Amendments to Credit Facilities

As previously disclosed, Ciner Wyoming LLC, a Delaware limited liability company (the “Company”), began installation in 2019 of a new natural gas-fired turbine and associated steam generation equipment that is expected to enable the Company to economically self-generate approximately 1/3 of its electricity consumption. This project is now in the final stage of installation and is expected to be operational by the end of the first quarter of 2020. In order to enable greater flexibility for debt financing to be incurred by the Company in connection with the aforementioned project, each of the Company and Ciner Resources LP, a Delaware limited partnership (the “Partnership”), have entered into amendments to their respective credit facilities as discussed below.

On February 28, 2020, the Company entered into a First Amendment to Credit Agreement (the “Company Credit Agreement Amendment”) with PNC Bank, National Association (“PNC”), as administrative agent, swing line lender and a Letter of Credit (“L/C”) issuer, and each of the other lenders listed on the pages thereof (collectively, the “Company Lenders”), in which the Company Credit Agreement Amendment amends the Credit Agreement, dated as of August 1, 2017 (the “Company Credit Agreement”), by and among the Company, PNC and the Company Lenders.

In addition, on February 28, 2020, the Partnership entered into a First Amendment to Credit Agreement (the “Partnership Credit Agreement Amendment,” and together with the Company Credit Agreement Amendment, the “First Amendments”) with PNC, as administrative agent, swing line lender and L/C issuer, and each of the lenders listed on the pages thereof (the “Partnership Lenders”), in which the Partnership Credit Agreement Amendment amends the Credit Agreement, dated as of August 1, 2017 (the “Partnership Credit Agreement”), by and among the Partnership, PNC and the Partnership Lenders.

Among other things, the First Amendments:

The disclosure of the First Amendments set forth in this Item 1.01 do not purport to be complete descriptions of the First Amendments and are subject to and qualified in its entirety by reference to the full text of the Company Credit Agreement Amendment and the Partnership Credit Agreement Amendment, copies of which are attached hereto as Exhibit 10.1 and Exhibit 10.2, respectively, and are incorporated by reference in this Item 1.01.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The disclosures set forth above under Item 1.01 are incorporated herein by reference in this Item 2.03.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of Mr. Katekovich as Vice President, Commercial and Corporate Strategy

On February 28, 2020, the Board of Directors (the “Board”) of Ciner Resource Partners LLC (the “General Partner”), the general partner of the Partnership, appointed Raymond Katekovich (age 46) as the Vice President, Commercial and Corporate Strategy of the General Partner, to be effective upon such appointment, and to serve until his successor has been duly elected and qualified or until his death, resignation or removal. In this role, Mr. Katekovich will assume responsibility for certain sales and marketing activities as well as corporate strategy for the Partnership.

Most recently, Mr. Katekovich served as Výce President, Commercial at Ciner Resources Corporation (“Ciner Corp”), where he managed certain sales and marketing activities. From June 2017 to February 2019, Mr. Katekovich served as Director, Commercial at Ciner Corp. Prior to joining Ciner Corp, from January 2011 to May 2017, Mr. Katekovich served as the Business Director for Caustic Soda and PVC at PPG Industries, Inc, Axiall Corporation and Westlake Chemical Corporation, where he was responsible for financial management and had direct responsiblities associated with the commercial aspects of the respective businesses. Before his role as Business Director, Mr. Katekovich spent over 15 years in various operations, sales and management positions in these same commodity chemical businesses. Mr. Katekovich holds a Bachelor’s Degree in Chemical Engineering from West Virginia University and a Masters in Business Administration from the Joseph M. Katz Graduate School of Business at the University of Pittsburgh.

Mr. Katekovich will be employed and compensated by Ciner Corp, subject to reimbursement by the Partnership. The portion of Mr. Katekovich’s compensation that will be payable by the Partnership includes the amount of compensation allocated to the Partnership by Ciner Corp (and reimbursed to Ciner Corp by the Partnership), with such allocation determined by the amount of time he actually spends working for the Partnership relative to the amount of time he spends working for Ciner Corp and its other affiliates. The anticipated portion of Mr. Katekovich’s compensation that will be allocated to the Partnership includes: (i) an annual base salary of $351,125; and (ii) a target cash bonus equal to 30% of the base salary allocated to the Partnership. In 2019, Mr. Katekovich’s compensation allocated to the Partnership included $244,486 in base salary, $17,096 in bonus, $179,141 in unit awards, $85,214 as other non-equity compensation, and $18,499 in all other compensation.

There are no arrangements or understandings between Mr. Katekovich and any other person to which he was appointed to serve as Vice President, Commercial and Corporate Strategy of the General Partner. The Partnership and the General Partner are not aware of any transactions or existing relationships in which Mr. Katekovich has a direct or indirect material interest that would require disclosure to Item 404(a) of Regulation S-K other than as set forth herein, and are not aware of any family relationship between Mr. Katekovich and the General Partner’s executive officers, directors or any person nominated to become a director or executive officer of the General Partner that would require disclosure under Item 401(d) of Regulation S-K. No material plan, contract, or arrangement was entered into or materially amended by the Partnership or the General Partner in connection with Mr. Katekovich’s appointment, and there was no grant or award made by the Partnership or the General Partner to Mr. Katekovich or modification thereto under any such plan, contract, or arrangement in connection with his appointment.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Ciner Resources LP Exhibit
EX-10.1 2 wyomingamendment.htm EXHIBIT 10.1 Exhibit Exhibit 10.1FIRST AMENDMENT TO CREDIT AGREEMENTTHIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) dated as of February 28,…
To view the full exhibit click here

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).