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If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) |
On November 28, 2017, the Reporting Person (CONSOL Energy Inc.) ("CEIX") separated from its parent CNX Resources Corp. ("CNX") into an independent, publicly traded coal company through a pro rata distribution of all of CEIX's common stock to CNX's stockholders (the "Separation"). In connection with the Separation, CNX transferred all of the ownership interests that it directly and indirectly held in the Issuer to the Reporting Person. These interests include (i) 5,006,496 common units of the Issuer, (ii) 11,611,067 subordinated units of the Issuer, and (iii) a 1.7% general partner interest in the Issuer. The 1.7% general partner interest is held directly by the Issuer's general partner, CONSOL Coal Resources GP LLC (the "General Partner"). As part of the Separation, all of the ownership interests in the General Partner were transferred to the Reporting Person and the General Partner is now a wholly owned subsidiary of the Reporting Person. |
(2) |
(Continued from Footnote 1) As part of the Separation, the General Partner transferred all of the incentive distribution rights that it held in the Issuer directly to the Reporting Person. All of the interests in the Issuer have the rights as described in CONSOL Coal Resources LP's Third Amended and Restated Agreement of Limited Partnership dated as of November 28, 2017 (a copy of which was filed as Exhibit 3.2 to the Form 8-K filed by the Issuer on December 4, 2017). |
(3) |
Each subordinated unit will convert into one common unit upon the expiration of the Subordination Period, as described in CONSOL Coal Resources LP's Third Amended and Restated Limited Partnership Agreement dated as of November 28, 2017. |