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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): DECEMBER 22, 2003
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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 5. OTHER EVENTS
Acquisition of Mineral Interests of BLC Properties LLC
On December 22, 2003, Natural Resource Partners L.P. ("NRP") issued a
press release, which is attached as Exhibit 99.1 to, and incorporated by
reference in, this Form 8-K. The press release relates to the company's signing
a definitive agreement to acquire all of the mineral interests of BLC Properties
LLC for $73 million.
Ark Land Company's Divestiture of Certain Interests in NRP
On December 22, 2003, Arch Coal, Inc. and Ark Land Company sold the
following interests:
o all of their interests in GP Natural Resource Partners LLC, the
general partner of NRP's general partner, to Robertson Coal
Management LLC;
o all of their interests in NRP (GP) LP, NRP's general partner,
together with all of its incentive distribution rights, to NRP
Investment L.P, an affiliate of the original sponsors of NRP; and
o 4,796,920 subordinated units of Natural Resource Partners L.P. to
FRC-WPP NRP Investment L.P., an affiliate of the original sponsors
and First Reserve Corporation.
Arch retained the right to elect two directors to the board of directors of
GP Natural Resource Partners LLC for so long as Arch continues to hold at least
10% of the common units of Natural Resource Partners. In connection with the
sale, the board of directors of GP Natural Resource Partners LLC was expanded to
nine members, and FRC-WPP Investment L.P., which is indirectly controlled by
First Reserve Corporation, obtained the right to elect two directors, one of
whom must be an independent director, to the board. Immediately upon the
closing, First Reserve nominated Alex T. Krueger to fill one of the director
positions. NRP issued a press release relating to the disposition of the Arch
interests, which is attached as Exhibit 99.2 to, and incorporated by reference
in, this Form 8-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit No. Description
99.1 Press release issued December 22, 2003 (BLC acquisition
agreement)
99.2 Press release issued December 22, 2003 (Arch divestiture)
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/ Wyatt L. Hogan
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Wyatt L. Hogan
Vice President, General Counsel
and Secretary
Dated: December 22, 2003
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.1 Press release issued December 22, 2003 (BLC acquisition
agreement)
99.2 Press release issued December 22, 2003 (Arch divestiture)