused portion of the revolving credit facility at a
rate ranging from 0.175% to 0.40% per annum.
Some of the lenders and their affiliates have performed investment banking, financial advisory
and other commercial services for us in the ordinary course of business from time to time for which
they have received customary fees and expenses.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
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10.1 |
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Second Amended and Restated Credit Agreement, dated as of August 10, 2011. |
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99.1 |
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Natural Resource Partners L.P. press release dated as of August 10, 2011. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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NATURAL RESOURCE PARTNERS L.P. |
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(Registrant) |
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By:
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NRP (GP) LP |
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its General Partner |
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By:
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GP Natural Resource Partners LLC |
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its General Partner |
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/s/ Wyatt L. Hogan
Wyatt L. Hogan
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Vice President and General Counsel |
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Dated: August 10, 2011