Ciner Resources LP (NYSE:CINR) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On September 23, 2019, the Board of Directors (the “Board”) of Ciner Resource Partners LLC (the “General Partner”), the general partner of Ciner Resources LP (the “Partnership”) approved a new form of performance unit award agreement (the “Performance Award Agreement”) that will be used to grant performance awards based upon the achievement of certain financial, operating and safety-related performance metrics (“Performance Unit Awards”) to the Ciner Resource Partners LLC 2013 Long Term Incentive Plan (as amended, the “LTIP”). In addition to being subject to all the general terms and conditions of the LTIP, the Performance Award Agreement provides for vesting of the Performance Unit Awards that is linked to a weighted average consisting of measures based on EBITDA, Tons Produced, Controllable Costs and the Lost Day Incident Rate (as each is defined in the Performance Award Agreement, and collectively referred to herein as the “Performance Metrics”) during a three-year performance period (the “Measurement Period”). The vesting of the Performance Unit Award, and number of common units of the Partnership distributable to such vesting, is dependent on the Partnership’s performance relative to a pre-established budget over the Measurement Period (provided that the awardee remains continuously employed with the General Partner or its affiliates or satisfies other service-related criteria through the end of the Measurement Period, except in certain cases of Changes in Control (as defined in the LTIP) or the awardee’s death or disability).

Vested Performance Unit Awards are to be settled in the Partnership’s common units, with the number of such common units payable under the award for a given year in the Measurement Period to be calculated by multiplying the target number provided in the Performance Award Agreement by a payout multiplier, which may range from 0% to 200% in each case, determined by aggregating the corresponding weighted average assigned to the Performance Metrics. In addition, upon vesting of the Performance Unit Award, the award recipient is entitled to receive a cash payment (defined in the Performance Award Agreement as “Performance Distribution Equivalents”) equal to the sum of the distribution equivalents accumulated with respect to vested Performance Unit Awards during the period beginning on January 1, 2019 and ending on the applicable vesting date. The Performance Unit Awards granted to these award recipients have a performance cycle beginning on January 1, 2019 and ending December 31, 2021. The foregoing description of the form of Performance Award Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the form of Performance Award Agreement that is attached hereto as Exhibit 10.1>and incorporated herein by reference.

In addition, the Board has approved a grant, effective as of September 23, 2019, of 9,851 time-based restricted unit awards (“Restricted Unit Awards”) and 9,851 Performance Unit Awards to Mr. Oðuz Erkan, Chairman, President and Chief Executive Officer of the General Partner; 3,842 Restricted Unit Awards and 3,842 Performance Unit Awards to Mr. Christopher DeBerry, principal financial officer and Chief Accounting Officer of the General Partner; and 3,995 Restricted Unit Awards and 3,995 Performance Unit Awards to Mr. Eduard Freydel, Vice President, Finance of the General Partner, in each case, to the LTIP and corresponding Restricted Unit Award agreement and Performance Award Agreement, as applicable.

The Restricted Unit Awards granted to these award recipients vest and the forfeiture restrictions will lapse in substantially equal one-third (1/3) increments on each of March 15, 2020, March 15, 2021 and March 15, 2022, so that the Restricted Unit Awards (and any related restricted cash distributions) will be 50% vested on March 15, 2022, so long as the award recipient remains continuously employed by the Partnership Entities (as defined in the corresponding Restricted Unit Award agreement) from the date of grant through each applicable vesting date, unless otherwise vesting earlier to the terms of the Restricted Unit Award with regard to certain changes in control, death or disability. The form of Restricted Unit Award agreement used in connection with these grants of Restricted Unit Awards was previously filed with the Securities and Exchange Commission (“SEC”) as Exhibit 10.2>to the Partnership’s Current Report on Form 8-K filed on July 2, 2014.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

* Filed herewith.

+ Management contract or compensatory plan or arrangement.

Ciner Resources LP Exhibit
EX-10.1 2 cinerformof2019performan.htm EXHIBIT 10.1 cinerformof2019performan PERFORMANCE UNIT AWARD UNDER THE CINER RESOURCE PARTNERS LLC 2013 LONG-TERM INCENTIVE PLAN This Award Agreement (the “Agreement”),…
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About Ciner Resources LP (NYSE:CINR)

Ciner Resources LP, formerly OCI Resources LP, owns a controlling interest consisting of 51% membership interest in Ciner Wyoming LLC (Ciner Wyoming). Ciner Wyoming produces soda ash and serves a global market from its facility in the Green River Basin of Wyoming. The Company processes trona ore into soda ash, a raw material in flat glass, container glass, detergents, chemicals, paper and other consumer and industrial products. Its Green River Basin surface operations are situated on approximately 880 acres in Wyoming, and its mining operations consists of over 23,500 acres of leased and licensed subsurface mining area. The Company uses over six continuous mining machines and approximately 10 underground shuttle cars in its mining operations. Its processing assets consist of material sizing units, conveyors, calciners, dissolver circuits, thickener tanks, drum filters, evaporators and rotary dryers. The Company sells soda ash to American Natural Soda Ash Corporation (ANSAC).