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Name | Symbol | Market | Type |
---|---|---|---|
Ciner Resources LP | NYSE:CINR | NYSE | Trust |
Price Change | % Change | Price | High Price | Low Price | Open Price | Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 20.31 | 0 | 01:00:00 |
(Mark One)
|
|
x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
OR
|
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
For the transition period from _______ to ________
|
DELAWARE
(State or other jurisdiction of
Incorporation or Organization)
|
46-2613366
(I.R.S. Employer
Identification No.)
|
Large accelerated filer
¨
|
Accelerated filer
x
|
Non-accelerated filer
¨
(Do not check if a
smaller reporting company)
|
Smaller reporting company
¨
|
|
|
|
Emerging growth company
x
|
|
Page Number
|
|
|
|
|
|
|
|
|
|
|
|
As of
|
||||||
(In millions)
|
March 31,
2018 |
|
December 31,
2017 |
||||
|
|
|
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
22.1
|
|
|
$
|
30.2
|
|
Accounts receivable—affiliates
|
89.0
|
|
|
98.3
|
|
||
Accounts receivable, net
|
37.4
|
|
|
34.2
|
|
||
Inventory
|
22.6
|
|
|
19.8
|
|
||
Other current assets
|
1.6
|
|
|
1.8
|
|
||
Total current assets
|
172.7
|
|
|
184.3
|
|
||
Property, plant and equipment, net
|
250.0
|
|
|
249.3
|
|
||
Other non-current assets
|
20.1
|
|
|
19.6
|
|
||
Total assets
|
$
|
442.8
|
|
|
$
|
453.2
|
|
LIABILITIES AND EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Current portion of long-term debt
|
$
|
11.4
|
|
|
$
|
11.4
|
|
Accounts payable
|
22.0
|
|
|
14.5
|
|
||
Due to affiliates
|
3.9
|
|
|
3.0
|
|
||
Accrued expenses
|
29.7
|
|
|
27.7
|
|
||
Total current liabilities
|
67.0
|
|
|
56.6
|
|
||
Long-term debt
|
120.5
|
|
|
138.0
|
|
||
Other non-current liabilities
|
12.1
|
|
|
10.4
|
|
||
Total liabilities
|
199.6
|
|
|
205.0
|
|
||
Commitments and Contingencies
|
|
|
|
||||
Equity:
|
|
|
|
||||
Common unitholders - Public and Ciner Holdings (19.7 units issued and outstanding at March 31, 2018 and December 31, 2017)
|
147.0
|
|
|
148.3
|
|
||
General partner unitholders - Ciner Resource Partners LLC (0.4 units issued and outstanding at March 31, 2018 and December 31, 2017)
|
3.8
|
|
|
3.8
|
|
||
Accumulated other comprehensive loss
|
(4.8
|
)
|
|
(3.7
|
)
|
||
Partners’ capital attributable to Ciner Resources LP
|
146.0
|
|
|
148.4
|
|
||
Non-controlling interest
|
97.2
|
|
|
99.8
|
|
||
Total equity
|
243.2
|
|
|
248.2
|
|
||
Total liabilities and partners’ equity
|
$
|
442.8
|
|
|
$
|
453.2
|
|
|
Three Months Ended
March 31, |
||||||
(In millions, except per unit data)
|
2018
|
|
2017
|
||||
Net Sales:
|
|
|
|
||||
Sales—affiliates
|
$
|
65.9
|
|
|
$
|
77.5
|
|
Sales—others
|
55.3
|
|
|
49.1
|
|
||
Net sales
|
121.2
|
|
|
126.6
|
|
||
Operating costs and expenses:
|
|
|
|
||||
Cost of products sold, including freight costs
|
86.4
|
|
|
91.4
|
|
||
Depreciation, depletion and amortization expense
|
6.8
|
|
|
6.7
|
|
||
Selling, general and administrative expenses—affiliates
|
4.9
|
|
|
4.0
|
|
||
Selling, general and administrative expenses—others
|
1.5
|
|
|
1.1
|
|
||
Total operating costs and expenses
|
99.6
|
|
|
103.2
|
|
||
Operating income
|
21.6
|
|
|
23.4
|
|
||
Other expenses:
|
|
|
|
||||
Interest income
|
0.6
|
|
|
—
|
|
||
Interest expense
|
(1.3
|
)
|
|
(0.9
|
)
|
||
Other, net
|
—
|
|
|
(0.1
|
)
|
||
Total other expense, net
|
(0.7
|
)
|
|
(1.0
|
)
|
||
Net income
|
$
|
20.9
|
|
|
$
|
22.4
|
|
Net income attributable to non-controlling interest
|
10.8
|
|
|
11.5
|
|
||
Net income attributable to Ciner Resources LP
|
$
|
10.1
|
|
|
$
|
10.9
|
|
Other comprehensive loss:
|
|
|
|
||||
Loss on derivative financial instruments
|
$
|
(2.2
|
)
|
|
$
|
(2.3
|
)
|
Comprehensive income
|
18.7
|
|
|
20.1
|
|
||
Comprehensive income attributable to non-controlling interest
|
9.7
|
|
|
10.4
|
|
||
Comprehensive income attributable to Ciner Resources LP
|
$
|
9.0
|
|
|
$
|
9.7
|
|
|
|
|
|
||||
Net income per limited partner unit:
|
|
|
|
||||
Common - Public and Ciner Holdings (basic and diluted)
|
$
|
0.51
|
|
|
$
|
0.54
|
|
|
|
|
|
||||
Limited partner units outstanding:
|
|
|
|
||||
Weighted average common units outstanding (basic and diluted)
|
19.6
|
|
19.7
|
||||
Cash distribution declared per unit
|
$
|
0.567
|
|
|
$
|
0.567
|
|
|
Three Months Ended
March 31, |
||||||
(In millions)
|
2018
|
|
2017
|
||||
|
|
|
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
20.9
|
|
|
$
|
22.4
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation, depletion and amortization expense
|
6.8
|
|
|
6.8
|
|
||
Equity-based compensation expenses
|
0.4
|
|
|
—
|
|
||
Other non-cash items
|
0.1
|
|
|
0.1
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
(Increase) decrease in:
|
|
|
|
||||
Accounts receivable—affiliates
|
9.3
|
|
|
(17.2
|
)
|
||
Accounts receivable, net
|
(3.2
|
)
|
|
(0.1
|
)
|
||
Inventory
|
(3.2
|
)
|
|
(0.3
|
)
|
||
Other current and non current assets
|
0.3
|
|
|
0.3
|
|
||
Increase (decrease) in:
|
|
|
|
||||
Accounts payable
|
5.2
|
|
|
1.8
|
|
||
Due to affiliates
|
0.9
|
|
|
—
|
|
||
Accrued expenses and other liabilities
|
(0.2
|
)
|
|
(3.0
|
)
|
||
Net cash provided by operating activities
|
37.3
|
|
|
10.8
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Capital expenditures
|
(4.0
|
)
|
|
(6.0
|
)
|
||
Net cash used in investing activities
|
(4.0
|
)
|
|
(6.0
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Borrowings on Ciner Wyoming credit facility
|
25.0
|
|
|
20.0
|
|
||
Repayments on Ciner Wyoming credit facility
|
(42.5
|
)
|
|
(9.5
|
)
|
||
Common units surrendered for taxes
|
(0.3
|
)
|
|
—
|
|
||
Distributions to common unitholders
|
(11.1
|
)
|
|
(11.2
|
)
|
||
Distributions to general partner
|
(0.2
|
)
|
|
(0.2
|
)
|
||
Distributions to non-controlling interest
|
(12.3
|
)
|
|
(12.2
|
)
|
||
Net cash used in financing activities
|
(41.4
|
)
|
|
(13.1
|
)
|
||
Net decrease in cash and cash equivalents
|
(8.1
|
)
|
|
(8.3
|
)
|
||
Cash and cash equivalents at beginning of period
|
30.2
|
|
|
19.7
|
|
||
Cash and cash equivalents at end of period
|
$
|
22.1
|
|
|
$
|
11.4
|
|
|
Common Unitholders
|
|
General Partner
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Partners’ Capital Attributable to Ciner Resources LP Equity
|
|
Non-controlling
Interests
|
|
Total
Equity
|
||||||||||||
(In millions)
|
|||||||||||||||||||||||
Balance at December 31, 2016
|
$
|
151.0
|
|
|
$
|
3.9
|
|
|
$
|
(1.6
|
)
|
|
$
|
153.3
|
|
|
$
|
105.9
|
|
|
$
|
259.2
|
|
Net income
|
10.7
|
|
|
0.2
|
|
|
—
|
|
|
10.9
|
|
|
11.5
|
|
|
22.4
|
|
||||||
Other comprehensive income/(loss)
|
—
|
|
|
—
|
|
|
(1.2
|
)
|
|
(1.2
|
)
|
|
(1.1
|
)
|
|
(2.3
|
)
|
||||||
Distributions
|
(11.2
|
)
|
|
(0.2
|
)
|
|
—
|
|
|
(11.4
|
)
|
|
(12.2
|
)
|
|
(23.6
|
)
|
||||||
Balance at March 31, 2017
|
$
|
150.5
|
|
|
$
|
3.9
|
|
|
$
|
(2.8
|
)
|
|
$
|
151.6
|
|
|
$
|
104.1
|
|
|
$
|
255.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance at December 31, 2017
|
$
|
148.3
|
|
|
$
|
3.8
|
|
|
$
|
(3.7
|
)
|
|
$
|
148.4
|
|
|
$
|
99.8
|
|
|
$
|
248.2
|
|
Net income
|
9.9
|
|
|
0.2
|
|
|
—
|
|
|
10.1
|
|
|
10.8
|
|
|
20.9
|
|
||||||
Other comprehensive income/(loss)
|
—
|
|
|
—
|
|
|
(1.1
|
)
|
|
(1.1
|
)
|
|
(1.1
|
)
|
|
(2.2
|
)
|
||||||
Equity-based compensation plan activity
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
||||||
Distributions
|
(11.1
|
)
|
|
(0.2
|
)
|
|
—
|
|
|
(11.3
|
)
|
|
(12.3
|
)
|
|
(23.6
|
)
|
||||||
Balance at March 31, 2018
|
$
|
147.0
|
|
|
$
|
3.8
|
|
|
$
|
(4.8
|
)
|
|
$
|
146.0
|
|
|
$
|
97.2
|
|
|
$
|
243.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
March 31, |
||||||
(In millions, except per unit data)
|
2018
|
|
2017
|
||||
Numerator:
|
|
|
|
||||
Net income attributable to Ciner Resources LP
|
$
|
10.1
|
|
|
$
|
10.9
|
|
Less: General partner’s interest in net income
|
0.2
|
|
|
0.2
|
|
||
Total limited partners’ interest in net income
|
$
|
9.9
|
|
|
$
|
10.7
|
|
|
|
|
|
||||
Denominator:
|
|
|
|
||||
Weighted average limited parter units outstanding:
|
|
|
|
||||
Common - Public and Ciner Holdings (basic and diluted)
|
19.6
|
|
19.7
|
||||
Weighted average limited partner units outstanding
|
19.6
|
|
19.7
|
||||
|
|
|
|
||||
Net income per limited partner units:
|
|
|
|
||||
Common - Public and Ciner Holdings (basic and diluted)
|
$
|
0.51
|
|
|
$
|
0.54
|
|
Net income per limited partner units (basic and diluted)
|
$
|
0.51
|
|
|
$
|
0.54
|
|
|
Three Months Ended
March 31, |
||||||
(In millions)
|
2018
|
|
2017
|
||||
Net income attributable to common unitholders:
|
|
|
|
||||
Distributions
(1)
|
$
|
11.1
|
|
|
$
|
11.1
|
|
Distributions in excess of net income
|
(1.2
|
)
|
|
(0.4
|
)
|
||
Common unitholders’ interest in net income
|
$
|
9.9
|
|
|
$
|
10.7
|
|
|
|
|
|
||||
|
|
|
|
||||
(1)
Distributions declared per unit for the period
|
$0.567
|
|
$
|
0.567
|
|
|
|
|
Marginal Percentage
Interest in
Distributions
|
||||
|
Total Quarterly
Distribution per Unit
Target Amount
|
|
Unitholders
|
|
General Partner
|
||
Minimum Quarterly Distribution
|
$0.5000
|
|
98.0
|
%
|
|
2.0
|
%
|
First Target Distribution
|
above $0.5000 up to $0.5750
|
|
98.0
|
%
|
|
2.0
|
%
|
Second Target Distribution
|
above $0.5750 up to $0.6250
|
|
85.0
|
%
|
|
15.0
|
%
|
Third Target Distribution
|
above $0.6250 up to $0.7500
|
|
75.0
|
%
|
|
25.0
|
%
|
Thereafter
|
above $0.7500
|
|
50.0
|
%
|
|
50.0
|
%
|
|
As of
|
||||||
(In millions)
|
March 31,
2018 |
|
December 31,
2017 |
||||
Raw materials
|
$
|
12.2
|
|
|
$
|
10.1
|
|
Finished goods
|
4.0
|
|
|
3.2
|
|
||
Stores inventory
|
6.4
|
|
|
6.5
|
|
||
Total
|
$
|
22.6
|
|
|
$
|
19.8
|
|
|
As of
|
||||||
(In millions)
|
March 31,
2018 |
|
December 31,
2017 |
||||
Variable Rate Demand Revenue Bonds, principal due October 1, 2018, interest payable monthly, bearing an interest rate of 1.72% at March 31, 2018 and 1.82% December 31, 2017
|
$
|
11.4
|
|
|
$
|
11.4
|
|
Ciner Wyoming Credit Facility, unsecured principal expiring on August 1, 2022, variable interest rate as a weighted average rate of 3.19% at March 31, 2018 and 3.08% at December 31, 2017
|
120.5
|
|
|
138.0
|
|
||
Total debt
|
131.9
|
|
|
149.4
|
|
||
Current portion of long-term debt
|
11.4
|
|
|
11.4
|
|
||
Total long-term debt
|
$
|
120.5
|
|
|
$
|
138.0
|
|
(In millions)
|
Amount
|
||
2018
|
$
|
11.4
|
|
2019, 2020, 2021
|
—
|
|
|
2022
|
120.5
|
|
|
Total
|
$
|
131.9
|
|
|
As of
|
||||||
(In millions)
|
March 31,
2018 |
|
December 31,
2017 |
||||
Reclamation reserve
|
$
|
5.2
|
|
|
$
|
5.1
|
|
Derivative instruments and hedges, fair value liabilities
|
6.9
|
|
|
5.3
|
|
||
Total
|
$
|
12.1
|
|
|
$
|
10.4
|
|
|
For the period ended
|
||||||
(In millions)
|
March 31,
2018 |
|
December 31,
2017 |
||||
Beginning reclamation reserve balance
|
$
|
5.1
|
|
|
$
|
5.5
|
|
Accretion expense
|
0.1
|
|
|
0.3
|
|
||
Reclamation adjustments
(1)
|
—
|
|
|
(0.7
|
)
|
||
Ending reclamation reserve balance
|
$
|
5.2
|
|
|
$
|
5.1
|
|
|
|
|
|
|
|
Three Months Ended
March 31, 2018 |
|
Three Months Ended
March 31, 2017 |
||||||||||
(Units in whole numbers)
|
Number of Units
|
|
Grant-Date Average Fair Value per Unit
(1)
|
|
Number of Units
|
|
Grant-Date Average Fair Value per Unit
(1)
|
||||||
Unvested at the beginning of period
|
94,791
|
|
|
$
|
27.22
|
|
|
39,170
|
|
|
$
|
22.50
|
|
Granted
|
3,907
|
|
|
26.84
|
|
|
—
|
|
|
—
|
|
||
Vested
|
(42,892
|
)
|
|
25.73
|
|
|
(13,055
|
)
|
|
22.50
|
|
||
Forfeited
|
(396
|
)
|
|
28.46
|
|
|
(6,583
|
)
|
|
22.13
|
|
||
Unvested at the end of the period
|
55,410
|
|
|
$
|
28.33
|
|
|
19,532
|
|
|
$
|
22.62
|
|
|
|
Three Months Ended
March 31, 2018 |
|
Three Months Ended
March 31, 2017 |
||||||||||
(Units in whole numbers)
|
Number of Units
|
|
Grant-Date Average Fair Value per Unit
(1)
|
|
Number of Units
|
|
Grant-Date Average Fair Value per Unit
(1)
|
||||||
Unvested at the beginning of period
|
26,177
|
|
|
$
|
42.93
|
|
|
5,787
|
|
|
$
|
43.93
|
|
Forfeited
|
—
|
|
|
—
|
|
|
(1,021
|
)
|
|
43.93
|
|
||
Unvested at the end of the period
|
26,177
|
|
|
$
|
42.93
|
|
|
4,766
|
|
|
$
|
43.93
|
|
|
|
Three Months Ended
March 31, 2018 |
|
Three Months Ended
March 31, 2017 |
||||||||
|
Unrecognized Compensation Expense
(In millions)
|
|
Weighted Average to be Recognized
(In years)
|
|
Unrecognized Compensation Expense
(In millions)
|
|
Weighted Average to be Recognized
(In years)
|
||||
Time-based units
|
$
|
1.5
|
|
|
1.97
|
|
$
|
0.3
|
|
|
1.35
|
Performance-based units
|
0.7
|
|
|
1.73
|
|
0.2
|
|
|
1.84
|
||
Total
|
$
|
2.2
|
|
|
|
|
$
|
0.5
|
|
|
|
(In millions)
|
|
Gains and (Losses) on Cash Flow Hedges
|
||
Balance at December 31, 2017
|
|
$
|
(3.7
|
)
|
Other comprehensive loss before reclassification
|
|
(1.5
|
)
|
|
Amounts reclassified from accumulated other comprehensive loss
|
|
0.4
|
|
|
Net current period other comprehensive loss
|
|
(1.1
|
)
|
|
Balance at March 31, 2018
|
|
$
|
(4.8
|
)
|
|
Three Months Ended
March 31, |
||||||
(In millions)
|
2018
|
|
2017
|
||||
Unrealized gain (loss) on derivatives:
|
|
|
|
|
|||
Mark to market adjustment on interest rate swap contracts
|
$
|
0.1
|
|
|
$
|
0.2
|
|
Mark to market adjustment on natural gas forward contracts
|
(2.3
|
)
|
|
(2.5
|
)
|
||
Loss on derivative financial instruments
|
$
|
(2.2
|
)
|
|
$
|
(2.3
|
)
|
|
Three Months Ended
March 31, |
|
Affected Line Items on the Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income
|
||||||
|
|
||||||||
(In millions)
|
2018
|
|
2017
|
|
|||||
Details about other comprehensive loss components:
|
|
|
|
|
|
||||
Gains and losses on cash flow hedges:
|
|
|
|
|
|
||||
Interest rate swap contracts
|
$
|
—
|
|
|
$
|
0.1
|
|
|
Interest expense
|
Natural gas forward contracts
|
0.4
|
|
|
0.1
|
|
|
Cost of products sold
|
||
Total reclassifications for the period
|
$
|
0.4
|
|
|
$
|
0.2
|
|
|
|
|
Three Months Ended
March 31, |
||||||
(In millions)
|
2018
|
|
2017
|
||||
Ciner Corp
|
$
|
4.1
|
|
|
$
|
3.7
|
|
ANSAC
(1)
|
0.8
|
|
|
0.3
|
|
||
Total selling, general and administrative expenses - Affiliates
|
$
|
4.9
|
|
|
$
|
4.0
|
|
|
|
As of
|
||||||||||||||
|
March 31,
2018 |
|
December 31,
2017 |
|
March 31,
2018 |
|
December 31,
2017 |
||||||||
(In millions)
|
Accounts receivable from affiliates
|
|
Due to affiliates
|
||||||||||||
ANSAC
|
$
|
51.5
|
|
|
$
|
57.7
|
|
|
$
|
1.3
|
|
|
$
|
1.3
|
|
CIDT
|
28.4
|
|
|
32.9
|
|
|
—
|
|
|
—
|
|
||||
Ciner Corp
|
9.1
|
|
|
7.7
|
|
|
2.6
|
|
|
1.7
|
|
||||
Total
|
$
|
89.0
|
|
|
$
|
98.3
|
|
|
$
|
3.9
|
|
|
$
|
3.0
|
|
|
Three Months Ended
March 31, |
||||||
(In millions)
|
2018
|
|
2017
|
||||
Domestic
|
$
|
55.3
|
|
|
$
|
49.1
|
|
International
|
|
|
|
|
|
||
ANSAC
|
65.9
|
|
|
41.2
|
|
||
CIDT
|
—
|
|
|
36.3
|
|
||
Total international
|
65.9
|
|
|
77.5
|
|
||
Total net sales
|
$
|
121.2
|
|
|
$
|
126.6
|
|
|
Level 1-inputs to the valuation methodology are quoted prices (unadjusted) for an identical asset or liability in an active market.
|
|
|
|
Level 2-inputs to the valuation methodology include quoted prices for a similar asset or liability in an active market or model-derived valuations in which all significant inputs are observable for substantially the full term of the asset or liability.
|
|
|
|
Level 3-inputs to the valuation methodology are unobservable and significant to the fair value measurement of the asset or liability.
|
|
Assets
|
|
Liabilities
|
||||||||||||||||||||
|
March 31,
2018 |
|
December 31,
2017 |
|
March 31,
2018 |
|
December 31,
2017 |
||||||||||||||||
(In millions)
|
Balance Sheet Location
|
|
Fair Value
|
|
Balance Sheet Location
|
|
Fair Value
|
|
Balance Sheet Location
|
|
Fair Value
|
|
Balance Sheet Location
|
|
Fair Value
|
||||||||
Derivatives designated as hedges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Interest rate swap contracts - current
|
Other current assets
|
|
$
|
0.1
|
|
|
Other current assets
|
|
$
|
—
|
|
|
|
|
$
|
—
|
|
|
|
|
$
|
—
|
|
Natural gas forward contracts - current
|
|
|
—
|
|
|
|
|
—
|
|
|
Accrued Expenses
|
|
2.6
|
|
|
Accrued Expenses
|
|
1.9
|
|
||||
Natural gas forward contracts - non-current
|
|
|
—
|
|
|
|
|
—
|
|
|
Other non-current liabilities
|
|
7.0
|
|
|
Other non-current liabilities
|
|
5.3
|
|
||||
Total derivatives designated as hedging instruments
|
|
|
$
|
0.1
|
|
|
|
|
$
|
—
|
|
|
|
|
$
|
9.6
|
|
|
|
|
$
|
7.2
|
|
•
|
changes in general economic conditions in the United States and globally;
|
•
|
changes in our relationships with our customers or the loss of or adverse developments at major customers, including the American Natural Soda Ash Corporation (“ANSAC”), and Ciner Ic v Dis Ticaret Anonim, Sirketi (“CIDT”);
|
•
|
the demand for soda ash and the development of glass and glass making products alternatives;
|
•
|
changes in soda ash prices;
|
•
|
changes in demand for glass in the construction, automotive and beverage industries;
|
•
|
shifts in glass production from the United States to international locations;
|
•
|
the ability of our competitors to develop more efficient mining and processing techniques;
|
•
|
operating hazards and other risks incidental to the mining, processing and shipment of trona ore and soda ash;
|
•
|
natural disasters, weather-related delays, casualty losses and other matters beyond our control;
|
•
|
increases in electricity and natural gas prices paid by us;
|
•
|
inability to renew our mineral leases and license or material changes in lease or license royalties;
|
•
|
disruption in railroad or shipping services or increases in rail, vessel and other transportation costs;
|
•
|
deterioration in our labor relations;
|
•
|
large customer defaults;
|
•
|
the price and availability of debt and equity financing;
|
•
|
changes in interest rates;
|
•
|
foreign exchange rate risks, including, but not limited to, advantageous foreign exchange rates utilized by our foreign competitors in the sale of soda ash;
|
•
|
changes in the availability and cost of capital;
|
•
|
our lack of asset and geographic diversification, including reliance on a single facility for conducting our operations;
|
•
|
our reliance on insurance policies that may not fully cover an accident or event that causes significant damage to our facility or causes extended business interruption;
|
•
|
anticipated operating and recovery rates at our facility;
|
•
|
shutdowns (either temporary or permanent), including, without limitation, the timing and length of planned maintenance outages;
|
•
|
increased competition and supply from international soda ash producers, especially in China and Turkey;
|
•
|
risks related to the use of technology and cybersecurity;
|
•
|
potential increases in costs and distraction resulting from the requirements of being a publicly traded partnership;
|
•
|
exemptions we rely on in connection with NYSE corporate governance requirements;
|
•
|
risks related to our internal control over financial reporting and our disclosure controls and procedures;
|
•
|
risks relating to our relationships with Ciner Enterprises or its affiliates (including, but not limited to, Ciner Group in Turkey);
|
•
|
control of our general partner by Ciner Enterprises or its affiliates (including, but not limited to, Ciner Group in Turkey);
|
•
|
the conflicts of interest faced by our senior management team, which operates both us and our general partner and are employed by Ciner Corp or its other affiliates;
|
•
|
limitations on the fiduciary duties owed by our general partner to us and our limited partners which are included in the partnership agreement;
|
•
|
changes in our treatment as a partnership for U.S. federal income or state tax purposes; and
|
•
|
the effects of existing and future laws and governmental regulations.
|
•
|
Net sales of
$121.2 million
decreased
4.3%
over the prior-year
first
quarter.
|
•
|
Net income of of
$20.9 million
decreased
6.7%
over the prior-year
first
quarter.
|
•
|
Adjusted EBITDA of
$28.8 million
decreased
5.3%
over the prior-year
first
quarter.
|
•
|
Earnings per unit of of
$0.510
decreased
5.6%
over the prior-year
first
quarter.
|
•
|
Quarterly distribution declared per unit of
$0.567
remained flat compared to the prior-year
first
quarter.
|
•
|
Net cash provided by operating activities of
$37.3 million
increased
by
245.4%
over the prior-year
first
quarter.
|
•
|
Distributable cash flow of
$13.2 million
was
down
1.5%
compared to the prior-year
first
quarter. The distribution coverage ratio was
1.16
: 1.0 and
1.17
: 1.0 for the
three months ended March 31, 2018
and
2017
, respectively.
|
|
Three Months Ended
March 31, |
||||||
(In millions; except for operating and other data section)
|
2018
|
|
2017
|
||||
Net sales:
|
|
|
|
||||
Sales—affiliates
|
$
|
65.9
|
|
|
$
|
77.5
|
|
Sales—others
|
55.3
|
|
|
49.1
|
|
||
Net sales
|
$
|
121.2
|
|
|
$
|
126.6
|
|
Operating costs and expenses:
|
|
|
|
||||
Cost of products sold
|
86.4
|
|
|
91.4
|
|
||
Depreciation, depletion and amortization expense
|
6.8
|
|
|
6.7
|
|
||
Selling, general and administrative expenses—affiliates
|
4.9
|
|
|
4.0
|
|
||
Selling, general and administrative expenses—others
|
1.5
|
|
|
1.1
|
|
||
Total operating costs and expenses
|
99.6
|
|
|
103.2
|
|
||
Operating income
|
21.6
|
|
|
23.4
|
|
||
Total other expense, net
|
(0.7
|
)
|
|
(1.0
|
)
|
||
Net income
|
20.9
|
|
|
22.4
|
|
||
Net income attributable to non-controlling interest
|
10.8
|
|
|
11.5
|
|
||
Net income attributable to Ciner Resources LP
|
$
|
10.1
|
|
|
$
|
10.9
|
|
|
|
|
|
||||
Operating and Other Data:
|
|
|
|
||||
Trona ore consumed (thousands of short tons)
|
1,037.4
|
|
|
983.9
|
|
||
Ore to ash ratio
(1)
|
1.55: 1.0
|
|
|
1.51: 1.0
|
|
||
Soda ash volume produced (thousands of short tons)
|
669.1
|
|
|
651.5
|
|
||
Soda ash volume sold (thousands of short tons)
|
667.6
|
|
|
670.8
|
|
||
Adjusted EBITDA
(2)
|
$
|
28.8
|
|
|
$
|
30.4
|
|
|
(1)
|
Ore to ash ratio expresses the number of short tons of trona ore needed to produce one short ton of soda ash and liquor and includes our deca rehydration recovery process. In general, a lower ore to ash ratio results in lower costs and improved efficiency.
|
(2)
|
For a discussion of the non-GAAP financial measure Adjusted EBITDA, please read “Non-GAAP Financial Measures” of this Management’s Discussion and Analysis.
|
|
Three Months Ended
March 31, |
Percent Increase/(Decrease)
|
|||||||
(Dollars in millions)
|
2018
|
|
2017
|
|
QTD
|
||||
|
|
|
|
|
|
||||
Net sales:
|
|
|
|
|
|
||||
Domestic
|
$
|
55.3
|
|
|
$
|
49.1
|
|
|
12.6%
|
International
|
65.9
|
|
|
77.5
|
|
|
(15.0)%
|
||
Total net sales
|
$
|
121.2
|
|
|
$
|
126.6
|
|
|
(4.3)%
|
Sales volumes (thousands of short tons):
|
|
|
|
|
|
||||
Domestic
|
257.0
|
|
|
225.7
|
|
|
13.9%
|
||
International
|
410.6
|
|
|
445.1
|
|
|
(7.8)%
|
||
Total soda ash volume sold
|
667.6
|
|
|
670.8
|
|
|
(0.5)%
|
||
Average sales price (per short ton):
(1)
|
|
|
|
|
|
||||
Domestic
|
$
|
215.18
|
|
|
$
|
217.55
|
|
|
(1.1)%
|
International
|
$
|
160.50
|
|
|
$
|
174.03
|
|
|
(7.8)%
|
Average
|
$
|
181.55
|
|
|
$
|
188.68
|
|
|
(3.8)%
|
Percent of net sales:
|
|
|
|
|
|
||||
Domestic sales
|
45.6
|
%
|
|
38.8
|
%
|
|
17.5%
|
||
International sales
|
54.4
|
%
|
|
61.2
|
%
|
|
(11.1)%
|
||
Total percent of net sales
|
100.0
|
%
|
|
100.0
|
%
|
|
|
||
|
|
|
|
|
|
||||
(1)
Average sales price per short ton is computed as net sales divided by volumes sold.
|
|
|
•
|
cash generated from our operations;
|
•
|
Approximately
$92.9 million
(
$225.0 million
, less
$120.5 million
outstanding and less standby letters of credit of
$11.6 million
), is available for borrowing and undrawn under the Ciner Wyoming Credit Facility as of
March 31, 2018
; During the
three
months ended
March 31, 2018
, we had repayments on the Ciner Wyoming Credit Facility of
$42.5 million
, offset by borrowings of
$25.0 million
; and
|
•
|
$10.0 million
available for borrowing under the Revolving Credit Facility as of
March 31, 2018
.
|
|
Three Months Ended
March 31, |
||||||
(In millions)
|
2018
|
|
2017
|
||||
Capital Expenditures:
|
|
|
|
||||
Maintenance
|
$
|
2.8
|
|
|
$
|
2.7
|
|
Expansion
|
4.8
|
|
|
1.7
|
|
||
Total
|
$
|
7.6
|
|
|
$
|
4.4
|
|
|
Three Months Ended
March 31, |
|
Percent Increase/(Decrease)
|
|||||||
(In millions)
|
2018
|
|
2017
|
|
||||||
Cash provided by (used in):
|
|
|
|
|
|
|||||
Operating activities
|
$
|
37.3
|
|
|
$
|
10.8
|
|
|
245.4
|
%
|
Investing activities
|
$
|
(4.0
|
)
|
|
$
|
(6.0
|
)
|
|
(33.3
|
)%
|
Financing activities
|
$
|
(41.4
|
)
|
|
$
|
(13.1
|
)
|
|
216.0
|
%
|
•
|
$9.1 million
of working capital
provided by
operating activities during the
three
months ended
March 31, 2018
, compared to
$18.5 million
of working capital
used in
operating activities during the
three
months ended
March 31, 2017
. The
$27.6 million
increase
in working capital
provided by
operating activities was primarily due to the
$26.5 million
decrease
in due-from affiliates; in addition to,
|
•
|
a decrease
of
6.7%
in net income of
$20.9 million
during the
three
months ended
March 31, 2018
, compared to
$22.4 million
for the prior-year.
|
|
As of and for the quarter ended
|
||
(Dollars in millions)
|
March 31,
2018 |
||
Short-term borrowings from banks:
|
|
||
Outstanding amount at period ending
|
$
|
120.5
|
|
Weighted average interest rate at period ending
(1)
|
3.19
|
%
|
|
Average daily amount outstanding for the period
|
$
|
130.5
|
|
Weighted average daily interest rate for the period
(1)
|
3.27
|
%
|
|
Maximum month-end amount outstanding during the period
|
$
|
135.5
|
|
|
•
|
make distributions on or redeem or repurchase equity interests, other than distributions to our and Ciner Wyoming’s unitholders;
|
•
|
incur or guarantee additional debt, other than debt incurred under the Revolving Credit Facility or the Ciner Wyoming Credit Facility, among certain other types of permitted debt;
|
•
|
make certain investments and acquisitions, other than acquisitions by each of Ciner Wyoming and us, in an amount not to exceed $10 million and $2 million, respectively, and other exceptions set forth therein;
|
•
|
incur certain liens or permit them to exist, other than, with respect to our and Ciner Wyoming’s liens, an aggregate amount outstanding at any time equal to $0.2 million and $1 million, respectively;
|
•
|
enter into certain types of transaction with affiliates, other than transactions between Ciner Wyoming and us;
|
•
|
merge or consolidate with another company; or
|
•
|
transfer, sell or otherwise dispose of assets, other than our and Ciner Wyoming’s dispositions of assets with a net book value not to exceed $0.5 million and $2.5 million, respectively, in any given year.
|
•
|
our operating performance as compared to other publicly traded partnerships in our industry, without regard to historical cost basis or, in the case of Adjusted EBITDA, financing methods;
|
•
|
the ability of our assets to generate sufficient cash flow to make distributions to our unitholders;
|
•
|
our ability to incur and service debt and fund capital expenditures; and
|
•
|
the viability of capital expenditure projects and the returns on investment of various investment opportunities.
|
Exhibit Number
|
|
Description
|
|
Certificate of Limited Partnership of Ciner Resources LP (formerly known as OCI Resources LP) dated April 22, 2013 (incorporated by reference to Exhibit 3.1 to the Registrant’s Registration Statement on Form S-1 (File No. 333-189838) filed with the SEC on July 8, 2013)
|
|
|
Certificate of Amendment of the Certificate of Limited Partnership of Ciner Resources LP (formerly known as OCI Resources LP) effective November 5, 2015 (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on November 5, 2015
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First Amended and Restated Agreement of Limited Partnership of Ciner Resources LP (formerly known as OCI Resources LP) dated as of September 18, 2013 (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on September 18, 2013)
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Amendment No. 1 to the First Amended and Restated Agreement of Limited Partnership of Ciner Resources LP (formerly known as OCI Resources LP) dated as of May 2, 2014 (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on May 7, 2014)
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Amendment No. 2 to the First Amended and Restated Agreement of Limited Partnership of Ciner Resources LP (formerly known as OCI Resources LP) dated as of November 5, 2015 (incorporated by reference to Exhibit 3.2 to the Registrant’s Current Report on Form 8-K, filed with the SEC on November 5, 2015)
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Amendment No. 3 to the First Amended and Restated Agreement of Limited Partnership of Ciner Resources LP, dated April 28, 2017 (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on May 2, 2017)
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Certificate of Formation of OCI Resource Partners LLC dated April 22, 2013 (incorporated by reference to Exhibit 3.3 to the Registrant’s Registration Statement on Form S-1 (File No. 333-189838) filed with the SEC on July 8, 2013).
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Certificate of Amendment to the Certificate of Formation of Ciner Resource Partners LLC (formerly known as OCI Resource Partners LLC) effective November 5, 2015 (incorporated by reference to Exhibit 3.3 to the Registrant’s Current Report on Form 8-K, filed with the SEC on November 5, 2015)
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Amended and Restated Limited Liability Company Agreement of Ciner Resource Partners LLC (formerly known as OCI Resource Partners LLC) dated as of September 18, 2013 (incorporated by reference to Exhibit 3.2 to the Registrant’s Current Report on Form 8-K, filed with the SEC on September 18, 2013)
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Amendment No. 1 to the Amended and Restated Limited Liability Company Agreement of Ciner Resource Partners LLC (formerly known as OCI Resource Partners LLC) dated November 5, 2015 (incorporated by reference to Exhibit 3.4 to the Registrant’s Current Report on Form 8-K, filed with the SEC on November 5, 2015)
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Chief Executive Officer Certification Pursuant to Exchange Act Rule 13a-14(a) or Rule 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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Chief Financial Officer Certification Pursuant to Exchange Act Rule 13a-14(a) or Rule 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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Chief Executive Officer Certification Pursuant to Exchange Act Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code, as Adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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Chief Financial Officer Certification Pursuant to Exchange Act Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code, as Adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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Mine Safety Disclosures
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101.INS*
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XBRL Instance Document
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101.SCH*
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XBRL Taxonomy Extension Schema Document
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101.CAL*
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XBRL Taxonomy Extension Calculation Linkbase Document
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101.DEF*
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XBRL Taxonomy Extension Definition Linkbase Document
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101.LAB*
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XBRL Taxonomy Extension Label Linkbase Document
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101.PRE*
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XBRL Taxonomy Extension Presentation Linkbase
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CINER RESOURCES LP
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By:
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Ciner Resource Partners LLC,
its General Partner
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Date:
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May 7, 2018
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By:
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/s/ Kirk H. Milling
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Kirk H. Milling
President, Chief Executive Officer and Chairman of the
Board of Directors of Ciner Resource Partners LLC,
the registrant’s General Partner
(Principal Executive Officer)
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Date:
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May 7, 2018
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By:
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/s/ Scott R. Humphrey
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Scott R. Humphrey
Chief Financial Officer of Ciner Resource Partners LLC,
the registrant’s General Partner
(Principal Financial Officer)
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Date:
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May 7, 2018
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By:
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/s/ Chris L. DeBerry
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Chris L. DeBerry
Chief Accounting Officer of Ciner Resource Partners LLC,
the registrant’s General Partner
( Principal Accounting Officer ) |
1 Year Ciner Resources Chart |
1 Month Ciner Resources Chart |
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