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Alliance Holdings GP, L.P. Increases Quarterly Distribution by 5.5% to $0.5275 Per Unit and Reports Record Quarterly and Annual Financial Results

TULSA, Okla., Jan 28, 2011 (BUSINESS WIRE) -- Alliance Holdings GP, L.P. (NASDAQ: AHGP) today announced that the Board of Directors of its general partner (the "Board") declared a quarterly cash distribution for the quarter ended December 31, 2010 (the "2010 Quarter") of $0.5275 per unit, or an annualized rate of $2.11 per unit, which will be paid on February 18, 2011, to AHGP's unitholders of record as of the close of trading on February 11, 2011.

The announced distribution represents a 16.6% increase over the $0.4525 per unit distribution (an annualized rate of $1.81 per unit) for the quarter ended December 31, 2009 (the "2009 Quarter") and an increase of 5.5% over the third quarter 2010 distribution of $0.50 per unit (an annualized rate of $2.00 per unit).

The declared distribution is based on the distribution AHGP will receive from its ownership interests in Alliance Resource Partners, L.P. (NASDAQ: ARLP). ARLP today announced a quarterly distribution for the 2010 Quarter of $0.86 per unit, or $3.44 per unit on an annualized basis, payable on February 14, 2011 to all unitholders of record as of the close of trading on February 7, 2011. (See ARLP Press Release dated January 28, 2011.)

AHGP also reported record net income for the 2010 Quarter of $47.6 million, or $0.80 per basic and diluted limited partner unit, an increase of 83.1% compared to net income for the 2009 Quarter of $26.0 million, or $0.43 per basic and diluted limited partner unit. For the year ended December 31, 2010, AHGP's net income increased 52.6% to a record $174.3 million, or $2.91 per basic and diluted limited partner unit, compared to net income for the year ended December 31, 2009 of $114.2 million, or $1.91 per basic and diluted limited partner unit. (For a discussion of net income presentation, please see the end of this release.)

AHGP currently has no other operating activities apart from those conducted by the operating subsidiaries of ARLP and reports its financial results on a consolidated basis with the financial results of ARLP. AHGP's principal sources of cash flow are its ownership of general partner interests, limited partner interests and incentive distribution rights in ARLP. Based on ARLP's current declared distribution, AHGP expects to receive quarterly cash distributions from ARLP of $32.4 million, or $129.6 million on an annualized basis. AHGP's primary cash requirements are for working capital, distributions to its unitholders and general and administrative expenses, including for 2011 an estimated $3.5 million in general and administrative expenses associated with being a publicly traded limited partnership. At December 31, 2010, AHGP had no borrowings outstanding under its revolving credit facility.

AHGP and ARLP will discuss their 2010 Quarter financial results during a joint conference call scheduled for today at 10:00 a.m. Eastern. To participate in the conference call, dial (866) 356-4441 and provide pass code 21507166. International callers should dial (617) 597-5396 and provide the same pass code. Investors may also listen to the call via the "investor information" section of ARLP's website at www.arlp.com or AHGP's website at www.ahgp.com.

An audio replay of the conference call will be available for approximately one week. To access the audio replay, dial (888) 286-8010 and provide pass code 10043698. International callers should dial (617) 801-6888 and provide the same pass code.

This announcement is intended to be a qualified notice under Treasury Regulation Section 1.1446-4(b), with 100% of the partnership's distributions to foreign investors attributable to income that is effectively connected with a United States trade or business. Accordingly, AHGP's distributions to foreign investors are subject to federal income tax withholding at the highest applicable tax rate.

About Alliance Holdings GP, L.P.

AHGP is a limited partnership formed to own and control Alliance Resource Management GP, LLC, the managing general partner of ARLP, through which it holds a 1.98% general partner interest and the incentive distribution rights in ARLP. In addition, AHGP owns 15,544,169 common units of ARLP.

News, unit prices and additional information about AHGP including filings with the Securities and Exchange Commission, are available at www.ahgp.com. For more information, contact the investor relations department of AHGP at (918) 295-1415 or via e-mail at investorrelations@ahgp.com.

The statements and projections used throughout this release are based on current expectations. These statements and projections are forward-looking, and actual results may differ materially. These projections do not include the potential impact of any mergers, acquisitions or other business combinations that may occur after the date of this release. At the end of this release, we have included more information regarding business risks that could affect our results.

FORWARD-LOOKING STATEMENTS:With the exception of historical matters, any matters discussed in this press release are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from projected results.These risks, uncertainties and contingencies include, but are not limited to, the following: increased competition in coal markets and ARLP's ability to respond to the competition; sustained decreases in coal prices, which could adversely affect ARLP's operating results and cash flows; decreases in spot market prices for coal; risks associated with ARLP's expansion of its operations and properties; deregulation of the electric utility industry or the effects of any adverse change in the coal industry, electric utility industry, or general economic conditions; dependence on significant customer contracts, including renewing customer contracts upon expiration of existing contracts; the impact and duration of the current worldwide economic downturn; liquidity constraints, including those resulting from the cost or unavailability of financing due to current credit market conditions; customer bankruptcies or cancellations or breaches to existing contracts; customer delays or defaults in making payments; fluctuations in coal demand, prices and availability due to labor and transportation costs and disruptions, equipment availability, governmental regulations, including those related to carbon emissions, and other factors; legislation, regulatory and court decisions and interpretations thereof, including issues related to climate change and miner health and safety; ARLP's productivity levels and margins earned on coal sales; greater than expected increases in raw material costs; greater than expected shortage of skilled labor; any unanticipated increases in labor costs, adverse changes in work rules, or unexpected cash payments associated with post-mine reclamation and workers' compensation claims; any unanticipated increases in transportation costs and risk of transportation delays or interruptions; greater than expected environmental regulation, costs and liabilities; a variety of operational, geologic, permitting, labor and weather-related factors; risks associated with major mine-related accidents, such as mine fires, or interruptions; results of litigation, including claims not yet asserted; difficulty maintaining ARLP's surety bonds for mine reclamation as well as workers' compensation and black lung benefits; coal market's share of electricity generation; prices of fuel that compete with or impact coal usage, such as oil or natural gas; replacement of coal reserves; a loss or reduction of benefits from certain tax credits; and difficulty obtaining commercial property insurance, and risks associated with ARLP's participation (excluding any applicable deductible) in its commercial insurance property program.

Additional information concerning these and other factors can be found in AHGP's public periodic filings with the Securities and Exchange Commission ("SEC"), including AHGP's Annual Report on Form 10-K for the year ended December 31, 2009, filed on March 3, 2010 with the SEC and AHGP's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2010, filed on November 8, 2010 with the SEC.Except as required by applicable securities laws, AHGP does not intend to update its forward-looking statements.

ALLIANCE HOLDINGS GP, L.P. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND OPERATING DATA
(In thousands, except unit and per unit data)
(Unaudited)
Three Months Ended Year Ended
December 31, December 31,
2010 2009 2010 2009
SALES AND OPERATING REVENUES:
Coal sales $ 404,820 $ 282,363 $ 1,551,539 $ 1,163,871
Transportation revenues 7,947 10,386 33,584 45,733
Other sales and operating revenues 5,754 5,327 24,620 20,998
Total revenues 418,521 298,076 1,609,743 1,230,602
EXPENSES:
Operating expenses (excluding depreciation, depletion and amortization) 259,578 191,834 1,009,935 797,527
Transportation expenses 7,947 10,386 33,584 45,733
Outside coal purchases 4,956 1,815 17,078 7,524
General and administrative 14,862 12,815 54,215 42,875
Depreciation, depletion and amortization 37,321 33,757 146,881 117,524
Total operating expenses 324,664 250,607 1,261,693 1,011,183
INCOME FROM OPERATIONS 93,857 47,469 348,050 219,419
Interest expense (7,395 ) (7,383 ) (30,062 ) (30,847 )
Interest income 56 1 204 1,066
Other income 237 693 851 1,247
INCOME BEFORE INCOME TAXES 86,755 40,780 319,043 190,885
INCOME TAX EXPENSE (BENEFIT) 156 (102 ) 1,742 709
NET INCOME 86,599 40,882 317,301 190,176
LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (39,001 ) (14,890 ) (142,957 ) (75,960 )
NET INCOME ATTRIBUTABLE TO ALLIANCE HOLDINGS GP, L.P. ("NET INCOME OF AHGP") $ 47,598 $ 25,992 $ 174,344 $ 114,216
BASIC AND DILUTED NET INCOME OF AHGP PER LIMITED PARTNER UNIT $ 0.80 $ 0.43 $ 2.91 $ 1.91
DISTRIBUTIONS PAID PER LIMITED PARTNER UNIT $ 0.50 $ 0.44 $ 1.90 $ 1.685
WEIGHTED AVERAGE NUMBER OF UNITS

OUTSTANDING-BASIC AND DILUTED

59,863,000 59,863,000 59,863,000 59,863,000
ALLIANCE HOLDINGS GP, L.P. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except unit data)
(Unaudited)
ASSETS December 31,
2010 2009
CURRENT ASSETS:
Cash and cash equivalents $ 342,237 $ 24,361
Trade receivables 112,942 91,223
Other receivables 2,537 3,159
Due from affiliates 1,635 -
Inventories 31,548 64,357
Advance royalties 4,812 3,629
Prepaid expenses and other assets 10,363 8,889
Total current assets 506,074 195,618
PROPERTY, PLANT AND EQUIPMENT:
Property, plant and equipment, at cost 1,598,130 1,378,914
Less accumulated depreciation, depletion and amortization (648,883 ) (556,370 )
Total property, plant and equipment, net 949,247 822,544
OTHER ASSETS:
Advance royalties 27,439 26,802
Other long-term assets 21,312 9,303
Total other assets 48,751 36,105
TOTAL ASSETS $ 1,504,072 $ 1,054,267
LIABILITIES AND PARTNERS' CAPITAL
CURRENT LIABILITIES:
Accounts payable $ 63,934 $ 63,496
Due to affiliates 573 27
Accrued taxes other than income taxes 13,916 10,792
Accrued payroll and related expenses 30,773 22,101
Accrued interest 2,491 2,918
Workers' compensation and pneumoconiosis benefits 8,518 9,886
Current capital lease obligation 295 324
Other current liabilities 16,780 11,205
Current maturities, long-term debt 18,000 18,000
Total current liabilities 155,280 138,749
LONG-TERM LIABILITIES:
Long-term debt, excluding current maturities 704,000 422,000
Pneumoconiosis benefits 45,039 34,344
Accrued pension benefit 13,296 19,696
Workers' compensation 59,796 53,845
Asset retirement obligations 56,045 53,116
Due to affiliates 682 314
Long-term capital lease obligation 165 460
Other liabilities 12,549 9,043
Total long-term liabilities 891,572 592,818
Total liabilities 1,046,852 731,567
COMMITMENTS AND CONTINGENCIES
PARTNERS' CAPITAL:
Alliance Holdings GP, L.P. ("AHGP") Partners' Capital:
Limited Partners - Common Unitholders 59,863,000 units outstanding, respectively 330,346 269,742
Accumulated other comprehensive loss (8,138 ) (7,465 )
Total AHGP Partners' Capital 322,208 262,277
Noncontrolling interest OCI 135,012 60,423
Total Partners' Capital 457,220 322,700
TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 1,504,072 $ 1,054,267
ALLIANCE HOLDINGS GP, L.P. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Year Ended
December 31,
2010 2009
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES $ 517,025 $ 280,802
CASH FLOWS FROM INVESTING ACTIVITIES:
Property, plant and equipment:
Capital expenditures (289,874 ) (328,162 )
Changes in accounts payable and accrued liabilities (7,480 ) 5,727
Proceeds from sale of property, plant and equipment 381 8
Purchase of marketable securities - (4,527 )
Proceeds from marketable securities - 4,527
Receipts of prior advances on Gibson rail project 1,982 2,295
Net cash used in investing activities (294,991 ) (320,132 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowing under term loan facility 300,000 -
Borrowings under revolving credit facilities 95,000 -
Payments under revolving credit facilities (95,000 ) -
Payments on capital lease obligation (324 ) (351 )
Payment on long-term debt (18,000 ) (18,000 )
Payment of debt issuance costs (1,417 ) (339 )
Net settlement of employee withholding taxes on vesting of ARLP Long-Term Incentive Plan (1,265 ) (791 )
Distributions paid by consolidated partnership to noncontrolling interests (69,138 ) (63,320 )
Distributions paid to Partners (113,740 ) (100,869 )
Net cash provided by (used in) provided by financing activities 96,116 (183,670 )
EFFECT OF CURRENCY TRANSLATION ON CASH (274 ) 653
NET CHANGE IN CASH AND CASH EQUIVALENTS 317,876 (222,347 )
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 24,361 246,708
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 342,237 $ 24,361

Presentation of Net Income

Consolidated net income includes earnings attributable to both AHGP and noncontrolling interests. Unless otherwise noted, any reference to net income in this release represents net income attributable to AHGP.

SOURCE: Alliance Holdings GP, L.P.

Alliance Holdings GP, L.P.
Brian L. Cantrell, 918-295-7673