RHINO RESOURCE PARTNERS LP INTRODUCTION TO THE UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTSPurchase and Sale Agreement • March 25th, 2014 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining
Contract Type FiledMarch 25th, 2014 Company IndustryOn March 19, 2014 (the “Closing Date”), Rhino Exploration LLC, a wholly owned subsidiary of Rhino Resource Partners LP (the “Partnership”), entered into a Purchase and Sale Agreement (the “Purchase Agreement”) with Gulfport Energy Corporation (“Gulfport”) and pursuant thereto sold the Partnership’s oil and gas properties in the Utica Shale region of eastern Ohio (the “Utica Assets”) for approximately $184 million (the “Purchase Price”). The Purchase Agreement is effective as of January 1, 2014 and the Purchase Price is adjusted for any unsettled expenditures made and/or proceeds received from the Partnership’s portion of its Utica Assets prior to the effective date. On the Closing Date, the Partnership was immediately due approximately $179 million, net of any adjustments described above, and the remaining approximately $5 million is scheduled to be paid within approximately 90 days of the Closing Date, subject to ongoing legal title work related to specific properties. The Partnership
SECOND AMENDMENT AND CONSENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 25th, 2014 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Pennsylvania
Contract Type FiledMarch 25th, 2014 Company Industry JurisdictionTHIS SECOND AMENDMENT AND CONSENT TO AMENDED AND RESTATED CREDIT AGREEMENT (the “Amendment”) dated as of March 19, 2014, is made by and among RHINO ENERGY LLC, a Delaware limited liability company (the “Borrower”), each of the GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under the Credit Agreement (hereinafter referred to in such capacity as the “Administrative Agent”).