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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K/A
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): DECEMBER 5, 2002
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NATURAL RESOURCE PARTNERS L.P.
(Exact name of registrant as specified in its charter)
DELAWARE 001-31465 35-2164875
(State or other jurisdiction (Commission File (I.R.S. Employer
of incorporation or organization) Number) Identification No.)
601 JEFFERSON, SUITE 3600
HOUSTON, TEXAS 77002
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (713) 751-7507
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
This Form 8-K/A amends the Form 8-K filed on December 5, 2002. On
December 5, 2002, CSTL LLC, an affiliate of the Company, completed its
acquisition of 120 million tons of coal reserves from Coastal Coal Company, a
subsidiary of El Paso Corporation. Over half of the total tonnage contained in
the reserves is located in Kentucky, and the remaining reserves are located in
Virginia and West Virginia. The Company also acquired 177,000 mineral acres that
are expected to generate minor timber, lease and oil and gas income. Prior to
the acquisition, Coastal Coal operated mines on the property and leased a
portion of the reserves to third parties. The Company will lease all of the
reserves to third parties and to Coastal Coal and will not conduct mining
operations on the reserves.
The Company paid $57 million in cash for the reserves as a result of
arm's-length negotiations with El Paso. In addition, El Paso retained an
overriding royalty interest in a portion of the tonnage and acreage acquired.
The funds used to complete the acquisition were borrowed under the Company's
revolving credit facility with PNC Bank, National Association; Branch Banking
and Trust Company; Bank of Montreal; BNP Paribas and The Huntington National
Bank. None of the Company, its affiliates, its directors or officers or their
associates has a material relationship with El Paso or Coastal Coal.
The Company has filed the press release announcing the completion of
the acquisition as Exhibit 99.1 to this Form 8-K/A.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit No. Description
99.1 Press release issued December 5, 2002
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.
NATURAL RESOURCE PARTNERS L.P.
(Registrant)
By: NRP (GP) LP
its General Partner
By: GP Natural Resource Partners LLC
its General Partner
/s/ Charles H. Kerr
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Charles H. Kerr
Secretary
Dated: January 9, 2003
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
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99.1 Press release issued December 5, 2002