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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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 1, 2006
NATURAL RESOURCE PARTNERS L.P.
(Exact name of registrant as specified in its charter)
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| Delaware
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001-31465
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35-2164875 |
(State or other jurisdiction
of incorporation or organization)
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(Commission File
Number)
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(I.R.S. Employer
Identification No.) |
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| 601 Jefferson, Suite 3600 |
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| Houston, Texas
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77002 |
(Address of principal executive
offices)
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(Zip code) |
Registrant’s telephone number, including area code: (713) 751-7507
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 2.01 Completion of Acquisition or Disposition of Assets.
On December 1, 2006, Natural Resource Partners L.P. closed its previously announced acquisition of
the D.D. Shepard property from The Andrew W. Mellon Foundation for $110 million in cash. The
partnership funded the transaction through its credit facility.
The D.D. Shepard property consists of nearly 25,000 acres of land containing in excess of 80
million tons of coal reserves. The property, primarily located in Boone County, West Virginia
adjacent to other NRP property, has both metallurgical and steam coal reserves, gas reserves and
surface and timber. Over 90% of the property is owned in fee most of which is contiguous. Coal
produced from the property can be shipped on the CSX and Norfolk Southern railroads. The majority
of the coal reserves are leased to Peabody Energy while the majority of the gas reserves are leased
to Dominion Exploration and Production.
The press release announcing the closing of the acquisition is included as Exhibit 99.1 to this
Form 8-K.
Item 9.01 Financial Statements And Exhibits.
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99.1 |
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Press Release dated December 4, 2006. |
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.
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NATURAL RESOURCE PARTNERS L.P.
(Registrant)
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By: |
NRP (GP) LP
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its General Partner |
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By: |
GP Natural Resource Partners LLC
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its General Partner |
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/s/ Wyatt L. Hogan
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Wyatt L. Hogan |
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Vice President and General Counsel |
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Dated: December 4, 2006
Exhibit Index
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| Exhibit |
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Description |
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99.1 |
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Press Release dated December 4, 2006. |