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Coronado Global Resources Inc. - Annual Report: 2022 (Form 10-K)

c561202210K
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________________________
FORM
10-K
___________________________________________________
(Mark One)
 
ANNUAL REPORT PURSUANT TO SECTION
 
13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the fiscal year ended
December 31, 2022
OR
 
TRANSITION REPORT PURSUANT TO SECTION
 
13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from
 
to
 
Commission File Number:
000-56044
___________________________________________________
Coronado Global Resources Inc.
(Exact name of registrant as specified in its charter)
___________________________________________________
Delaware
83-1780608
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
Level 33, Central Plaza One
,
345 Queen Street
Brisbane, Queensland
,
Australia
,
4000
(Address of principal executive offices) (Zip Code)
(
61
)
7 3031 7777
(Registrant’s telephone number, including area code)
___________________________________________________
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
None
None
None
Securities registered pursuant to Section 12(g) of the Act:
Title of each class
Name of each exchange on which registered
Common stock, par value $0.01 per share
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes
 
 
No
 
Indicate by check mark if the registrant is not required to file reports pursuant to Section
 
13 or Section 15(d) of the Act.
Yes
 
 
No
 
Indicate by
 
check mark
 
whether the
 
registrant (1) has
 
filed all
 
reports required
 
to be
 
filed by
 
Section 13 or
 
15(d) of the
 
Securities
Exchange Act of
 
1934 during the
 
preceding 12 months
 
(or for such
 
shorter period that
 
the registrant was
 
required to file
 
such reports),
and (2) has been subject to such filing requirements for the past 90 days.
Yes
 
 
No
 
 
Indicate
 
by
 
check
 
mark
 
whether
 
the
 
registrant
 
has
 
submitted
 
electronically
 
every
 
Interactive
 
Data
 
File
 
required
 
to
 
be
 
submitted
pursuant to Rule 405
 
of Regulation S-T
 
(§232.405 of this
 
chapter) during the preceding
 
12 months (or
 
for such shorter
 
period that
the registrant was required to submit such files).
 
Yes
 
 
No
 
Indicate by
 
check mark
 
whether the
 
registrant is
 
a large
 
accelerated filer, an
 
accelerated filer, a
 
non-accelerated filer, smaller
 
reporting
company,
 
or
 
an
 
emerging growth
 
company.
 
See the
 
definitions
 
of
 
“large accelerated
 
filer,”
 
“accelerated filer,”
 
“smaller
 
reporting
company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer
Accelerated filer
Non-accelerated filer
Smaller reporting company
Emerging growth company
 
If an
 
emerging growth
 
company,
 
indicate by
 
check mark
 
if the
 
registrant has elected
 
not to
 
use the
 
extended transition period
 
for
complying
 
with
 
any
 
new
 
or
 
revised
 
financial
 
accounting
 
standards
 
provided
 
pursuant
 
to
 
Section 13(a) of
 
the
 
Exchange
 
Act.
 
 
Indicate
 
by
 
check
 
mark
 
whether
 
the
 
registrant
 
has
 
filed
 
a
 
report
 
on
 
and
 
attestation
 
to
 
its
 
management’s
 
assessment
 
of
 
the
effectiveness of its
 
internal control over financial reporting
 
under Section 404(b) of
 
the Sarbanes-Oxley Act (15
 
U.S.C. 7262(b)) by
the registered public accounting firm that prepared or issued its audit report.
 
 
 
 
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the
 
financial statements of the
registrant included in the filing reflect the correction of an error to previously issued financial statements.
 
Indicate by check mark whether any of those error corrections are restatements that required a recovery
 
analysis of incentive-
based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to
§240.10D-1(b).
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
 
Exchange Act).
 
Yes
 
 
No
 
The registrant’s common stock is publicly traded on the Australian Securities Exchange in the form of CHESS Depositary Interests,
or CDIs, convertible
 
at the option
 
of the holders
 
into shares of
 
the registrant’s
 
common stock on
 
a 10-for-1 basis.
 
The aggregate
market value of the registrant’s common stock, par value $0.01
 
per share, in the form of CDIs, held by non-affiliates of the registrant
(without admitting that
 
any person whose shares
 
are not included
 
in such calculation
 
is an affiliate),
 
computed by reference
 
to the
price at which the
 
CDIs were last sold
 
on June 30,
 
2022, the last business
 
day of the
 
registrant’s most recently completed
 
second
fiscal quarter, as reported on the Australian Securities Exchange, was $
945,033,096
.
The total
 
number of
 
shares of
 
the registrant’s
 
common stock,
 
par value
 
$0.01 per
 
share, outstanding
 
on December
 
31, 2022,
 
including
shares of common stock underlying the issued and outstanding CDIs, was
167,645,373
.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of
 
the registrant’s
 
proxy statement
 
to be
 
filed with
 
the Securities
 
and Exchange
 
Commission in
 
connection with
 
the registrants
2023 annual
 
meeting of
 
stockholders are
 
incorporated by
 
reference into
 
Part III
 
of this
 
Annual Report
 
on Form
 
10-K. Documents
incorporated by reference in this report are listed in the Exhibit Index of this Annual Report
 
on Form 10-K.
c561202210Kp3i1 c561202210Kp3i0
Steel starts
here.
Annual Report on Form 10-K for the year ended December 31,
 
2022.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
5
EXPLANATORY
 
NOTE
Unless
 
otherwise
 
noted,
 
references
 
in
 
this
 
Annual
 
Report
 
on
 
Form 10-K
 
to
 
“we,”
 
“us,”
 
“our,”
 
“Company,”
 
or
“Coronado” refer
 
to Coronado
 
Global Resources
 
Inc. and
 
its consolidated
 
subsidiaries and
 
associates, unless
the context indicates otherwise.
All production and sales volumes
 
contained in this Annual Report on Form 10-K are expressed in metric tons, or
Mt,
 
millions
 
of
 
metric
 
tons,
 
or
 
MMt,
 
or
 
millions
 
of
 
metric
 
tons
 
per
 
annum,
 
or
 
MMtpa,
 
except
 
where
 
otherwise
stated. One Mt (1,000 kilograms)
 
is equal to 2,204.62 pounds and
 
is equivalent to 1.10231 short tons.
 
A net ton
is equivalent
 
to a
 
short ton,
 
or 2,000
 
pounds. In
 
addition, all
 
dollar amounts
 
contained herein
 
are expressed
 
in
United States
 
dollars, or
 
US$, except
 
where otherwise
 
stated. References
 
to “A$”
 
are references
 
to Australian
dollars, the
 
lawful currency
 
of the
 
Commonwealth of
 
Australia, or
 
the Commonwealth.
 
Some numerical
 
figures
included in this Annual Report on Form 10-K have been
 
subject to rounding adjustments. Accordingly, numerical
figures shown as totals in certain tables may not equal
 
the sum of the figures that precede them.
CAUTIONARY NOTICE REGARDING FORWARD
 
-LOOKING STATEMENTS
This Annual
 
Report on
 
Form 10-K
 
contains “forward-looking
 
statements” within
 
the meaning
 
of Section
 
27A of
the Securities Act
 
of 1933, as
 
amended, or the
 
Securities Act, and
 
Section 21E of
 
the Securities Exchange
 
Act
of
 
1934,
 
as
 
amended,
 
or
 
the
 
Exchange
 
Act,
 
concerning
 
our
 
business,
 
operations,
 
financial
 
performance
 
and
condition, the coal, steel and other industries, as well as our plans,
 
objectives and expectations for our business,
operations, financial performance and condition. Forward-looking statements may
 
be identified by words such
 
as
“may,”
 
“could,”
 
“believes,”
 
“estimates,”
 
“expects,”
 
“intends,”
 
“plans,”
 
“anticipate,”
 
“forecast,”
 
“outlook,”
 
“target,”
“likely,” “considers”
 
and other similar words.
Any
 
forward-looking
 
statements
 
involve
 
known
 
and
 
unknown
 
risks,
 
uncertainties,
 
assumptions
 
and
 
other
important factors that
 
could cause actual
 
results, performance,
 
events or outcomes
 
to differ
 
materially from
 
the
results,
 
performance,
 
events
 
or
 
outcomes
 
expressed
 
or
 
anticipated
 
in
 
these
 
statements,
 
many
 
of
 
which
 
are
beyond
 
our
 
control.
 
Such
 
forward-looking
 
statements
 
are
 
based
 
on
 
an
 
assessment
 
of
 
present
 
economic
 
and
operating
 
conditions
 
on
 
a
 
number
 
of
 
best
 
estimate
 
assumptions
 
regarding
 
future
 
events
 
and
 
actions.
 
These
factors are difficult to accurately predict and may be beyond our control. Factors that could affect our results, our
announced plans or an investment in our securities include,
 
but are not limited to:
 
the prices we receive for our coal;
 
uncertainty in
 
global economic
 
conditions,
 
including the
 
extent, duration
 
and impact
 
of the
 
Russia
and Ukraine
 
war,
 
as well
 
as risks
 
related to
 
government actions
 
with respect
 
to trade
 
agreements,
treaties or policies;
 
a decrease in the availability or increase in costs of key supplies, capital equipment or commodities,
such as diesel fuel, steel, explosives and tires;
 
the extensive
 
forms of
 
taxation that our
 
mining operations are
 
subject to,
 
and for
 
future tax regulations
and developments.
 
For
 
example, the
 
amendments
 
to
 
the coal
 
royalty
 
regime implemented
 
by the
Queensland State
 
Government in
 
Australia introducing higher
 
tiers to
 
the coal
 
royalty rates
 
applicable
to our Australian Operations;
 
severe
 
financial
 
hardship,
 
bankruptcy,
 
temporary
 
or
 
permanent
 
shut
 
downs
 
or
 
operational
challenges, due
 
to future
 
public health
 
crisis (such
 
as COVID-19
 
pandemic)
 
of one
 
or more
 
of our
major customers, including
 
customers in the steel
 
industry,
 
key suppliers/contractors, which
 
among
other
 
adverse
 
effects,
 
could
 
lead
 
to
 
reduced
 
demand
 
for
 
our
 
coal,
 
increased
 
difficulty
 
collecting
receivables
 
and
 
customers
 
and/or
 
suppliers
 
asserting
 
force
 
majeure
 
or
 
other
 
reasons
 
for
 
not
performing their contractual obligations to us;
 
our ability to generate sufficient cash to service
 
our indebtedness and other obligations;
 
our
 
indebtedness
 
and
 
ability
 
to
 
comply
 
with
 
the
 
covenants
 
and
 
other
 
undertakings
 
under
 
the
agreements governing such indebtedness;
 
our ability to
 
collect payments
 
from our customers
 
depending on
 
their creditworthiness,
 
contractual
performance or otherwise;
 
the demand for steel products, which impacts the demand for
 
our metallurgical, or Met, coals;
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
6
 
risks
 
inherent
 
to
 
mining
 
operations
 
could
 
impact
 
the
 
amount
 
of
 
coal
 
produced,
 
cause
 
delay
 
or
suspend coal deliveries, or increase the cost of operating
 
our business;
 
the loss of, or significant reduction in, purchases by our
 
largest customers;
 
risks
 
unique
 
to
 
international
 
mining
 
and
 
trading
 
operations,
 
including
 
tariffs
 
and
 
other
 
barriers
 
to
trade;
 
unfavorable economic and financial market conditions;
 
our ability to continue acquiring and developing coal reserves
 
that are economically recoverable;
 
uncertainties in estimating our economically recoverable coal
 
reserves;
 
transportation for our coal becoming unavailable or uneconomic
 
for our customers;
 
the risk that we may be required to pay for unused capacity pursuant to the terms of our take-or-pay
arrangements with rail and port operators;
 
our ability to retain key personnel and attract qualified
 
personnel;
 
any failure to maintain satisfactory labor relations;
 
our ability to obtain, renew or maintain permits and consents
 
necessary for our operations;
 
potential costs or
 
liability under applicable environmental
 
laws and regulations,
 
including with respect
to any exposure
 
to hazardous substances
 
caused by
 
our operations, as
 
well as any
 
environmental
contamination our
 
properties may have or our operations may cause;
 
extensive regulation of our mining operations and future
 
regulations and developments;
 
our ability to provide
 
appropriate financial assurances
 
for our obligations under
 
applicable laws and
regulations;
 
assumptions underlying our asset retirement obligations
 
for reclamation and mine closures;
 
concerns about the environmental impacts of coal combustion,
 
including possible impacts on global
climate issues,
 
which could
 
result in
 
increased regulation
 
of coal
 
combustion
 
and requirements
 
to
reduce
 
greenhouse
 
gas,
 
or
 
GHG,
 
emissions
 
in
 
many
 
jurisdictions,
 
which
 
could
 
significantly
 
affect
demand for our products or our securities and reduced
 
access to capital and insurance;
 
any cyber-attacks or
 
other security breaches that
 
disrupt our operations
 
or result in
 
the dissemination
of proprietary or confidential information about us, our
 
customers or other third parties;
 
the risk that we may not
 
recover our investments in
 
our mining, exploration and other
 
assets, which
may require us to recognize impairment charges related
 
to those assets;
 
risks related to divestitures and acquisitions;
 
the risk that diversity in
 
interpretation and application of
 
accounting principles in the
 
mining industry
may impact our reported financial results; and
 
other risks and uncertainties described in Item 1A. “Risk
 
Factors.”
We
 
make
 
many
 
of
 
our
 
forward-looking
 
statements
 
based
 
on
 
our
 
operating
 
budgets
 
and
 
forecasts,
 
which
 
are
based upon
 
detailed assumptions.
 
While we
 
believe that
 
our assumptions
 
are reasonable,
 
we caution
 
that it
 
is
very difficult to
 
predict the impact
 
of known factors,
 
and it is
 
impossible for us
 
to anticipate all
 
factors that could
affect our actual results.
See Item 1A. “Risk Factors” and
 
elsewhere in this Annual Report
 
on Form 10-K for a more
 
complete discussion
of the risks
 
and uncertainties
 
mentioned above
 
and for
 
discussion of other
 
risks and
 
uncertainties we
 
face that
could
 
cause
 
actual
 
results
 
to
 
differ
 
materially
 
from
 
those
 
expressed
 
or
 
implied
 
by
 
these
 
forward-looking
statements.
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
7
All
 
forward-looking
 
statements
 
attributable
 
to
 
us
 
are
 
expressly
 
qualified
 
in
 
their
 
entirety
 
by
 
these
 
cautionary
statements, as well as others made in this Annual
 
Report on Form 10-K and hereafter in our other
 
filings with the
Securities
 
and
 
Exchange
 
Commission,
 
or
 
SEC,
 
and
 
public
 
communications.
 
You
 
should
 
evaluate
 
all
forward-looking statements made by us in the context
 
of these risks and uncertainties.
We caution you that the risks and uncertainties identified by us may not be all of the factors that are important to
you.
 
You
 
should
 
not
 
interpret
 
the
 
disclosure
 
of
 
any
 
risk
 
to
 
imply
 
that
 
the
 
risk
 
has
 
not
 
already
 
materialized.
Furthermore, the forward
 
-looking statements
 
included in this
 
Annual Report on
 
Form 10-K
 
are made only
 
as of
the date hereof.
 
We undertake no
 
obligation to publicly
 
update or revise
 
any forward-looking statement as
 
a result
of new information, future events, or otherwise, except
 
as required by applicable law.
Forward-looking and
 
other statements
 
in this
 
Annual Report
 
on Form
 
10-K regarding
 
our GHG
 
reduction plans
and
 
goals
 
are
 
not
 
an
 
indication
 
that
 
these
 
statements
 
are
 
necessarily
 
material
 
to
 
investors
 
or
 
required
 
to
 
be
disclosed in our filings with the SEC. In addition, historical, current and forward
 
-looking GHG-related statements
may be based on standards for measuring
 
progress that are still developing, internal controls and
 
processes that
continue to evolve and assumptions that are subject to change
 
in the future.
c561202210Kp8i1 c561202210Kp8i0
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
8
PART I
ITEM 1.
 
BUSINESS.
Overview
We
 
are
 
a
 
leading
 
producer,
 
global
 
marketer
 
and
 
exporter
 
of
 
a
 
full
 
range
 
of
 
Met
 
coals.
 
We
 
own
 
a
 
portfolio
 
of
operating
 
mines
 
and
 
development
 
projects
 
in
 
Queensland
 
in
 
Australia,
 
and
 
in
 
Virginia,
 
West
 
Virginia
 
and
Pennsylvania
 
in
 
the
 
United
 
States.
 
We
 
are
 
one
 
of
 
the
 
largest
 
Met
 
coal
 
producers
 
globally
 
by
 
export
 
volume,
serving customers on five continents.
Our operations in Australia, or our Australian
 
Operations, consist of the 100%-owned
 
Curragh producing mining
property located
 
in the
 
Bowen Basin
 
of Australia.
 
Our operations
 
in the
 
United States,
 
or our
 
U.S. Operations,
consist
 
of
 
two
 
producing
 
mining
 
properties
 
(Buchanan
 
and
 
Logan),
 
one
 
temporarily
 
idled
 
mining
 
property
(Greenbrier) and two
 
development mining
 
properties (Mon
 
Valley,
 
and Russell County),
 
primarily located
 
in the
Central Appalachian
 
region of
 
the United
 
States, or
 
CAPP,
 
all of
 
which are
 
100%-owned. Our
 
U.S. Operations
and Australian Operations
 
are strategically located for
 
access to transportation
 
infrastructure. In addition
 
to Met
coal, our Australian Operations sell thermal coal under a long-term legacy contract assumed in the acquisition of
Curragh,
 
which
 
is
 
used
 
to
 
generate
 
electricity,
 
to
 
Stanwell
 
Corporation
 
Limited,
 
or
 
Stanwell,
 
a
 
Queensland
government-owned
 
entity
 
and
 
the
 
operator
 
of
 
the
 
Stanwell
 
Power
 
Station
 
located
 
near
 
Rockhampton,
Queensland,
 
and
 
some
 
thermal
 
coal
 
in
 
the
 
export
 
market.
 
Our
 
U.S.
 
Operations
 
also
 
produce
 
and
 
sell
 
some
thermal coal that is extracted in the process of mining
 
Met coal.
Location of Australian Operations
 
Location of U.S. Operations
Our core business
 
strategy focuses
 
on the production
 
of Met coal
 
for the North
 
American and seaborne
 
export
markets.
 
Met
 
coal
 
is
 
a
 
key
 
ingredient
 
in
 
the
 
production
 
of
 
steel
 
using
 
blast
 
furnaces,
 
and
 
approximately
 
770
kilograms of Met coal is required to produce one ton of steel.
We
 
have
 
a
 
geographically
 
diverse
 
customer
 
base
 
across
 
a range
 
of
 
global
 
markets.
 
Major
 
consumers
 
of
 
our
seaborne Met coal in 2022 were located in high-growth Asian markets, Brazil
 
and Europe. These consumers are
all major
 
global steel or
 
Met coke producers.
 
We are well-positioned
 
in the
 
key high-growth Asian
 
markets (Japan,
South
 
Korea
 
and
 
India)
 
as
 
sales
 
to
 
direct
 
end
 
users
 
in
 
the
 
region
 
represented
 
56.9%
 
of
 
our
 
total
 
revenue,
including Tata
 
Steel Limited, or Tata
 
Steel, which accounted for 19.4% of total revenue,
 
in 2022.
The
 
charts
 
below
 
show
 
our
 
direct
 
sales
 
by
 
geographic
 
region
 
in
 
2022
 
and
 
our
 
sales
 
volume
 
by
 
export
 
and
domestic coal sales in 2020, 2021 and 2022.
c561202210Kp9i0 c561202210Kp9i1 c561202210Kp9i2
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
c561202210Kp9i4
 
 
 
 
 
 
 
 
 
 
 
c561202210Kp9i6
 
 
 
 
 
 
 
 
 
 
 
c561202210Kp9i8
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
9
23%
18%
12%
15%
10%
14%
5%
4%
Customer -FY2022
 
direct sales by coal revenue
Japan
India
South Korea
North America
South America
Europe
Australia
Other Asia countries
75%
25%
FY2020
Export
Domestic
75%
25%
FY2021
Export
Domestic
66%
34%
FY2022
Export
Domestic
Sales volume by export and domestic coal sales
To
 
support our
 
operations, we
 
have proven
 
and probable
 
coal reserves
 
totaling
 
539 MMt
 
as of
 
December 31,
2022, 205 MMt and 334 MMt of which
 
are in Australia and the United States, respectively.
 
For more information
regarding our coal reserves, see Item 2. “Properties.”
History and Australian Public Offering
We were
 
founded in
 
2011
 
by our
 
current Chief
 
Executive Officer,
 
Mr.
 
Garold Spindler,
 
our then
 
President and
Chief
 
Operating
 
Officer,
 
Mr.
 
James
 
Campbell
 
and
 
a
 
private
 
equity
 
fund
 
affiliated
 
with
 
The
 
Energy &
 
Minerals
Group, or EMG, with the intention of evaluating, acquiring
 
and developing Met coal mining properties.
 
Prior to the initial public
 
offering,
 
Coronado Global Resources
 
Inc., was a wholly-owned subsidiary
 
of Coronado
Group LLC, which
 
is currently
 
owned by
 
funds managed
 
by EMG,
 
which we
 
refer to,
 
collectively,
 
as the
 
EMG
Group, and certain members of our management.
On
 
October 23,
 
2018,
 
we
 
completed
 
an
 
initial
 
public
 
offering
 
on
 
the
 
Australian
 
Securities
 
Exchange,
 
or
 
ASX,
which we refer to as the Australian IPO.
As of
 
December
 
31,
 
2022,
 
the
 
EMG Group
 
and
 
management
 
beneficially
 
owned
 
approximately
 
50.4%
 
of the
issued
 
and
 
outstanding
 
shares
 
of
 
our
 
common
 
stock
 
through
 
their
 
ownership
 
of
 
Coronado
 
Group LLC.
 
The
remaining 49.6%
 
was owned
 
by public
 
investors in
 
the form
 
of CDIs traded
 
on the ASX.
 
In addition,
 
Coronado
Group LLC
 
holds
 
one
 
share
 
of
 
preferred
 
stock
 
Series A,
 
par
 
value
 
$0.01
 
per
 
share,
 
of
 
the
 
Company,
 
or
 
the
Series A Share,
 
which is
 
the only
 
share of
 
preferred stock
 
issued and
 
outstanding. The
 
holder of
 
the Series
A
c561202210Kp10i0
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
10
Share
 
is
 
permitted
 
to
 
nominate
 
and
 
elect
 
members
 
of
 
our
 
Board
 
of
 
Directors
 
in
 
relation
 
to
 
the
 
amount
 
of
 
the
holder’s aggregate beneficial ownership of shares of our common stock.
Organizational Structure
The following chart shows our current organizational structure:
* Coronado Global Resources Inc. holds 100%
 
ownership interest in its subsidiaries, unless otherwise
 
stated.
 
Overview of Operations
Met Coal
Met coal is primarily
 
used in the manufacture of
 
coke, which is used
 
in the steel-making process, as
 
well as direct
injection into a blast furnace as a replacement for coke.
Sales of Met coal represented approximately 95.3%
of our total coal revenues for the year ended December 31,
2022. Most of the Met coal
 
that we produce is sold, directly
 
or indirectly,
 
to steel producers. The steel
 
industry’s
demand
 
for
 
Met
 
coal
 
is
 
affected
 
by
 
several
 
factors,
 
including
 
the
 
cyclical
 
nature
 
of
 
that
 
industry’s
 
business,
geopolitical stability,
 
general economic conditions affecting
 
demand for steel, tariffs
 
on steel and steel products,
technological developments in the steelmaking process and the availability and
 
cost of substitutes for steel, such
as aluminum,
 
composites and
 
plastics. We
 
compete based
 
on coal quality
 
and characteristics,
 
price, customer
service and support
 
and reliability of supply.
 
Seaborne Met coal
 
import demand, which
 
is most of our
 
business,
can be significantly impacted by the availability of indigenous coal production, particularly in the
 
leading Met coal
import
 
countries
 
of
 
China
 
and
 
India,
 
among
 
others,
 
and
 
the
 
competitiveness
 
of
 
seaborne
 
Met
 
coal
 
supply,
including
 
from
 
the
 
leading
 
Met
 
coal
 
exporting
 
countries
 
of
 
Australia,
 
the
 
United
 
States,
 
Russia,
 
Canada
 
and
Mongolia,
 
among
 
others.
In
 
2022,
 
the
 
seaborne
 
Met
 
coal
 
market
 
was
 
considerably
 
volatile,
 
driven
 
by
 
supply
concerns in
 
key Met
 
coal
 
markets and
 
continued
 
trade flow
 
disruptions
 
due to
 
sanctions imposed
 
on Russian
coal imports following the Russian invasion of Ukraine.
Thermal Coal
Sales of thermal
 
coal represented approximately
 
4.7% of our
 
total coal revenues
 
for the year
 
ended December
31, 2022.
 
The thermal
 
coal we
 
produce is
 
predominantly a
 
byproduct of
 
mining Met
 
coal. The
 
thermal coal
 
we
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
11
produce
 
is
 
sold,
 
directly
 
or
 
indirectly,
 
to
 
power
 
stations,
 
predominantly
 
Stanwell,
 
as
 
an
 
energy
 
source
 
in
 
the
generation
 
of
 
electricity.
 
Demand
 
for
 
our
 
thermal
 
coal
 
products
 
is
 
impacted
 
by
 
economic
 
conditions,
environmental regulations, demand for
 
electricity, including
 
the impact of energy efficient
 
products, and the cost
of electricity
 
generation
 
from
 
alternative
 
fuels.
 
Our
 
thermal
 
coal
 
products
 
primarily
 
compete
 
with
 
producers
 
of
other forms of electric generation,
 
including natural gas, oil, nuclear, hydro, wind, solar
 
and biomass, that provide
an alternative
 
to coal
 
use.
The Russian
 
invasion of
 
Ukraine impacted
 
global supply
 
dynamics
 
resulting in
 
Met
coal crossover trades into the thermal market caused
 
by increased thermal coal pricing.
Segments
In accordance with
 
Accounting Standards Codification, or
 
ASC, Topic 280,
Segment Reporting
, we have
 
adopted
the following reporting segments:
 
Australia; and
 
United States.
In addition, “Other and Corporate” is not determined
 
to be a reporting segment but is disclosed
 
for the purposes
of reconciliation to our Consolidated Financial Statements.
These segments are grouped based on geography and reflect how we currently monitor
 
and report the results of
the business to
 
the Chief Executive
 
Officer who is
 
our chief operating
 
decision maker, or CODM.
 
Factors affecting
and
 
differentiating
 
the
 
financial
 
performance
 
of
 
each
 
of these
 
two
 
reportable
 
segments
 
generally
 
include
 
coal
quality,
 
geology,
 
coal
 
marketing
 
opportunities,
 
mining
 
and
 
transportation
 
methods
 
and
 
regulatory
 
issues.
 
We
believe
 
this
 
method
 
of
 
segment
 
reporting
 
reflects
 
the
 
way
 
our
 
business
 
segments
 
are
 
currently
 
managed,
resources are allocated and
 
the way the performance
 
of each segment is evaluated.
 
The two segments
 
consist
of similar operating activities as each segment produces similar
 
products.
Diversification
We have
 
100% ownership
 
over all
 
of our
 
operating mines,
 
allowing us
 
full control
 
over all
 
operating decisions.
This
 
control
 
is
 
critical
 
during
 
times
 
of
 
crisis
 
and
 
allows
 
us
 
to
 
react
 
swiftly
 
and
 
decisively
 
to
 
changes
 
in
 
global
market demands.
 
We benefit from a geographically
 
diverse asset base,
 
in Australia and the United States,
 
with access to multiple
transportation infrastructure options, including key rail and port infrastructure, providing access to both seaborne
export and domestic markets.
 
We have access to
 
the key major markets
 
in both the Atlantic and
 
Pacific basins,
and our wide footprint provides flexibility to respond quickly
 
to changes in global market demands.
Sanctions
 
and
 
bans
 
on
 
Russian
 
coal
 
resulted
 
in
 
European
 
countries
 
seeking
 
alternative
 
sources
 
which
 
also
resulted in Met coal cross trades in the thermal markets, as producers looked to benefit from the price
 
arbitrage.
The low cost
 
nature of our
 
assets is a
 
function of the
 
quality of the
 
assets and the
 
available mine infrastructure
to extract our
 
reserves efficiently.
 
Being geographically
 
diverse allows us
 
to sell products
 
to our customers
 
in a
number of countries. This allows the sales team to leverage these relationships to provide value added solutions
such as blends with third parties, which is margin accretive.
Our Met
 
coal production is
 
diversified across high
 
quality products,
 
such as
 
hard coking coal,
 
or HCC,
 
semi coking
coals,
 
or
 
SCC,
 
and
 
pulverized
 
coal
 
injection,
 
or
 
PCI,
 
coal
 
from
 
our
 
Australian
 
Operations,
 
and
 
significant
production of HCC, comprising high volatile content,
 
or High-Vol,
 
(including sub-category A of High-Vol
 
,
 
or HVA,
and sub-category B of High-Vol,
 
or HVB), coal with medium
 
volatile content, or Mid-Vol, and coal with low
 
volatile
content,
 
or
 
Low-Vol,
 
coals
 
from
 
our
 
U.S.
 
Operations.
 
This
 
broad
 
product
 
range
 
supports
 
a
 
wide
 
variety
 
of
customer
 
requirements
 
and
 
various
 
blending
 
opportunities,
 
being
 
valued
 
for
 
its
 
attractive
 
coke-making
characteristics.
The below charts
 
show Met
 
product ranges
 
for our Australian
 
Operations and
 
our U.S.
 
Operations for
 
the year
ended December 31, 2022.
c561202210Kp12i1 c561202210Kp12i4 c561202210Kp12i5
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
c561202210Kp12i3 c561202210Kp12i2 c561202210Kp12i7
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
c561202210Kp12i0
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
12
58%
8%
34%
Australia
HCC
SCC
PCI
68%
30%
2%
U.S.
Low Vol
High Vol
Mid Vol
We
 
have a
 
dedicated
 
global
 
marketing
 
team
 
that
 
generates
 
direct sales
 
for our
 
Met coal.
 
Our
 
customer
 
base
spans across a full
 
spectrum of key
 
global markets. We
 
sell directly to a
 
number of large,
 
high-quality and well-
known
 
companies
 
in
 
the
 
steel
 
industry
 
globally.
 
Many
 
of
 
our
 
core
 
customers
 
have
 
been
 
our
 
longstanding
customers for over 20 years,
 
and source our products as essential base load,
 
which translates into a long history
of contract
 
renewal for
 
such customers.
 
We are
 
a major
 
supplier to
 
tier one
 
steel mills
 
in Japan,
 
South Korea,
Taiwan,
 
India,
 
Europe,
 
Brazil,
 
North
 
America
 
and
 
China.
 
Given
 
the
 
quality
 
of
 
our
 
diverse
 
customer
 
base,
 
we
believe the
 
demand for
 
our products
 
is fundamentally
 
insulated across
 
all stages
 
of the
 
commodity cycle.
 
This
flexibility provides us the ability to take advantage of favorable
 
market pricing as and where it arises.
2022 Coronado’s coal trade flows
Overview of Australian Operations—Curragh
Curragh is located in
 
Queensland’s Bowen Basin, one of the
 
world’s premier Met coal regions. Curragh
 
has been
operating since
 
1983, and
 
produces a
 
variety of
 
high-quality,
 
low-ash Met
 
coal products.
 
We believe
 
our HCC
product
 
is
 
recognized
 
by
 
steelmakers
 
for
 
its
 
low-ash
 
content,
 
consistency
 
of
 
quality
 
and
 
favorable
 
coking
attributes. We believe that
 
our SCC products are similarly
 
valued, in particular for
 
their low wall pressure, which
makes them suitable for stamp charging coke
 
ovens, and our PCI coal at Curragh
 
is recognized by steelmakers
for its low phosphorus and sulphur content. These Met
 
coal products are exported globally to a diverse customer
base located primarily in Asia.
 
Curragh also produces thermal
 
coal,
 
which is primarily sold domestically
 
under a
long-term contract with Stanwell, with a limited amount
 
being exported.
 
 
c561202210Kp13i0
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
13
94.7%
5.3%
FY22 Coal revenue mix -Australian
Operations
Met
Thermal
Revenues from our Australian Operations represented
 
59.3% of our total revenue for the year ended December
31, 2022. See Item 2. “Properties” for more information regarding
 
Curragh.
 
For the year ended December 31, 2022, 65.3% of the total
 
volume of coal sold by our Australian Operations was
Met coal and 34.7% of the
 
total volume of coal sold
 
by our Australian Operations
 
was thermal coal, the majority
of which is sold to
 
Stanwell. For the year
 
ended December 31, 2022,
 
Curragh sold 6.3
MMt of Met coal
 
into the
seaborne coal
 
markets. The
 
majority
 
of customers
 
purchase
 
multiple grades
 
or products
 
and have
 
purchased
Curragh coal continuously through all stages of the coal/commodity
 
pricing cycle. Curragh’s Met coal is typically
sold
 
on
 
annual
 
contracts
 
negotiated
 
by
 
our
 
Australian
 
Operations’
 
sales
 
managers,
 
with
 
pricing
 
agreed
 
to
bilaterally or with reference
 
to benchmark indices
 
or spot indices. Our
 
Australian Operations have
 
maintained a
high level of contract
 
coverage against planned production. In
 
2022,
 
substantially all of Curragh’s Met
 
coal export
sales were made under term contracts.
Overview of U.S. Operations—Buchanan and Logan
Our producing mining properties in the United States
 
are located in the CAPP region, specifically in Virginia
 
and
West
 
Virginia,
 
which
 
is
 
a
 
highly-developed,
 
active,
 
coal-producing
 
region.
 
Met
 
coal
 
produced
 
by
 
our
 
U.S.
Operations is consumed regionally by North American steel producers or
 
exported by seaborne transportation to
steel producers
 
(primarily in Asia,
 
Europe and South
 
America). The U.S.
 
Operations also
 
produce small quantities
of thermal coal
 
that is extracted
 
in the process
 
of mining Met
 
coal, which is
 
sold predominantly to
 
global export
markets, as well
 
as within North
 
America.
We believe
 
that many regard
 
Met coal from
 
the CAPP region
 
(where
our
 
U.S.
 
Operations
 
are
 
located)
 
to
 
be
 
of
 
the
 
highest
 
quality
 
in
 
the
 
world
 
owing
 
to
 
its
 
generally
 
low-ash
 
and
sulphur
 
content.
 
Our
 
U.S.
 
Operations
 
offer
 
a
 
range
 
of
 
Met
 
coal
 
products,
 
with
 
significant
 
production
 
of
 
HCC,
comprising coal wth High-Vol
 
(including HVA
 
and HVB), coal with Mid-Vol,
 
and coal with Low-Vol.
Sales from our U.S.
 
Operations to export
 
markets are typically
 
priced with reference
 
to a benchmark index.
 
We
generally sell our
 
seaborne coal through
 
intermediaries Free
 
on Rail (Incoterms
 
2010), or FOR,
 
and, therefore,
our realized price on FOR sales does not
 
include transportation to the seaborne port
 
or costs to transload into a
vessel. Consistent
 
with seaborne sales,
 
sales to North
 
American customers
 
are generally sold
 
on a FOR
 
basis
where the customer arrangers for and incurs the cost
 
of transportation to their facility.
 
A portion of our sales is
 
sold to North American steel and coke producers on annual contracts at
 
fixed prices that
do
 
not
 
fluctuate
 
with
 
the
 
benchmark
 
index.
 
The
 
fixed-price
 
nature
 
of
 
these
 
annual
 
contracts
 
provides
 
us
 
with
visibility on our future revenues, as compared to spot sales or sales priced with reference to a benchmark index.
For 2023, we have entered into annual contracts to sell approximately 1.6 MMt Met coal to North American steel
and coke producers.
 
During periods of
 
stable and rising
 
prices, we strive
 
to take advantage
 
of the spot
 
market.
Spot export contracts are negotiated throughout the year. Revenues from our U.S. Operations, in the aggregate,
represented 40.7%
of our total revenue
 
for the year ended
 
December 31, 2022. See
 
Item 2. “Properties” for more
information regarding Buchanan,
 
Logan and the other mining properties that compose our
 
U.S. Operations.
 
c561202210Kp14i0
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
14
96.3%
3.7%
FY22 Coal revenue mix -U.S.
Operations
Met
Thermal
0%
10%
20%
30%
40%
50%
60%
70%
80%
Xcoal
Tata
Top 5
Top 10
Top
Customers
by coal revenues
FY 22
FY 21
For the year ended December 31, 2022,
 
95.7% of the total volume of
 
coal sold by our U.S. Operations
 
was Met
coal and
 
4.3% was
 
thermal coal.
 
We sold
 
61.7% of
 
total Met
 
coal from
 
our U.S.
 
Operations into
 
the seaborne
Met coal markets for the year ended December 31, 2022.
 
Customers
We sell
 
most of our
 
coal to
 
steel producers,
 
either directly
 
or through
 
intermediaries, such
 
as brokers.
 
We also
sell
 
thermal
 
coal
 
to
 
electricity
 
generators
 
either
 
directly
 
or
 
through
 
intermediaries
 
such
 
as
 
brokers.
 
Major
consumers of our
 
seaborne Met
 
coal in 2022
 
were located
 
in India, China,
 
Japan, South
 
Korea, Taiwan,
 
Brazil
and Europe.
 
These consumers
 
are all
 
major global
 
steel or
 
Met coke
 
producers. The
 
majority of
 
our sales
 
are
made under contracts with terms of typically one year
 
or on a spot basis.
 
Tata
 
Steel
Our U.S. Operations
 
and Australian Operations
 
are parties to
 
Long Term
 
Coal Sale and
 
Purchase Agreements
with TS
 
Global Procurement
 
Company Pte
 
Ltd, or
 
Tata
 
Steel,
 
with ending
 
March 31,
 
2025. These
 
Long Term
Agreements provide for
 
the sale of a
 
minimum aggregate total
 
of 2.25 MMt of
 
coal per contract
 
year across the
Group, consisting of
 
certain specific quantities
 
of HCC, and
 
pulverized coal
 
injection, or PCI,
 
Coal.
 
The coal
 
is
sold Free on
 
Board (Incoterms 2020),
 
or FOB, priced
 
with reference to
 
benchmark indices and
 
the agreements
contain industry
 
standard terms
 
and conditions
 
with respect
 
to delivery,
 
transportation, inspection,
 
assignment,
taxes and performance failure.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
15
Xcoal
In 2022,
 
we
 
sold
 
1.9
 
MMt
 
of coal
 
to
 
Xcoal
 
Energy
 
Resources
 
LLC,
 
or Xcoal,
 
from
 
our U.S.
 
Operations.
 
Coal
revenues from Xcoal represented 28.4%
of coal revenues
 
from our U.S. Operations. Purchase orders with Xcoal
are entered
 
into primarily on
 
an ad hoc
 
(shipment-by-shipment) basis.
 
Xcoal, as
 
well as most
 
other customers,
typically
 
take
 
ownership
 
of
 
coal
 
upon
 
loading
 
into
 
the
 
rail
 
car
 
(FOR)
 
and
 
are
 
responsible
 
for
 
handling
transportation logistics to the port and beyond.
 
Stanwell
We are
 
party to
 
contractual arrangements
 
with Stanwell,
 
including a
 
Coal Supply
 
Agreement, or
 
the CSA,
 
and
the Curragh Mine New Coal Supply Deed, dated August
 
14, 2018, or the Supply Deed.
Under the CSA, we deliver thermal coal from Curragh to Stanwell at an agreed price and quantity.
 
Stanwell may
vary the quantity of thermal coal purchased each year so the total quantity to be delivered to Stanwell each year
cannot
 
be
 
precisely
 
forecast.
 
The coal
 
that
 
we
 
supply
 
to Stanwell
 
constitutes
 
the
 
majority
 
of the
 
thermal
 
coal
production from Curragh. Our cost of supplying coal to Stanwell has
 
been greater than the contracted price paid
by Stanwell during the year ended December 31, 2022 and
 
for prior years.
 
Under the CSA, we also
 
share part of the revenue earned from
 
export Met coal sales (from particular Tenements
(as defined below))
 
with Stanwell
 
through various
 
rebates. The
 
most material
 
rebate is
 
the export
 
price rebate,
which is linked to the realized export coal price for a defined
 
Met coal product, as follows:
 
For the
 
first 7.0 MMtpa
 
of export
 
coal sales: when
 
the 12-month trailing,
 
weighted-average realized export
coal price of Reference coal exceeds the Tier
 
1 Rebate Coal Floor Price, we pay a rebate
 
of 25% of the
difference between the realized export coal price and
 
the Tier 1 Rebate Coal Floor
 
Price.
 
For export
 
coal sales
 
above 7.0
 
MMtpa: when
 
the 12-month
 
trailing, weighted-average
 
realized export
coal price of Reference coal exceeds the Tier
 
2 Rebate Coal Floor Price, we pay a rebate
 
of 10% of the
difference between the realized export coal price and
 
the Tier 2 Rebate Coal Floor
 
Price.
The CSA also provides for:
 
a tonnage rebate to Stanwell per Mt on the first 7.0 MMtpa of export coal sales and
 
on export coal sales
above 7.0 MMtpa; and
 
a rebate on run-of-mine, or ROM, coal mined in the Curragh “Pit U
 
East Area.”
The total Stanwell
 
rebate for the
 
year ended
 
December 31,
 
2022, was $166.0
million and has
 
been included in
the
 
Consolidated
 
Statements
 
of
 
Operations
 
and
 
Comprehensive
 
Income
 
included
 
elsewhere
 
in
 
this
 
Annual
Report on Form 10-K.
The Supply
 
Deed grants
 
us the
 
right to
 
mine the
 
coal reserves
 
in the
 
Stanwell Reserved
 
Area, or
 
the SRA.
 
In
exchange, we agreed to certain amendments to the CSA and to
 
enter into a New Coal Supply Agreement, or the
NCSA upon the
 
expiration of the
 
CSA (which is
 
expected to occur
 
in 2027).
 
On July 12,
 
2019, we entered
 
into
the
 
NCSA
 
with
 
Stanwell.
 
From
 
the
 
earlier
 
of
 
the
 
expiry
 
of
 
the
 
CSA,
 
the
 
date
 
of
 
termination
 
of
 
the
 
CSA,
 
and
January 1, 2029, we
 
will continue to supply
 
thermal coal to
 
Stanwell under the
 
NCSA. The term of
 
the NCSA is
expected to be 10 years,
 
and Coronado will supply
 
to Stanwell 2 million ‘Tonnes
 
Equivalent’ of thermal coal
 
per
annum (based
 
on a
 
nominal gross
 
calorific value
 
of 25.6GJ)
 
at a
 
fixed contract
 
price that
 
varies in
 
accordance
with agreed formulae, inclusive
 
of all statutory charges and
 
royalties in respect of
 
coal sold and delivered under
the NCSA. The export rebates which were payable under the CSA are not payable during the term of the NCSA.
 
The
 
supply
 
term,
 
the
 
contract
 
tonnage
 
and
 
the
 
contract
 
price
 
under
 
the
 
NCSA
 
are
 
subject
 
to
 
adjustment
 
in
accordance with a financial
 
model agreed between Stanwell
 
and us. In summary,
 
we have agreed that
 
the total
value of the
 
discount received
 
by Stanwell
 
on coal
 
supplied to
 
it under
 
the NCSA
 
should (by
 
the expiry
 
date of
the NCSA)
 
be equal
 
to
 
the
 
net present
 
value
 
of $155.2
 
million
 
(A$210.0
 
million)
 
as at
 
the
 
date
 
of
 
the
 
Supply
Deed,
using
 
a
 
contractual
 
pre-tax
 
discount
 
rate
 
of
 
13%
 
per
 
annum.
 
The
 
net
 
present
 
value
 
of
 
the
 
deferred
consideration
 
was
 
$243.2
million
 
as
 
of
 
December
 
31,
 
2022.
 
On
 
January
 
18,
 
2021,
 
the
 
Option
 
Coal
 
Supply
Agreement, or
 
the OCSA,
 
contemplated by
 
clause 5
 
of the NCSA
 
was entered
 
into, in
 
respect of
 
the supply
 
of
certain additional coal to Stanwell during the term of the
 
NCSA.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
16
See Item 1A. “Risk
 
Factors—Risks related
 
to the Supply
 
Deed with
 
Stanwell may
 
adversely affect
 
our financial
condition and results of operations.”
Transportation
Coal produced
 
at
 
our mining
 
properties
 
is transported
 
to customers
 
by a
 
combination
 
of road,
 
rail,
 
barge
 
and
ship. See Item 2. “Properties”
 
for descriptions of the transportation infrastructure
 
available to each of our mining
properties. Rail
 
and port
 
services
 
are typically
 
contracted
 
on a
 
long-term,
 
take-or-pay basis
 
in Australia,
 
while
these contracts
 
are typically
 
negotiated on
 
a quarterly
 
basis in
 
the United
 
States.
 
See Item 7.
 
“Management’s
Discussion and Analysis of Financial Condition and Results of Operations
 
—Liquidity and Capital Resources” for
additional information on our take-or-pay obligations.
Australian Operations
Our Australian
 
Operations
 
typically sell
 
export coal
 
FOB, with
 
the customer
 
paying for
 
transportation
 
from the
outbound shipping port.
 
The majority of
 
Curragh’s export
 
Met coal is railed
 
approximately 300 kilometers
 
to the
Port of
 
Gladstone for export
 
via two main
 
port terminals, RG
 
Tanna Coal Terminal,
 
or RGTCT, and Wiggins Island
Coal Export Terminal,
 
or WICET.
 
Curragh also has capacity available
 
to stockpile coal at the Port
 
of Gladstone.
For
 
sales
 
of
 
thermal
 
coal
 
to
 
Stanwell,
 
Stanwell
 
is
 
responsible
 
for
 
the
 
transport
 
of
 
coal
 
to
 
the
 
Stanwell
 
Power
Station.
 
Rail Services
Curragh is
 
linked to
 
the Blackwater
 
rail line
 
of the
 
Central Queensland
 
Coal Network,
 
or CQCN,
 
an integrated
coal
 
haulage
 
rail system
 
owned
 
and
 
operated
 
by
 
Aurizon
 
Network
 
Pty Ltd.,
 
or
 
Aurizon
 
Network.
 
Curragh
 
has
secured
 
annual
 
rail
 
haulage
 
capacity
 
of
 
up
 
to
 
12.0
MMtpa
 
(plus
 
surge
 
capacity)
 
under
 
long-term
 
rail
 
haulage
agreements with Aurizon
 
Operations Limited, or
 
Aurizon Operations, and
 
Pacific National Holdings
 
Pty Limited,
or Pacific National.
 
The RGTCT Coal
 
Transport Services
 
Agreement with Aurizon
 
Operations is for
 
8.5
MMtpa of haulage
 
capacity
to RGTCT. Curragh pays a minimum monthly charge (components of which are payable on a take-or-pay basis),
which is calculated with reference
 
to the below-rail access charges,
 
haulage/freight charges, a minimum
 
annual
tonnage
 
charge
 
and
 
other
 
charges.
 
The
 
RGTCT
 
Coal
 
Transport
 
Services
 
Agreement
 
terminates
 
on
 
June 30,
2030.
The Coal
 
Transport
 
Services Agreement
 
with Pacific
 
National is
 
for 1.0
 
MMtpa of
 
haulage capacity
 
to RGTCT.
Curragh pays
 
a minimum
 
monthly charge
 
(components of
 
which are
 
payable on
 
a take-or-pay
 
basis), which
 
is
calculated with reference to the below-rail
 
access charges, haulage/freight charges, a
 
minimum annual tonnage
charge and other charges. The
 
Coal Transport Services
 
Agreement with Pacific National terminates
 
on July 31,
2029.
 
The
 
Wiggins
 
Island
 
Rail
 
Project,
 
or
 
WIRP,
 
Transport
 
Services
 
Agreement
 
with
 
Aurizon
 
Operations
 
is
 
for
 
2.5
MMtpa of capacity to WICET.
 
This contract is effectively
 
100% take-or-pay (for a
 
portion of the rail haulage
 
and
all capacity access charges). This agreement expires on June
 
30, 2030.
Port Services
Curragh exports coal
 
through two terminals
 
at the Port
 
of Gladstone, RGTCT
 
and WICET.
 
At RGTCT,
 
Curragh
and
 
Gladstone
 
Port
 
Corporation
 
Limited,
 
or GPC,
 
are
 
parties
 
to
 
a
 
coal
 
handling
 
agreement
 
that
 
expires
 
on
June 30, 2030.
 
The agreement may
 
be renewed
 
at our
 
request and,
 
subject to certain
 
conditions, GPC is required
to agree
 
to the
 
extension
 
if there
 
is capacity
 
at RGTCT
 
to allow
 
the extension.
 
We currently
 
have the
 
right
 
to
export between 7.7 MMtpa and 8.7 MMtpa at our nomination
 
on a take-or-pay basis.
We have
 
a minority
 
interest
 
in WICET
 
Holdings
 
Pty Ltd, whose
 
wholly-owned
 
subsidiary,
 
Wiggins Island
 
Coal
Export Terminal
 
Pty Ltd, or WICET Pty Ltd, owns WICET.
 
Other coal producers who export coal through WICET
also hold
 
shares
 
in
 
WICET
 
Holdings
 
Pty Ltd.
 
In addition,
 
we and
 
the
 
other
 
coal
 
producers
 
(or
 
shippers)
 
have
take-or-pay agreements with WICET Pty
 
Ltd and pay a terminal handling charge
 
to export coal through WICET,
which is
 
calculated
 
by reference
 
to WICET’s
 
annual operating
 
costs, as
 
well as
 
finance costs
 
associated with
WICET
 
Pty Ltd’s
 
external
 
debt
 
facilities.
 
Our
 
take-or-pay
 
agreement
 
with
 
WICET
 
Pty Ltd,
 
or
 
the
 
WICET
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
17
Take
 
-or-Pay
 
Agreement,
 
provides
 
Curragh
 
with
 
export
 
capacity
 
of
 
1.5
 
MMtpa.
 
The
 
WICET
 
Take
 
-or-Pay
Agreement is an “evergreen”
 
agreement, with rolling ten-year
 
terms. If we inform
 
WICET Pty Ltd that we
 
do not
wish to continue to roll the term
 
of the WICET Take
 
-or-Pay Agreement, the term would
 
be set at nine years and
the terminal handling
 
charge payable
 
by us would
 
be increased so
 
that our
 
proportion of WICET
 
Pty Ltd’s debt
is amortized to nil by the end of that nine-year term.
Under
 
the
 
WICET
 
Take
 
-or-Pay
 
Agreement,
 
we
 
are
 
obligated
 
to
 
pay
 
for
 
that
 
capacity
 
via
 
terminal
 
handling
charges, whether utilized or not. The terminal handling charge payable by us can be adjusted by WICET
 
Pty Ltd
if
 
our
 
share
 
of
 
WICET
 
Pty Ltd’s
 
operational
 
and
 
finance
 
costs
 
increases,
 
including
 
because
 
of
 
increased
operational costs or because another shipper defaults
 
and has its capacity reduced to nil. The terminal handling
charge is subject
 
to a financing
 
cap set out
 
in the terminal
 
handling charge methodology
 
and has already
 
been
reached and
 
is in force.
 
If another shipper
 
defaults under
 
its take-or-pay
 
agreement, each
 
remaining shipper
 
is
effectively proportionately liable to pay that defaulting shipper’s share of WICET Pty Ltd’s costs going forward, in
the form of increased terminal handling charges.
If we default under the
 
WICET Take
 
-or-Pay Agreement, we would
 
be obligated to pay a
 
termination payment to
WICET
 
Pty Ltd.
 
The
 
termination
 
payment
 
effectively
 
represents
 
our
 
proportion
 
of
 
WICET
 
Pty Ltd’s
 
total
 
debt
outstanding, based
 
on the
 
proportion of
 
our contracted
 
tonnage to
 
the total
 
contracted
 
tonnage of
 
shippers
 
at
WICET at
 
the time
 
the payment
 
is triggered.
 
Shippers can
 
also become
 
liable to
 
pay the
 
termination
 
payment
where there is a permanent cessation of operations at WICET.
 
Since WICET began shipping export tonnages in
April
 
2015,
 
four
 
WICET
 
Holdings
 
Pty Ltd
 
shareholders
 
have
 
entered
 
into
 
administration
 
and
 
Take
 
-or-Pay
Agreements subsequently terminated, resulting
 
in the aggregate
 
contracted tonnage of shippers
 
decreasing from
27 MMtpa to 15.5 MMtpa.
Under the WICET Take
 
-or-Pay Agreement, we are required
 
to provide security (which is
 
provided in the form of
a bank guarantee). The amount of
 
the security must cover our estimated liabilities as
 
a shipper under the WICET
Take
 
-or-Pay Agreement for the following twelve-month period. If
 
we are in default under
 
the WICET Take-or-Pay
Agreement and
 
are subject
 
to a
 
termination payment,
 
WICET Pty Ltd
 
can draw
 
on the
 
security and
 
apply it
 
to
amounts
 
owing
 
by us.
 
See
 
Item 1A. “Risk
 
Factors—Risks
 
related to
 
our
 
investment
 
in
 
WICET
 
may adversely
affect our
 
financial condition
 
and results
 
of operations”
 
and Item 7.
 
“Management’s
 
Discussion and
 
Analysis of
Financial Condition
 
and Results
 
of Operations—Liquidity
 
and Capital
 
Resources”
 
for additional
 
information
 
on
our take-or-pay obligations.
U.S. Operations
Our
 
U.S.
 
Operations’
 
domestic
 
contracts
 
are
 
generally
 
priced
 
FOR
 
at
 
the
 
mine
 
with
 
customers
 
bearing
 
the
transportation costs from
 
the mine to the
 
applicable end user.
 
For direct sales to
 
export customers, we hold
 
the
transportation
 
contract
 
and
 
are
 
responsible
 
for
 
the
 
cost
 
to
 
the
 
export
 
facility,
 
and
 
the
 
export
 
customer
 
is
responsible
 
for
 
the
 
transportation/freight
 
cost
 
from
 
the
 
export
 
facility
 
to
 
the
 
destination.
 
A
 
portion
 
of
 
our
 
U.S.
export sales
 
are made
 
through Xcoal and
 
other intermediaries. For
 
these sales, Xcoal
 
or the
 
intermediary typically
take ownership of
 
the coal as
 
it is loaded
 
into the railcar. The intermediary
 
is responsible for
 
the rail transportation
and port costs.
Rail Services
Our U.S. Operations
 
are served by
 
Northfork Southern
 
and CSX Transportation
 
railroads. In
 
2022, we shipped
approximately 94.7% of our total shipments via rail from
 
our U.S. mining properties.
Northfork Southern
 
railroad serves
 
our Buchanan
 
mining property
 
and transports
 
Buchanan’s coal
 
to Lamberts
Point Coal
 
Terminal
 
Pier 6
 
and to
 
CNX Marine
 
Terminal
 
for export
 
customers and
 
to our
 
domestic customers
either directly
 
or
 
indirectly
 
via inland
 
river
 
dock
 
facilities
 
where
 
the coal
 
is transloaded
 
on
 
to
 
barges
 
and
 
then
transported to the customer’s facilities.
CSX
 
Transportation
 
railroad
 
serves
 
our
 
Logan
 
and
 
Greenbrier
 
mining
 
properties.
 
CSX
 
transports
 
Logan
 
and
Greenbrier’s coal to Kinder
 
Morgan Pier IX Terminal
 
or CNX Marine Terminal
 
or Dominion Terminal
 
Associates
(DTA)
 
for
 
export
 
customers
 
and
 
either
 
directly
 
to
 
the
 
customers
 
or
 
to
 
inland
 
river
 
dock
 
facilities
 
for
 
domestic
customers.
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
18
Port Services
Norfolk
 
Southern’s
 
Lamberts
 
Point
 
Coal
 
Terminal
 
Pier
 
6
 
is
 
the
 
largest
 
coal
 
loading
 
facility
 
in
 
the
 
Northern
Hemisphere with 48 million tons
 
of annual export capacity
 
and is the main terminal
 
at Lamberts Point located
 
in
Norfolk, Virginia.
 
Kinder Morgan’s
 
Pier IX
 
is a
 
coal export
 
terminal with
 
an annual
 
export capacity
 
of 16
 
million
tons located in the Port of Hampton Roads in Newport
 
News, Virginia.
Our U.S. Operations have dedicated inventory capacity
 
and a take-or-pay obligation to transload one million
 
net
tons per
 
year through
 
Kinder Morgan’s
 
Pier IX
 
Terminal
 
to the
 
end of
 
March 2024.
 
On March
 
1, 2022,
 
we re-
assigned
 
700,000
 
net
 
tons
 
per
 
year
 
to
 
Xcoal
 
for
 
a
 
consideration,
 
reducing
 
our
 
dedicated
 
capacity
 
at
 
Kinder
Morgan’s Pier IX Terminal
 
to 300,000 net tons per year to March 2024. On November 1, 2022,
 
we extended our
arrangement with Kinder Morgan from April 2024 to March 2027,
 
with an option to extend for an additional three
years, for a dedicated inventory
 
capacity and take-or-pay obligation
 
to transload 650,000 net tons
 
per year.
 
Our
U.S. Operations also have alternate port access through CNX Marine Terminal which is a transshipping terminal
at the Port of Baltimore owned by CONSOL Energy.
Suppliers
The principal
 
goods we
 
purchase
 
in support
 
of our
 
mining activities
 
are mining
 
equipment, replacement
 
parts,
diesel fuel, natural gas, ammonium-nitrate
 
and emulsion-based explosives, off
 
-road tires, steel-related products
(including roof control materials), lubricants and electricity.
 
As a general matter, we have many well-established,
strategic relationships
 
with our
 
key suppliers
 
of goods
 
and do not
 
believe that
 
we are
 
dependent on
 
any of
 
our
individual suppliers.
We
 
also
 
depend
 
on
 
several
 
major
 
pieces
 
of
 
mining
 
equipment
 
and
 
facilities
 
to
 
produce
 
and
 
transport
 
coal,
including, but not limited to, longwall mining systems,
 
continuous miners, draglines, dozers, excavators, shovels,
haul trucks, conveyors,
 
coal preparation plants,
 
or CPPs, and
 
rail loading and
 
blending facilities. Obtaining
 
and
repairing these
 
major pieces
 
of equipment and
 
facilities often
 
involves long
 
lead times.
 
We strive
 
to extend
 
the
lives of existing equipment and facilities through maintenance practices and equipment rebuilds in order to defer
the requirement for larger capital purchases. We use our global leverage with major suppliers
 
to support security
of
 
supply
 
to
 
meet
 
the
 
requirements
 
of
 
our
 
active
 
mines.
 
See
 
Item 2.
 
“Properties”
 
for
 
more
 
information
 
about
operations at our mining properties.
We use
 
contractors
 
and other
 
third parties
 
for exploration,
 
mining and
 
other services,
 
generally,
 
and rely
 
on a
number
 
of
 
third
 
parties
 
for
 
the
 
success
 
of
 
our
 
current
 
operations
 
and
 
the
 
advancement
 
of
 
our
 
development
projects.
 
See
 
Item
 
1A.
 
“Risk
 
Factors—Our
 
profitability
 
could
 
be
 
affected
 
adversely
 
by
 
the
 
failure
 
of
 
suppliers
and/or outside contractors to perform.”
Competition
We operate
 
in a competitive
 
environment. We
 
compete with domestic
 
and international coal
 
producers, traders
and brokers.
 
We compete on price, coal quality, transportation, optionality, reputation and reliability. Demand for
Met coal and the prices that we will be able to obtain
 
for our Met coal are highly competitive and
 
are determined
predominantly by
 
world markets,
 
which are
 
affected by
 
numerous factors
 
beyond our
 
control, including
 
but not
limited to:
 
 
general global, regional and local economic activity;
 
changes in demand for steel and energy;
 
industrial production levels;
 
short-term constraints, including weather incidents;
 
changes in the supply of seaborne coal;
 
technological changes;
 
changes in international freight or other transportation infrastructure
 
rates and costs;
 
the costs of other commodities and substitutes for coal
 
;
 
market changes in coal quality requirements;
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
19
 
government regulations which restrict, or increase the
 
cost of, using coal;
 
tariffs
 
imposed
 
by
 
countries,
 
including
 
the
 
United
 
States
 
and
 
Australia,
 
on
 
the
 
import
 
of
 
certain
 
steel
products and any retaliatory tariffs by other countries
 
;
 
and
 
tax impositions on the resources industry,
 
all of which are outside of our control;
In addition, coal prices are highly
 
dependent on the outlook for coal consumption in
 
large Asian economies, such
as China, Japan, South Korea and India,
 
as well as any changes in government
 
policy regarding coal or energy
in those countries.
 
In developing our
 
business plan and
 
operating budget, we
 
make certain assumptions
 
regarding future Met
 
coal
prices, coal demand and
 
coal supply. The prices we receive for
 
our Met coal depend on
 
numerous market factors
beyond our control. Accordingly,
 
some underlying coal price assumptions relied on by us may materially change
and
 
actual
 
coal
 
prices
 
and
 
demand
 
may
 
differ
 
materially
 
from
 
those
 
expected.
 
Our
 
business,
 
operating
 
and
financial
 
performance,
 
including
 
cash
 
flows
 
and
 
asset
 
values,
 
may
 
be
 
materially
 
and
 
adversely
 
affected
 
by
short- or long-term volatility in the prevailing prices of
 
our products.
Competition in
 
the coal
 
industry is based
 
on many
 
factors, including, among
 
others, world supply
 
price, production
capacity,
 
coal
 
quality
 
and
 
characteristics,
 
transportation
 
capability
 
and
 
costs,
 
blending
 
capability,
 
brand
 
name
and diversified operations. We are
 
subject to competition from
 
producers in Australia, the
 
United States, Canada,
Russia,
 
Mongolia
 
and
 
other
 
coal
 
producing
 
countries.
 
See
 
Item 1A.
 
“Risk
 
Factors—We
 
face
 
significant
competition, which could adversely affect profitability.”
Environmental Sustainability
We are focused on extracting high quality Met coal in an environmentally responsible way.
 
Coal mining is one of
the most
 
environmentally
 
regulated
 
industries
 
in the
 
world,
 
and
 
it is
 
vital
 
that
 
we
 
consistently
 
meet
 
or exceed
relevant regulatory standards.
We are subject to various environmental laws, regulations and public policies in Australia
 
and the United States.
Managing
 
our
 
environment
 
and
 
climate
 
change
 
risks
 
is
 
a
 
key
 
component
 
of
 
our
 
corporate
 
strategy
 
and
 
it
 
is
integrated into all stages
 
and areas or our
 
daily operations. We
 
seek to minimize
 
our environmental impact and
ensure we meet or exceed our legislative and regulatory
 
environmental obligations.
 
Coronado’s environmental
 
sustainability initiatives
 
and strategy are
 
discussed further
 
in our 2021
 
Sustainability
Report
 
published
 
on
 
May
 
10,
 
2022,
 
which
 
can
 
be
 
found
 
on
 
our
 
website
 
at
www.coronadoglobal.com/sustainability/
 
.
 
Nothing
 
on
 
our
 
website,
 
including
 
our
 
2021
 
Sustainability
 
Report
 
or
sections thereof,
 
shall be
 
deemed
 
incorporated by
 
reference
 
into this
 
Annual Report
 
on Form
 
10-K. Our
 
2022
Sustainability Report is expected to be available in May
 
2023.
 
Climate change
 
We believe that
 
climate change is
 
a complex challenge
 
that requires action
 
at all
 
levels of
 
society. Climate change
can
 
heighten
 
existing
 
physical
 
and
 
non-physical
 
impacts
 
and
 
risks
 
and
 
introduce
 
new
 
ones
 
that
 
can
 
affect
business performance in the near and long-term.
While our operations
 
are recognized as
 
vital contributors to
 
the communities and
 
economies in which
 
we operate,
we acknowledge that
 
our mining activities
 
create Greenhouse
 
Gas (GHG)
 
emissions. Climate change
 
is one of
the
 
most
 
significant
 
issues
 
for
 
the
 
steel
 
industry
 
and
 
the
 
industry
 
has
 
made
 
significant
 
reductions
 
in
 
GHG
emissions
 
by
 
improving
 
energy
 
efficiency
 
and
 
using
 
new
 
technologies.
 
Where
 
possible,
 
we
 
are
 
continuing
 
to
identify and
 
implement GHG emissions
 
and energy
 
reduction opportunities across
 
our business,
 
whilst monitoring
climate related
 
risks
 
and the
 
sustainability
 
of our
 
operations.
 
We are
 
committed to
 
working with
 
other industry
partners to
 
support, develop
 
and introduce
 
new coal
 
production and
 
energy-generation technologies,
 
that help
reduce the environmental impact while continuing to meet
 
global energy and steel demands.
Our Australian
 
Operations operate
 
under an
 
Environmental Management
 
System, or
 
EMS, in
 
accordance
 
with
ISO 14001 that contains set
 
plans and procedures to ensure
 
all environmental commitments are
 
met. The EMS
is
 
used
 
as
 
a
 
tool
 
to
 
uphold
 
our
 
Australian
 
Operations’
 
Environmental
 
Policy
 
and
 
integrate
 
environmental
compliance into
 
all facets
 
of the
 
business. Our
 
Australian Operations
 
disclose GHG
 
Scope 1
 
and 2
 
emissions
annually to the Clean Energy Regulator under the National Greenhouse
 
and Energy Reporting Scheme.
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
20
Our
 
U.S.
 
Operations
 
undergo
 
detailed
 
internal
 
inspections
 
as
 
well
 
as
 
rigorous
 
evaluations
 
by
 
both
 
state
 
and
federal inspectors
 
on a
 
regular basis.
 
Our U.S.
 
Operations
 
disclose GHG
 
Scope 1
 
and 2
 
emissions, including
fugitive emissions
 
(methane),
 
for the
 
facilities
 
required
 
to report
 
their
 
emissions
 
annually
 
to the
 
United
 
States
Environmental Protection Agency.
 
Our
 
operations
 
are
 
currently
 
focused
 
on
 
implementing
 
reporting
 
improvements,
 
identifying
 
opportunities
 
for
reducing
 
emissions
 
on
 
a
 
per
 
ton
 
of
 
production
 
basis
 
and
 
benchmarking
 
ourselves
 
against
 
our
 
peer
 
group.
Coronado launched its first set of GHG targets
 
in 2022 and has committed to targeting reductions
 
in its Scope 1
and 2 emissions by 30% by 2030.
 
Emissions
 
reduction
 
estimates
 
to 2030
 
have
 
been evaluated
 
based
 
on improvements
 
that
 
can reasonably
 
be
expected using
 
technologies
 
currently available.
 
Detailed
 
analysis to
 
determine
 
economic
 
viability of
 
available
technologies has not been considered.
The target reduction of 30% by 2030
 
is based in the current mine plans for Coronado's
 
Curragh and U.S. mines
and
 
is
 
not
 
expected
 
to
 
be
 
a
 
linear
 
reduction.
 
As
 
we
 
address
 
our
 
material
 
areas
 
of
 
impact
 
including
 
emission
reductions and opportunities, the need for mitigation technologies
 
are likely to increase.
We are
 
also evaluating
 
a range
 
of potential
 
projects that
 
could have
 
a positive
 
impact on
 
our emissions
 
profile
including options for
 
energy generation from
 
solar,
 
wind and gas
 
along with on-grid
 
solutions. For example,
 
we
began a project to understand and define gas reservoirs at Curragh with gas production drilling that commenced
in
 
the
 
fourth
 
quarter
 
of
 
2022.
 
This
 
project
 
will
 
continue
 
into
 
2023
 
with
 
well
 
completion
 
and
 
an
 
anticipated
downstream trial of running gas converted haul trucks using the incidental coal seam gas from our operations as
a diesel substitute.
 
Similarly, on July 27,
 
2022, we
 
officially commissioned the
 
Buchanan Ventilation Air Methane,
 
or VAM, abatement
project
 
on
 
vent
 
shaft
 
16
 
at
 
our
 
U.S.
 
Operations.
 
The
 
project
 
utilizes
 
the
 
latest
 
technology
 
to
 
convert
 
fugitive
methane
 
gas
 
emissions
 
to
 
carbon
 
dioxide.
 
The
 
goal
 
of
 
this
 
project
 
is
 
to
 
reduce
 
the
 
Buchanan
 
mine
 
methane
emissions
 
by
 
approximately
 
22
 
times
 
and
 
reduce
 
total
 
emissions
 
from
 
the
 
mine
 
by
 
61%
 
by
 
2030.
 
The
 
initial
performance
 
from
 
the
 
VAM
 
unit
 
is
 
encouraging
 
with
 
the
 
project
 
achieving
 
94%
 
emission
 
reduction
 
efficiency.
While Coronado
 
is also
 
exploring other
 
projects to
 
reduce its
 
carbon footprint,
 
if the
 
VAM projections are achieved,
it may alone result in the Company meeting their target
 
reduction by 2030.
Increased public concern may result in
 
additional regulatory risks as new laws and
 
regulations aimed at reducing
GHG emissions come into effect in the jurisdictions in which we operate. Any legislation that limits or taxes GHG
emissions could adversely impact our growth, increase our operating
 
costs, or reduce demand for our coal.
 
With
 
respect
 
to
 
physical
 
climate
 
risks,
 
our
 
operations
 
may
 
be
 
impacted
 
by
 
weather-related
 
events
 
potentially
resulting in lost production, supply chain disruptions and increased
 
operating costs, which could have a material
adverse impact on our financial results of operations.
 
Increasingly, both foreign and domestic banks, insurance companies and large investors are curtailing or ending
their financial
 
relationships with
 
fossil fuel-related
 
companies. This
 
has or
 
is likely
 
to continue
 
to have
 
adverse
impacts on the liquidity and operations of coal producers.
Additionally, federal,
 
state and international GHG and climate
 
change initiatives, associated regulations or
 
other
voluntary commitments
 
to reduce
 
GHG emissions
 
could significantly
 
increase the
 
cost of
 
coal
 
production
 
and
consumption, increase costs as
 
a result of
 
regulations requiring the installation
 
of emissions control technologies,
increase expenses associated with
 
the purchase of emissions reduction
 
credits to comply with future
 
emissions
trading
 
programs,
 
or
 
significantly
 
reduce
 
coal
 
consumption
 
through
 
implementation
 
of
 
a
 
future
 
clean
 
energy
standard. Such
 
initiatives and
 
regulations could
 
further reduce
 
demand or
 
prices for
 
our coal
 
in both
 
domestic
and international markets,
 
could adversely affect
 
our ability to
 
produce coal and
 
to develop our
 
reserves, could
reduce the value
 
of our coal
 
and coal reserves, and
 
may have a
 
material adverse effect on
 
our business, financial
condition and results of operations.
On November 20, 2022,
 
the Sharm el-Sheik
 
Conference of Parties 27,
 
or COP27, maintained
 
language around
fossil fuels from
 
Glasgow Conference of Parties
 
26, which called
 
on governments to accelerate
 
the dissemination
of technologies,
 
and
 
the adoption
 
of
 
policies, to
 
transition
 
toward
 
a low-emission
 
energy system,
 
including
 
by
accelerating the
 
phasedown of
 
unabated coal
 
power,
 
that is
 
coal power
 
that does
 
not include
 
the capture
 
and
storage of carbon dioxide emission and phase-out inefficient
 
fossil fuel subsidies.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
21
Human Capital Disclosures
Our ability to
 
attract and
 
retain skilled,
 
motivated and
 
engaged employees
 
is an
 
essential part
 
of our
 
business.
Investing in the skill and capabilities of our people will underwrite our
 
long-term growth and sustainability. In both
Australia
 
and
 
United
 
States,
 
we
 
operate
 
in
 
regional
 
locations
 
with
 
highly
 
competitive
 
labor
 
markets.
 
In
 
each
location,
 
we
 
are
 
creating
 
a
 
high-performing
 
workforce
 
with
 
a
 
talent
 
pipeline
 
for
 
future
 
leaders,
 
including
succession planning for critical roles. To
 
achieve this, we continue to create a
 
culture that welcomes and values
all people and
 
where our core
 
values of collaboration,
 
accountability,
 
respect and excellence
 
are demonstrated
in everything that we do.
In 2022, a number of initiatives were undertaken to enhance our culture, increase
 
our ability to attract and retain
the workforce we
 
need, and to
 
continue to drive
 
our desire to
 
build safe, high-performing
 
teams. This has
 
included
extensive efforts to gather feedback from our
 
employees and contracting partners through surveys, focus groups
and
 
team
 
empowerment
 
sessions.
 
Following
 
analysis
 
of
 
the
 
feedback,
 
priorities
 
were
 
identified,
 
and
 
cultural
programs designed to
 
bridge gaps between
 
current and desired
 
cultural states were
 
developed and implemented.
 
Worldwide we had 1,735
employees as of December 31, 2022.
 
In addition, as of December 31,
 
2022, there were
2,326 contractors supplementing the permanent workforce,
 
primarily at Curragh.
As of
 
December 31,
 
2022, approximately
 
11.5%
 
of our
 
total employees,
 
all at
 
our Australian
 
Operations, were
covered by a single, federally-certified collective Enterprise Agreement, or the EA, for specified groups
 
of mining
and maintenance
 
employees.
 
In May
 
2019, the
 
Australian Fair
 
Work Commission
 
approved the
 
Curragh Mine
Enterprise Agreement 2019. This EA has
 
a nominal expiration date of May 26,
 
2022 and will remain in
 
place until
replaced
 
or
 
terminated
 
by
 
the
 
Fair
 
Work
 
Commission.
 
We
 
have
 
been
 
negotiating
 
with
 
employee
 
bargaining
representatives for a replacement EA
 
since March 2022. Those negotiations
 
continue in good faith
 
with the intent
of reaching an agreement as soon as practicable. Our U.S. Operations
 
employ a 100% non-union labor force.
Safety
Our
 
employees
 
and
 
contractors
 
are
 
our
 
most
 
valuable
 
assets
 
and
 
we
 
consider
 
their
 
safety
 
our
 
number
 
one
priority.
 
Safety is
 
essential to
 
all business
 
functions and
 
is never
 
to be
 
compromised, under
 
any circumstance.
The
 
health
 
and
 
safety
 
of
 
our
 
people
 
is
 
reinforced
 
every
 
day
 
through
 
our
 
culture,
 
behaviors,
 
training,
communication and procedures.
 
We manage safety and health
 
through continuous improvement efforts
 
and the implementation of practices
 
and
procedures that
 
address safety risks
 
in full
 
compliance with
 
the legal
 
and regulatory frameworks
 
of both
 
the United
States and Australia.
 
We empower our
 
people to consistently
 
strive to have
 
a safety mindset,
 
and act by
 
applying,
managing and monitoring
 
effective controls
 
to prevent
 
adverse outcomes with
 
all activities and
 
operations. Our
programs
 
are
 
intended
 
to
 
reinforce
 
our
 
position
 
that
 
safety
 
and
 
health
 
should
 
always
 
be
 
front
 
of
 
mind
 
for
 
all
employees and contractors.
 
Safety
 
performance
 
is
 
monitored
 
through
 
physical
 
observations
 
from
 
both
 
internal
 
and
 
external
 
parties
 
and
through the
 
reporting of
 
key metrics.
 
Safety performance
 
is assessed
 
monthly against
 
internal goals
 
and on
 
a
quarterly basis is benchmarked against our peers within the
 
mining industry.
 
We set targets
 
for safety interactions
 
which is a process
 
where employees observe
 
a risk behavior and
 
provide
immediate feedback
 
if it
 
is deemed,
 
or has the
 
potential to
 
be, unsafe.
 
This is
 
monitored by
 
management daily
through safety meetings,
 
site visits, employee
 
discussions, and management
 
observations. The process
 
allows
for greater empowerment, innovation and employee input
 
into the mining process.
 
The 12-month
 
rolling average
 
Total
 
Reportable Injury
 
Frequency Rate
 
(“TRIFR”) as
 
of December
 
31, 2022
 
for
our Australian Operations was 3.92 and
 
the Total Reportable Incident Rate (“TRIR”) for 12-month rolling average
as of
 
December
 
31, 2022
 
for our
 
U.S. Operations
 
was
 
2.42. As
 
indicated
 
in the
 
graphs below,
 
our Australian
Operations
 
outperformed
 
the
 
Queensland
 
industry
 
average
 
in
 
2021
 
and
 
2022
 
and
 
our
 
U.S.
 
Operations
outperformed the U.S. national average in
 
2021 and 2022. We strive to
 
ensure that we continue to
 
provide a safe
operating environment for all employees and contractors.
 
 
 
 
 
 
c561202210Kp22i0 c561202210Kp22i2 c561202210Kp22i4 c561202210Kp22i6 c561202210Kp22i8 c561202210Kp22i10 c561202210Kp22i12 c561202210Kp22i14 c561202210Kp22i16 c561202210Kp22i18 c561202210Kp22i20
 
 
 
 
 
 
c561202210Kp22i22 c561202210Kp22i24 c561202210Kp22i26 c561202210Kp22i28 c561202210Kp22i30 c561202210Kp22i32 c561202210Kp22i34 c561202210Kp22i36 c561202210Kp22i38 c561202210Kp22i40 c561202210Kp22i42
 
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
22
0
4
8
12
2022 Australian Operations
 
(TRIFR)
Australian Operations
Industry
1
2.5
4
2022 U.S. Operations (TRIR)
U.S. Operations
Industry
Workforce composition and diversity
Our
 
values
 
(CARE
 
 
Collaboration,
 
Accountability,
 
Respect,
 
Excellence)
 
guide
 
our
 
policies,
 
processes
 
and
actions as they
 
relate to
 
all workforce
 
interactions and
 
people related
 
initiatives. As
 
part of these
 
values and
 
to
enable our people to excel within the workplace we are building a diverse and inclusive workforce, where unique
viewpoints are
 
heard, valued
 
and respected.
 
We believe
 
this directly
 
impacts the
 
safety and
 
productivity of
 
our
people. Our employees are trained to recognize and mitigate
 
potential biases towards others.
We
 
invest
 
in
 
training
 
and
 
development
 
programs
 
for
 
both
 
our
 
new
 
and
 
long-serving
 
employees.
 
Investing
 
in
graduate
 
recruitment,
 
traineeships
 
and
 
internship
 
programs
 
through
 
partnerships
 
with
 
leading
 
education
institutions
 
has
 
been
 
central
 
to
 
accessing
 
talent
 
and
 
building
 
our
 
brand.
 
Further,
 
our
 
internal
 
leadership
development enhances succession planning and the transfer
 
of skills and knowledge across our business.
As at December 31, 2022:
 
in the United States, just over 6% of Senior Managers
 
were female.
 
in Australia, almost 30%
 
of employees at a General
 
Manager, Senior
 
Manager and Senior Professional
level were female, an increase of approximately 2% from December
 
31, 2021.
 
7% of our global workforce was female.
 
58.8% of all employees were between the ages of 30 and 50
 
years old.
Attracting and retaining the right people
We continued
 
to focus our
 
efforts on
 
recruiting trainees
 
and other entry
 
level roles. We
 
have also implemented
the following initiatives:
 
 
Comprehensive training, performance and leadership development
 
programs.
 
Competitive and flexible remuneration structure.
In
 
2022,
 
our
 
total
 
rolling
 
turnover
 
rate
 
was
 
16.0%
 
and
 
16.7%
 
in
 
Australia
 
and
 
the
 
U.S.,
 
respectively,
 
and
 
our
voluntary
 
departure
 
rolling
 
turnover
 
rate
 
was
 
14.5%
 
in
 
both
 
Australia
 
and
 
the
 
U.S.
 
In
 
2021,
 
our
 
total
 
rolling
turnover rate was 27.9%
 
and 18.4% and
 
our voluntary departure
 
rolling turnover rate
 
was 17.3% and
 
15.4%, in
Australia and the U.S., respectively.
 
Regulatory Matters—Australia
Our Australian Operations
 
are regulated by the
 
laws and regulations
 
of the Commonwealth
 
of Australia, or
 
Cth,
the State
 
of Queensland,
 
or Qld,
 
and local
 
jurisdictions. Most
 
environmental laws
 
are promulgated
 
at the
 
state
level, but the Australian federal government has a
 
role in approval of actions which have national
 
environmental
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
23
significance.
 
In
 
Queensland,
 
the
 
environmental
 
laws
 
relevant
 
to
 
coal
 
mining
 
include
 
development
 
legislation,
pollution,
 
waste,
 
ecosystem
 
protection,
 
cultural
 
heritage
 
and
 
native
 
title
 
land
 
contamination
 
and
 
rehabilitation
legislation. In addition, the Australian federal government regulates
 
foreign investment and export approvals.
Tenements
We control the
 
coal mining
 
rights at Curragh
 
under 14 coal
 
and infrastructure
 
mining leases, or
 
MLs, and three
mineral development licenses, or MDLs, granted pursuant to the Mineral Resources Act 1989 (Qld).
 
See Item 2.
“Properties” for more information regarding the Tenements.
Mineral Resources Act 1989 (Qld)
The Mineral Resources
 
Act 1989 (Qld)
 
and the Mineral
 
and Energy Resources
 
(Common Provisions)
 
Act 2014
(Qld), together,
 
provide for the
 
assessment, development
 
and utilization of
 
mineral resources in
 
Queensland to
the
 
maximum
 
extent
 
practicable,
 
consistent
 
with
 
sound
 
economic
 
and
 
land
 
use
 
management.
 
The
 
Mineral
Resources
 
Act
 
1989
 
(Qld)
 
vests
 
ownership
 
of
 
minerals,
 
with
 
limited
 
exceptions,
 
in
 
the
 
Crown
 
(i.e., the
 
state
government). A royalty is payable to the Crown for
 
the right to extract minerals. The Mineral Resources Act 1989
(Qld) creates different tenures
 
for different mining activities,
 
such as prospecting, exploring
 
and mining. A ML is
the most important
 
tenure, as it permits
 
the extraction of
 
minerals in conjunction
 
with other required
 
authorities.
The Mineral Resources Act 1989 (Qld) imposes general conditions
 
on a ML.
A person who is the holder
 
of a ML must keep
 
the records necessary to enable the royalty payable
 
by the person
to
 
be
 
ascertained.
 
In
 
2022,
 
the
 
Queensland
 
State
 
Government
 
in
 
Australia
 
amended
 
the
 
Mineral
 
Resources
Regulation
 
2013
 
(Qld)
 
introducing
 
additional
 
higher
 
tiers
 
to
 
the
 
coal
 
royalty
 
rates
 
effective
 
from
 
July
 
1,
 
2022,
increasing the royalty payable by our Australian Operations.
The new tiers applicable in calculating the royalty payable for our Australian Operations from July 1, 2022 are as
set out below:
 
7% for average coal price per Mt sold up to and including
 
A$100 per Mt;
 
12.5% for average coal price per Mt sold from A$100 to
 
A$150 per Mt;
 
15% for average coal price per Mt sold from A$150 to
 
A$175 per Mt;
 
20% for average coal price per Mt sold from A$175 to
 
A$225 per Mt;
 
30% for average coal price per Mt sold from A$225 to
 
A$300 per Mt; and
40% for average coal price per Mt sold above A$300 per
 
Mt.
The royalty
 
payable
 
for
 
coal sold,
 
disposed
 
of or
 
used
 
in
 
a return
 
period
 
is then
 
calculated
 
by multiplying
 
the
royalty rate by the
 
value of the coal.
 
Queensland Revenue
 
Office Royalty
 
Ruling MRA001.1 contains
 
details on
the
 
costs
 
that
 
can
 
(and
 
cannot)
 
be
 
deducted
 
when
 
calculating
 
the
 
applicable
 
royalty
 
and
 
the
 
method
 
for
determining the value of the coal. Where there is a change in legislation
 
or case law that affects the content of a
royalty ruling, the change
 
in the law
 
overrides the royalty ruling—i.e., the
 
Commissioner will determine the royalty
liability in
 
accordance with
 
the changed
 
law.
 
See Item 2.
 
“Properties” for
 
a discussion
 
of the
 
royalties currently
applicable to Curragh.
Mining Rehabilitation (Reclamation)
Mine closure and rehabilitation risks and costs are regulated
 
by Queensland state legislation.
Amongst
 
other
 
things,
 
an
 
Environmental
 
Authority
 
Holder,
 
or
 
EA
 
Holder,
 
must
 
provide
 
the
 
Queensland
 
State
Government with financial assurance for the purpose of drawing upon in the event that an EA Holder defaults on
its obligations to rehabilitate the mine site.
The Mineral
 
and
 
Energy
 
Resources
 
(Financial
 
Provisioning)
 
Act
 
2018 (Qld),
 
or the
 
Financial
 
Provisioning
 
Act
establishes
 
a
 
financial
 
provisioning
 
scheme,
 
or
 
the
 
Scheme,
 
from
 
which
 
the
 
Department
 
of
 
Environment
 
and
Science, or the DES, sources funds to rehabilitate and
 
remediate land subject to mining.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
24
Under the Financial Provisioning Act,
 
all mine operators are required
 
to make a submission
 
to the DES in
 
respect
of an Estimated Rehabilitation Cost, or ERC,
 
for the mine site. The ERC is determined
 
using the DES-approved
ERC calculator.
 
Using this
 
information, the
 
DES sets
 
the ERC
 
for the
 
mine. The
 
DES provides
 
the ERC
 
to the
manager of the
 
Scheme, or
 
the Scheme Manager.
 
The Scheme
 
Manager undertakes
 
a risk assessment
 
of the
mine,
 
which
 
is
 
based
 
upon
 
independent
 
advice
 
from
 
a
 
Scheme
 
risk
 
advisor.
 
It
 
includes
 
detail
 
on
 
the
 
mine
operator’s financial
 
soundness and credit
 
rating, characteristics of
 
the mining operation
 
(e.g., life of mine,
 
or LOM,
and off-take agreements),
 
rehabilitation history,
 
environmental compliance
 
history and the
 
submission made by
the Company.
 
Risk categories include
 
high, moderate, low
 
and very low.
 
If the ERC
 
and risk categories
 
are set
at moderate,
 
low or
 
very low
 
for a
 
mine, then
 
there is
 
a need
 
to pay
 
an annual
 
contribution
 
based on
 
a small
percentage of the ERC to the Scheme. If the category is high, then the operation provides a surety for the whole
ERC and possibly a contribution
 
to the Scheme. The risk
 
assessment of the mine and,
 
therefore, the amount of
the contribution to
 
the fund is assessed
 
and paid annually
 
in perpetuity, or until a
 
clearance certificate is obtained.
 
Each year, the Scheme Manager
 
is required to
 
make an Annual
 
Review Allocation to determine
 
whether the mine
will provide surety or pay a contribution to the Scheme
 
depending on the value of the ERC relating to applicable
environmental authorities, as follows:
1)
 
ERC < A$100,000 - cash surety or bank guarantees
2)
 
ERC = A$100,000 – A$450 million - pay a cash contribution
 
into the Scheme
3)
 
ERC > A$450 million - pay a cash contribution into the
 
Scheme and provide bank guarantees.
Curragh
 
has
 
2
 
environmental
 
authorities,
 
or
 
EAs,
 
which
 
are
 
covered
 
by
 
the
 
Scheme,
 
namely
 
EA
 
number
EPML00643713
 
and
 
EA
 
number
 
EPVX00635313.
 
In
 
October
 
2022,
 
the
 
Scheme
 
Manager
 
completed
 
the
assessment of the Annual Review Allocation for environmental authority number EPML00643713
 
and issued an
Annual
 
Review
 
Allocation
 
of
 
“Moderate”.
 
The
 
moderate
 
rating
 
resulted
 
in
 
Curragh
 
being
 
obliged
 
to
 
make
 
a
financial contribution to the Scheme of 2.75% of the ERC.
 
In January 2023, the Scheme Manager completed an
assessment of the Annual Review
 
Allocation for Environmental Authority Number EPVX00635313 and issued
 
an
Annual
 
Review
 
Allocation
 
of “High”
 
in
 
respect
 
of
 
MDL162
 
requiring
 
Curragh
 
to
 
maintain
 
its historical
 
financial
assurance in respect of 100% of the ERC for Environmental
 
Authority Number EPVX00635313.
The Financial Provisioning Act also requires
 
for a Progressive Rehabilitation and
 
Closure Plan, or a PRCP,
 
with
respect
 
to
 
mined
 
land.
 
This
 
requirement
 
will
 
be
 
integrated
 
into
 
the
 
existing
 
EA
 
processes
 
for
 
new
 
mines,
minimizing the
 
regulatory burden
 
on government
 
and industry.
 
All mining
 
projects carried
 
out under
 
a ML
 
that
make a site-specific
 
EA application will
 
be required to
 
provide a PRCP. If approved by
 
the administering authority,
a stand-alone PRCP
 
schedule will be
 
given to the
 
applicant together with
 
the EA. The
 
PRCP schedule will
 
contain
milestones
 
with
 
completion
 
dates
 
for
 
achieving
 
progressive
 
rehabilitation
 
of
 
the
 
mine
 
site.
 
The
 
Financial
Provisioning Act provided
 
transitional arrangements for three years
 
for the application of the PRCP
 
requirement
to
 
existing
 
mines.
 
The
 
requirement
 
for
 
a
 
PRCP
 
commenced
 
on
 
November
 
1,
 
2019,
 
or
 
the
 
PRCP
 
start
 
date,
however all existing mining operations only transition into the PRCP framework once a transition notice
 
is issued
by the relevant government department. Curragh was issued with a
 
transition notice with respect to its PRCP. Its
application
 
for
 
a
 
proposed
 
PRCP
 
was
 
received
 
by
 
the
 
administering
 
authority
 
on
 
October
 
20,
 
2022.
The
administering
 
authority
 
has
 
requested
 
the
 
Company
 
provide
 
further
 
information
 
to
 
assess
 
the
 
application
 
by
August 28, 2023.
Environmental Protection Act 1994 (Qld)
The
 
primary
 
legislation
 
regulating
 
environmental
 
management
 
of
 
mining
 
activities
 
in
 
Queensland
 
is
 
the
Environmental
 
Protection
 
Act 1994
 
(Qld),
 
or
 
the
 
EP
 
Act. Its
 
objective
 
is to
 
protect
 
Queensland’s
 
environment
while allowing
 
for development
 
that improves
 
the total
 
quality of
 
life, both
 
now and
 
in the
 
future, in
 
a way
 
that
maintains ecologically sustainable
 
development. Under the EP
 
Act, it is an offense
 
to carry out a
 
mining activity
unless the person holds or is acting under an EA for the activity. The EA imposes conditions on a project. It is an
offense to contravene a condition of an
 
EA. In addition to the requirements found
 
in the conditions of an EA, the
holder must
 
also meet
 
its general
 
environmental
 
duty and
 
duty to
 
notify of
 
environmental
 
harm and
 
otherwise
comply with the provisions of the
 
EP Act and the regulations promulgated thereunder. For example, the following
are offenses under the EP Act:
 
causing serious or material environmental harm;
 
causing environmental nuisance;
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
25
 
depositing proscribed water contaminants in waters and related
 
matters; and
 
placing contaminants where environmental harm or nuisance
 
may be caused.
The
 
EA
 
holder
 
must
 
also
 
be
 
a
 
registered
 
suitable
 
operator
 
under
 
the
 
EP
 
Act.
 
We
 
are
 
a
 
registered
 
suitable
operator.
We hold
 
EA EPML00643713, which
 
authorizes the
 
mining of black
 
coal, mineral
 
processing, chemical storage,
waste disposal and
 
sewage treatment over
 
the 14 MLs
 
at Curragh on
 
certain conditions. Those
 
conditions include
requirements
 
in relation
 
to
 
air and
 
water quality,
 
regulated structures
 
(e.g., dams),
 
noise and
 
vibration, waste,
land use, rehabilitation and watercourse diversion.
We
 
also
 
hold
 
a
 
range
 
of
 
subsidiary
 
EAs
 
for
 
our
 
Australian
 
Operations.
 
See
 
“—Mining
 
Rehabilitation
(Reclamation)
above
for more information regarding the Financial Provisioning
 
Act.
 
Aboriginal Cultural Heritage Act 2003 (Qld)
The Aboriginal Cultural Heritage Act 2003 (Qld) imposes a duty of care on all persons to take all reasonable and
practicable measures to ensure that any activity conducted does not harm
 
Aboriginal cultural heritage. Its object
is to provide effective recognition, protection and conservation
 
of Aboriginal cultural heritage.
We have obligations
 
relating to Aboriginal cultural
 
heritage with respect
 
to a number of
 
cultural heritage objects
and areas located within
 
the area of the
 
Tenements.
 
We work closely
 
with the Aboriginal people
 
to manage the
cultural heritage objects, areas or
 
evidence of archaeological significance, within
 
our mining operations. We
 
are
party to a Cultural Heritage Management Plan (and associated Cultural
 
Services Agreement) with the Gaangalu
Nation People that applies
 
to all of the Tenements.
 
The plan establishes a
 
coordinating committee and sets
 
out
the steps to be followed to manage activities that may impact
 
Aboriginal cultural heritage.
Native Title Act 1993 (Cth)
The Native Title Act
 
1993 (Cth), or NTA,
 
sets out procedures under which
 
native title claims may be lodged
 
and
determined and compensation claimed for
 
the extinguishment or impairment of
 
the native title rights or interests
of Aboriginal peoples. Its object is to provide for the recognition and protection of native title, to establish ways in
which future
 
dealings affecting
 
native title
 
may proceed
 
and to
 
set standards
 
for those
 
dealings, to
 
establish a
mechanism
 
for determining
 
claims to
 
native
 
title
 
and to
 
provide for,
 
or permit,
 
the
 
validation of
 
past
 
acts,
 
and
intermediate period acts, invalidated because of the existence
 
of native title.
With respect to MLs and MDLs
 
granted under the Mineral Resources
 
Act 1989 (Qld) on state land
 
where native
title has not
 
been extinguished,
 
a principle
 
known as
 
the non-extinguishment
 
principle governs.
 
Broadly,
 
under
this principle, native title rights are suspended while the mining tenure,
 
as renewed from time to time, is in force.
The grant
 
(or renewal)
 
of a
 
mining tenure
 
in respect
 
of land
 
where native
 
title may
 
exist must
 
comply with
 
the
NTA
 
to ensure
 
the validity
 
of the tenure.
 
Registered native
 
title claimants
 
have certain
 
notification, consultation
and negotiation rights relating
 
to mining tenures. Where
 
native title is extinguished
 
(i.e., freehold land), the NTA
does not apply.
Regional Planning Interests
The Regional
 
Planning Interests
 
Act 2014
 
(Qld), or
 
the RPI
 
Act manages
 
the impact
 
of resource
 
activities and
other
 
regulated
 
activities
 
in
 
areas
 
of
 
the
 
state
 
that
 
contribute,
 
or
 
are
 
likely
 
to
 
contribute,
 
to
 
Queensland’s
economic, social
 
and environmental
 
prosperity (e.g., competing
 
land use
 
activities on
 
prime farming
 
land). The
RPI
 
Act
 
identifies
 
areas
 
of
 
Queensland
 
that
 
are
 
of
 
regional
 
interest,
 
including
 
strategic
 
cropping
 
areas
 
and
strategic environmental
 
areas. Under the
 
RPI Act,
 
conducting a resource
 
activity in an
 
area of regional
 
interest
requires
 
a
 
regional
 
interest
 
development
 
approval,
 
unless
 
operating
 
under
 
an
 
exemption.
 
Importantly,
pre-existing mining activities being undertaken at the date of
 
the introduction of the legislation are exempt.
We
 
have
 
been
 
granted
 
a
 
regional
 
interest
 
development
 
approval
 
for
 
the
 
“Curragh
 
Expansion
 
Project”
 
(for
ML700006,
 
ML
 
700007
 
and
 
ML700008),
 
which
 
is
 
subject
 
to
 
regional
 
interest
 
conditions,
 
such
 
as
 
mitigation.
Certain protection conditions
 
are also imposed
 
on us with respect
 
to ML 80171,
 
which includes an
 
obligation to
provide mitigation in the event that strategic cropping land
 
is impacted by future operations.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
26
Environmental Protection and Biodiversity Conservation
 
Act 1999 (Cth)
The Environment Protection
 
and Biodiversity Conservation
 
Act 1999 (Cth),
 
or the EPBC Act,
 
provides a federal
framework
 
to
 
protect
 
and
 
manage
 
matters
 
of
 
national
 
environmental
 
significance,
 
such
 
as
 
listed
 
threatened
species
 
and
 
ecological
 
communities
 
and
 
water
 
resources.
 
In
 
addition,
 
the
 
EPBC
 
Act
 
confers
 
jurisdiction
 
over
actions
 
that
 
have
 
a
 
significant
 
impact
 
on
 
the
 
environment
 
where
 
the
 
actions
 
affect,
 
or
 
are
 
taken
 
on,
Commonwealth land, or are carried out by a Commonwealth agency.
Under the
 
EPBC Act, “controlled
 
actions” that have
 
or are likely
 
to have a
 
significant impact on
 
a matter
 
of national
environmental significance are subject
 
to a rigorous assessment
 
and approval process. A
 
person must not take
a “controlled
 
action” unless approval
 
is granted
 
under the
 
EPBC Act.
 
Any person
 
proposing to
 
carry out
 
an “action”
that may be
 
a “controlled action”
 
must refer the
 
matter to the
 
Commonwealth Minister
 
for a determination
 
as to
whether the proposed action is a controlled action.
On
 
November 2,
 
2016,
 
the
 
Commonwealth
 
Minister
 
for
 
the
 
Department
 
of
 
the
 
Environment
 
and
 
Energy
administering the
 
EPBC Act
 
approved the
 
extension of
 
the existing Curragh
 
mining area to
 
include mining
 
four
additional Tenements
 
—ML 700006,
 
ML 700007,
 
ML 700008
 
and ML 700009
 
(EPBC Act
 
referral 2015/7508)—
as
 
a
 
“controlled
 
action,”
 
on
 
certain
 
conditions.
 
The
 
conditions
 
include
 
requirements
 
in
 
relation
 
to
 
offsets
 
and
groundwater.
Mine Health and Safety
The primary health and safety legislation that applies
 
to Curragh are the Coal Mining Safety and
 
Health Act 1999
(Qld)
 
and
 
the
 
Coal
 
Mining
 
Safety
 
and
 
Health
 
Regulation 2001
 
(Qld),
 
which
 
we
 
refer
 
to,
 
together,
 
as the
 
Coal
Mining Safety Legislation.
Additional
 
legislative
 
requirements
 
apply
 
to
 
operations
 
that
 
are
 
carried
 
on
 
off-site
 
or
 
which
 
are
 
not
 
principally
related to
 
coal mining
 
(e.g., transport, rail
 
operations, etc.).
 
The Coal
 
Mining Safety
 
Legislation imposes
 
safety
and health
 
obligations on
 
persons who
 
operate coal
 
mines or
 
who may
 
affect
 
the safety
 
or health
 
of others
 
at
coal mines. Under the Coal Mining Safety Legislation, the operator
 
of a coal mine must, among other things:
 
ensure that the risk to coal mine workers while at the
 
operator’s mine is at an acceptable level;
 
audit and review the
 
effectiveness and
 
implementation of the
 
safety and health
 
management system to
ensure the risk to persons is at an acceptable level;
 
provide
 
adequate
 
resources
 
to
 
ensure
 
the
 
effectiveness
 
and
 
implementation
 
of
 
the
 
safety
 
and
 
health
management system;
 
ensure the
 
operator’s own
 
safety and
 
health and
 
the safety
 
and health
 
of others
 
is not
 
affected by
 
the
way the operator conducts coal mining operations;
 
not carry
 
out an
 
activity at
 
the coal
 
mine that
 
creates a
 
risk to
 
a person
 
on an
 
adjacent or
 
overlapping
petroleum authority if the risk is higher than an acceptable
 
level of risk;
 
appoint a site senior executive for the mine;
 
ensure the site senior
 
executive develops and
 
implements a safety
 
and health management
 
system for
all people at the mine;
 
ensure the
 
site senior
 
executive develops,
 
implements
 
and maintains
 
a management
 
structure for
 
the
mine that helps ensure the safety and health of persons
 
at the mine; and
 
not operate the coal mine without a safety and health
 
management system for the mine.
We recognize that health and
 
safety are imperative to the ongoing
 
success of our Australian Operations.
 
As the
operator at Curragh, we have
 
in place a comprehensive safety
 
and health management system,
 
which includes
an emergency
 
response
 
team,
 
to address
 
these legislative
 
requirements.
 
In accordance
 
with the
 
Coal Mining
Safety Legislation we have also established an occupational
 
hygiene baseline for dust exposure at Curragh.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
27
Water Act 2000 (Qld)
 
In Queensland, all entitlements to the use, control and
 
flow of water are vested in the state and regulated by
 
the
Water Act
 
2000 (Qld).
 
Allocations under
 
the Water
 
Act 2000 (Qld)
 
can be managed
 
by a water
 
supply scheme
operator,
 
such
 
as
 
SunWater Ltd,
 
which
 
is
 
a
 
Government-owned
 
corporation
 
regulated
 
by
 
the
 
Queensland
Competition Authority. We
 
have purchased the required water allocations for Curragh and entered into a suite of
related
 
channel
 
and
 
pipeline
 
infrastructure
 
agreements
 
and
 
river
 
supply
 
agreements
 
with
 
SunWater Ltd
 
to
regulate the
 
supply of water
 
pursuant to these
 
allocations. See Item 1A.
 
“Risk Factors—In times
 
of drought and/or
shortage of available water, our operations and production, particularly at Curragh, could be negatively impacted
if the regulators impose restrictions on our water offtake
 
licenses that are required for water used in the CPPs.”
National Greenhouse and Energy Reporting Act 2007
 
(Cth)
The National Greenhouse and Energy Reporting Act 2007 (Cth) imposes requirements for both foreign and local
corporations whose carbon dioxide production, greenhouse gas, or GHG, emissions and/or energy consumption
meets
 
a
 
certain
 
threshold
 
to
 
register
 
and
 
report
 
GHG
 
emissions
 
and
 
abatement
 
actions,
 
as
 
well
 
as
 
energy
production
 
and
 
consumption
 
as
 
part
 
of
 
a
 
single,
 
national
 
reporting
 
system.
 
The
 
Clean
 
Energy
 
Regulator
administers
 
the
 
National
 
Greenhouse
 
and
 
Energy
 
Reporting
 
Act
 
2007
 
(Cth),
 
and
 
the
 
Department
 
of
 
Climate
Change, Energy, the
 
Environment and Water is responsible
 
for related policy developments and review.
In accordance with Safeguard Mechanism under this
 
legislation, Curragh has been a assigned
 
a baseline for its
covered emissions
 
(Scope
 
1) and
 
we must
 
take steps
 
to keep
 
our emissions
 
at or
 
below the
 
baseline or
 
face
penalties.
 
The
 
Australian
 
federal
 
government
 
is
 
currently
 
reviewing
 
the
 
Safeguard
 
Mechanism
 
and
 
proposed
reforms are under public consultation.
Labor Relations
Minimum employment entitlements, embodied in the National Employment Standards, apply to all private-sector
employees
 
and
 
employers
 
in Australia
 
under
 
the federal
 
Fair Work
 
Act 2009
 
(Cth).
 
These standards
 
regulate
employment conditions and paid leave. Employees who are associated with the
 
day-to-day operations of a local
mine or mines and who are not located in head office or corporate administration offices are also covered by the
Black Coal Mining Industry Award 2010 which regulates conditions including termination arrangements; pay and
hours of work.
Unfair dismissal,
 
enterprise bargaining,
 
bullying claims,
 
industrial actions
 
and resolution
 
of workplace
 
disputes
are also regulated
 
under state
 
and federal
 
legislation. Some
 
of the workers
 
at Curragh
 
are covered
 
by the
 
EA,
which
 
was
 
approved
 
by
 
the
 
Fair
 
Work
 
Commission,
 
Australia’s
 
national
 
workplace
 
relations
 
tribunal.
 
See
 
“—
Human Capital Disclosures” above.
Regulatory Matters—United States
Federal,
 
state
 
and
 
local
 
authorities
 
regulate
 
the
 
U.S.
 
coal
 
mining
 
industry
 
with
 
respect
 
to
 
matters
 
such
 
as
employee
 
health
 
and
 
safety,
 
protection
 
of
 
the
 
environment,
 
permitting
 
and
 
licensing
 
requirements,
 
air
 
quality
standards, water pollution, plant and wildlife protection, the
 
reclamation and restoration of mining properties after
mining
 
has
 
been
 
completed,
 
the
 
discharge
 
of
 
materials
 
into
 
the
 
environment,
 
surface
 
subsidence
 
from
underground mining and the effects
 
of mining on groundwater quality
 
and availability.
 
In addition, the industry is
affected
 
by significant
 
requirements
 
mandating
 
certain
 
benefits for
 
current
 
and
 
retired
 
coal miners.
 
Numerous
federal,
 
state
 
and
 
local
 
governmental
 
permits
 
and
 
approvals
 
are
 
required
 
for
 
mining
 
operations.
 
Because
 
of
extensive and
 
comprehensive
 
regulatory
 
requirements,
 
violations during
 
mining
 
operations
 
occur from
 
time
 
to
time in the industry.
 
The summary below is a
 
non-exhaustive summary of material
 
legislation that applies to our
U.S. Operations. Although
 
this summary
 
focuses on federal
 
laws, most states
 
(including Virginia,
 
West Virginia
and Pennsylvania) have
 
their own regulatory
 
schemes that either
 
mirror federal laws
 
or create additional
 
layers
of regulation.
Clean Air Act of 1970
The U.S.
 
Clean Air
 
Act of
 
1970, or
 
the CAA,
 
regulates airborne
 
pollution that
 
may be
 
potentially detrimental
 
to
human
 
health,
 
the
 
environment
 
or
 
natural
 
resources.
 
The
 
CAA
 
and
 
comparable
 
state
 
laws
 
that
 
govern
 
air
emissions affect U.S. coal mining operations bo
 
th directly and indirectly.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
28
Direct impacts
 
on coal
 
mining and
 
processing operations
 
may occur
 
through the
 
CAA permitting
 
requirements
and/or
 
emission
 
control
 
requirements
 
relating
 
to
 
particulate
 
matter,
 
or
 
PM,
 
nitrogen
 
dioxide,
 
ozone
 
and
 
sulfur
dioxide,
 
or
 
SO
2
.
 
For
 
example,
 
the
 
U.S.
 
Environmental
 
Protection
 
Agency,
 
or
 
the
 
EPA,
 
pursuant
 
to
 
the
 
CAA,
administers
 
rules
 
that
 
apply
 
PM
 
emissions
 
limits
 
to
 
emissions
 
from
 
coal
 
preparation
 
and
 
processing
 
plants
constructed or
 
modified after
 
April 28, 2008.
 
In addition,
 
in recent
 
years, the
 
EPA
 
has adopted
 
more stringent
national ambient air quality standards, or
 
NAAQS for PM, nitrogen oxide, ozone
 
and SO
2
. It is possible
 
that these
modifications as well
 
as future modifications
 
to NAAQS could
 
directly or indirectly
 
impact our mining operations
in
 
a
 
manner
 
that
 
includes,
 
but
 
is
 
not
 
limited
 
to,
 
the
 
EPA
 
designating
 
new
 
areas
 
of
 
the
 
country
 
as
 
being
 
in
nonattainment of applicable
 
NAAQS or expanding
 
existing nonattainment
 
areas, and prompting
 
additional local
control measures
 
pursuant
 
to state
 
implementation
 
plans, or
 
SIPs, required
 
to address
 
such revised
 
NAAQS.
SIPs may be
 
state-specific or
 
regional in scope.
 
Under the CAA,
 
individual states
 
have up to 12
 
years from the
date of designation of attainment/nonattainment areas
 
to secure reductions from emission sources.
 
The CAA
 
also indirectly, but significantly, affects the
 
U.S. coal
 
industry by
 
extensively regulating the
 
SO2, nitrogen
oxides, mercury,
 
PM, greenhouse gases,
 
and other substances
 
emitted by coal-burning
 
facilities, such as
 
steel
manufacturers,
 
coke
 
ovens
 
and
 
coal
 
fired
 
electric
 
power
 
generating
 
facilities.
 
Over
 
time,
 
the
 
EPA
 
has
promulgated or proposed CAA
 
regulations to impose more
 
stringent air emission standards
 
for a number
 
of these
coal-burning industries, especially the power
 
generation sector.
 
While the EPA
 
under the Trump Administration
moved toward repealing or loosening
 
some of those regulations, the Biden
 
Administration has moved to restore
some regulations, such as those governing mercury emissions . This is particularly
 
the case for greenhouse gas
emissions from coal-fired electric generating facilities,
 
as President Biden has called for bringing the U.S.
 
power
sector to zero
 
greenhouse gas emissions
 
by 2035. However,
 
in 2022, the United
 
States Supreme Court
 
limited
the
 
ability
 
of
 
EPA
 
to
 
regulate
 
air
 
emissions
 
through
 
“beyond
 
the
 
fence
 
line”
 
regulations.
 
Collectively,
 
CAA
regulations and uncertainty
 
around future CAA
 
requirements could reduce
 
the demand for coal
 
and, depending
on the
 
extent of
 
such reduction,
 
could have
 
a material
 
adverse effect
 
on our
 
business, financial
 
condition and
operations.
NAAQS Revisions
.
 
The CAA
 
requires the
 
EPA
 
to periodically
 
review and,
 
if appropriate,
 
revise the
 
NAAQS to
ensure protection of
 
public health.
 
In recent years,
 
the EPA
 
has reviewed the
 
NAAQS for PM,
 
ozone and SO
2
.
 
The PM NAAQS
 
was last revised
 
and made more
 
stringent in 2012.
 
Individual states have developed
 
SIPs, which
detail the PM emission reductions their sources must meet in order for
 
the state to maintain or achieve the 2012
PM NAAQS. On
 
April 14,
 
2020, the EPA announced
 
its intention
 
to retain, without
 
changes, the 2012
 
PM NAAQS.
 
This
 
action
 
was
 
finalized
 
by
 
EPA
 
on
 
December
 
18,
 
2020.
 
On
 
June
 
10,
 
2021,
 
EPA
 
announced
 
that
 
it
 
would
reconsider this decision in light
 
of scientific evidence pointing
 
to health issues caused
 
by exposure to PM.
 
EPA
expects to issue a proposed rule with more stringent standards for PM in
 
Summer 2022 and a final rule in Spring
2023.
In
 
2015,
 
the
 
EPA
 
issued
 
a
 
final
 
rule
 
reducing
 
the
 
primary
 
ozone
 
NAAQS
 
from
 
75
 
to
 
70
 
parts
 
per
 
billion
 
but
retaining the existing secondary ozone
 
NAAQS. States with moderate or
 
high nonattainment areas must submit
SIPs for
 
the
 
2015
 
ozone
 
NAAQS
 
by October
 
2021.
 
Environmental
 
and
 
industry
 
groups challenged
 
the
 
2015
ozone NAAQS
 
in the
 
U.S. Court
 
of Appeals
 
for the
 
D.C. Circuit.
 
On August
 
23, 2019,
 
the court
 
denied all
 
the
petitions for
 
review against
 
the 2015 primary
 
NAAQS but
 
concluded that
 
the EPA
 
had not provided
 
a sufficient
rationale for
 
its decision
 
on the
 
2015 secondary
 
NAAQS and
 
remanded that
 
standard to
 
the EPA.
 
Prior to
 
the
court’s decision, EPA initiated another periodic review of the
 
ozone NAAQS.
 
This most recent review culminated
in a final
 
rule by the
 
EPA
 
on December
 
31, 2020 to
 
retain all aspects
 
of the 2015
 
ozone NAAQS, including
 
the
secondary
 
standard
 
with
 
additional
 
rationale
 
in
 
response
 
to
 
the
 
court’s
 
2019 decision.
 
It
 
remains
 
to
 
be
 
seen
whether there
 
will be
 
legal challenges
 
to the
 
December 2020
 
final rule,
 
or whether
 
the EPA
 
will reconsider
 
the
rule under the new administration. More stringent ozone or PM NAAQS, if promulgated, would require new
 
SIPs
to be
 
developed and
 
filed with
 
the EPA
 
and may
 
trigger additional
 
control technology
 
for mining
 
equipment
 
or
coal-burning facilities,
 
or result
 
in additional
 
challenges to
 
permitting and
 
expansion efforts.
 
This could
 
also be
the case
 
with
 
respect
 
to
 
the
 
implementation
 
of
 
any
 
new
 
requirements
 
triggered
 
by any
 
future,
 
more
 
stringent
NAAQS for nitrogen
 
oxide and SO
2
, although the
 
EPA
 
promulgated a final
 
rule on March
 
18, 2019 that
 
retains,
without revision, the existing NAAQS for SO
2
 
of 75 parts per billion average over an hour.
Cross State Air Pollution Rule, or CSAPR.
 
The CAA includes a so-called Good Neighbor
 
Provision that requires
upwind states to
 
eliminate their significant
 
contributions to
 
downwind states’
 
nonattainment of the
 
NAAQS. On
July 6, 2011,
 
the EPA
 
finalized the CSAPR,
 
which was
 
meant to satisfy
 
this Good Neighbor
 
Provision. CSAPR
requires the
 
District of
 
Columbia and
 
27 states
 
from Texas
 
eastward (not
 
including the
 
New England
 
states or
Delaware) to reduce power plant emissions that
 
cross state lines and significantly contribute to ozone
 
and/or fine
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
29
particle
 
pollution
 
in
 
downwind
 
states.
 
Following
 
litigation
 
in the
 
D.C. Circuit
 
and
 
U.S. Supreme
 
Court,
 
the first
phase of
 
the nitrogen
 
oxide and
 
SO2 emissions
 
reductions required
 
by CSAPR
 
commenced in
 
January 2015;
further reductions of both pollutants in the second phase
 
of CSAPR became effective in January 2017.
 
EPA
 
subsequently
 
published
 
the
 
CSAPR
 
Update
 
Rule
 
in
 
2016,
 
seeking
 
to
 
impose
 
nitrogen
 
oxide
 
emissions
reductions in
 
22 upwind
 
states subject
 
to CSAPR.
 
Subsequently,
 
in 2018,
 
EPA
 
published the
 
CSAPR Close-
Out, which found
 
that it would
 
not it would
 
not be feasible
 
to impose cost-effective
 
emissions on twenty
 
upwind
states before 2023,
 
which was two
 
years after
 
the CAA-mandated
 
2021 deadline
 
for states to
 
bring their
 
areas
of “severe”
 
nonattainment into
 
compliance with
 
the 2008
 
NAAQS.
 
Both the
 
CSAPR Update
 
Rule and
 
CSAPR
Close-Out
 
were
 
subject
 
to
 
legal
 
challenges
 
and
 
each
 
was
 
ultimately
 
vacated
 
by
 
the
 
United
 
States
 
Court
 
of
Appeals for the D.C. Circuit.
 
On March 15,
 
2021, EPA
 
finalized a rule
 
update that requires
 
additional emissions
 
reduction of nitrogen
 
oxides
from power plants in
 
twelve states.
 
Additional emission reduction
 
requirements in these
 
states could adversely
affect the demand for coal.
 
On April
 
30,
 
2021,
 
EPA
 
finalized
 
the
 
Revised
 
CSAPR
 
Update Rule,
 
which
 
fully
 
addressed
 
twenty-one
 
states’
outstanding interstate pollution transport obligations for the 2008 NAAQS for ozone.
 
For nine states, EPA found
that
 
their
 
projected
 
2021
 
emissions
 
do
 
not
 
significantly
 
contribute
 
to
 
non-attainment
 
and/or
 
maintenance
problems in downwind states.
 
The remaining twelve states
 
were found to
 
contribute to the non-attainment and/or
maintenance
 
problems
 
in
 
downwind
 
states.
 
EPA
 
indicated
 
that
 
it
 
would
 
issue
 
new
 
or
 
amended
 
Federal
Implementation Plans
 
requiring additional
 
emissions reductions
 
from electricity
 
generating units
 
in those states
beginning in the 2021 ozone season.
Mercury and Air
 
Toxic
 
Standards, or MATS.
 
The EPA
 
published the final
 
MATS
 
rule in the
 
Federal Register
 
on
February 16,
 
2012.
 
The
 
MATS
 
rule
 
revised
 
the
 
New
 
Source
 
Performance
 
Standards,
 
or
 
NSPS,
 
for
 
nitrogen
oxides,
 
SO2
 
and
 
PM
 
for
 
new
 
and
 
modified
 
coal-fueled
 
electricity
 
generating
 
plants,
 
and
 
imposed
 
Maximum
Achievable Control
 
Technology,
 
or MACT,
 
emission limits
 
on hazardous
 
air pollutants,
 
or HAPs,
 
from new
 
and
existing coal-fueled and oil-fueled electricity generating plants. MACT standards limit emissions of mercury,
 
acid
gas HAPs, non-mercury HAP
 
metals and organic
 
HAPs. The rule
 
provided three years
 
for compliance with
 
MACT
standards and
 
a possible
 
fourth year
 
if a
 
state permitting
 
agency determined
 
that such
 
was necessary
 
for the
installation of
 
controls. Although
 
the MATS
 
rule
 
has been
 
and continues
 
to be
 
the subject
 
of EPA
 
review
 
and
litigation, it remains
 
in effect and
 
has contributed to the
 
need for many coal-fired
 
power plants to install
 
addition
pollution controls, convert to natural gas, or retire.
Following issuance
 
of the
 
final MATS
 
rule, numerous
 
petitions for
 
review were
 
filed.
 
After proceedings
 
before
the U.S.
 
Court of Appeals
 
for the
 
D.C. Circuit,
 
the U.S. Supreme
 
Court on
 
June 29, 2015
 
held that
 
EPA interpreted
the CAA
 
unreasonably when
 
it deemed
 
cost irrelevant
 
to the
 
decision to
 
regulate HAPs
 
from new
 
and existing
coal-fueled
 
and
 
oil-fueled
 
power
 
plants.
 
The
 
Supreme
 
Court
 
remanded
 
the
 
case
 
to
 
the
 
D.C.
 
Circuit,
 
which
ultimately allowed
 
the rule
 
to remain
 
in effect
 
while EPA
 
promulgated a
 
series of
 
supplemental findings
 
on the
costs and benefits of the rule in response to the Supreme
 
Court’s ruling.
 
Most recently,
 
on May
 
22, 2020,
 
the EPA
 
finalized a
 
supplemental finding,
 
or Supplemental
 
Cost Finding,
 
that
health and environmental
 
benefits not directly
 
related to mercury
 
pollution should
 
not be included
 
in the benefit
portion of the analysis.
 
Using this framework EPA
 
found that the costs of the MATS
 
rule “grossly outweigh” any
possible
 
benefits
 
and,
 
therefore,
 
that
 
that
 
regulating
 
HAPs
 
from
 
coal-fired
 
and
 
oil-fired
 
power
 
plants
 
is
 
not
“appropriate and necessary” under
 
the CAA.
 
However, EPA determined that while it could revise
 
the cost-benefit
analysis for the MATS rule, it could not remove coal-fired plants from HAPs regulation.
 
The MATS rule therefore
remains
 
in
 
effect.
 
EPA
 
also
 
determined
 
in
 
the
 
Supplemental
 
Cost
 
Finding
 
that
 
the
 
MATS
 
rule
 
is
 
adequately
protective
 
of
 
public
 
health,
 
as
 
required
 
by
 
the
 
CAA’s
 
residual
 
risk
 
and
 
technology
 
review
 
provisions.
 
Westmoreland
 
Mining Holdings,
 
a coal
 
company,
 
filed a
 
petition with
 
the D.C.
 
Circuit in
 
May 2020
 
challenging
the
 
legality
 
of
 
the
 
MATS
 
rule.
 
Health
 
and
 
medical
 
groups
 
and
 
other
 
industry
 
groups
 
filed
 
a
 
petition
 
of
 
review
opposing the
 
Supplemental
 
Cost Finding,
 
and
 
its reversal
 
of the
 
previous
 
finding
 
that
 
it was
 
“appropriate
 
and
necessary”
 
to
 
regulate
 
HAPs.
 
Environmental
 
groups
 
also
 
challenge
 
the
 
EPA’s
 
residual
 
risk
 
and
 
technology
review of the MATS
 
rule, arguing that more
 
stringent standards are
 
necessary.
 
This litigation remains ongoing.
 
While the vast majority of coal-fired power
 
producers have already complied with the 2012 MATS rule standards,
any future reductions
 
in the
 
standards due
 
to the ongoing
 
litigation or
 
additional EPA
 
action could
 
increase the
cost of coal-fired electric power generation and negatively impact
 
the demand for coal.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
30
Clean Power Plan and Affordable Clean Energy, or ACE
. In 2014, the EPA proposed a sweeping rule, known as
the “Clean
 
Power
 
Plan,” to
 
cut carbon
 
emissions
 
from existing
 
electricity
 
generating
 
units,
 
including coal-fired
power plants. A final
 
version of the Clean
 
Power Plan was adopted in
 
August 2015. The Clean Power
 
Plan aimed
to
 
reduce
 
carbon
 
dioxide
 
emissions
 
from
 
electrical
 
power
 
generation
 
by
 
32%
 
by
 
2030
 
relative
 
to
 
2005
 
levels
through the reduction of
 
emissions from coal-burning
 
power plants and increased
 
use of renewable energy
 
and
energy conservation
 
methods.
 
Under the
 
Clean
 
Power
 
Plan, states
 
were free
 
to
 
reduce emissions
 
by various
means
 
and
 
were
 
to
 
submit
 
emissions
 
reduction
 
plans
 
to
 
the
 
EPA
 
by
 
September
 
2016
 
or,
 
with
 
an
 
approved
extension, September
 
2018. If
 
a state
 
had not
 
submitted a
 
plan by
 
then, the
 
Clean Power
 
Plan authorized
 
the
EPA to
 
impose its own
 
plan on that state.
 
In order to
 
determine a state’s
 
goal, the EPA
 
divided the country
 
into
three regions based on connected regional electricity grids.
 
States were to implement their plans by focusing
 
on
(i) increasing the generation efficiency
 
of existing fossil fuel plants, (ii) substituting
 
lower carbon dioxide emitting
natural gas generation
 
for coal-powered generation and
 
(iii) substituting generation from
 
new zero carbon
 
dioxide
emitting renewable sources for fossil fuel powered
 
generation. States were permitted to use
 
regionally available
low carbon generation sources when substituting for
 
in-state coal generation and to coordinate with
 
other states
to develop multi-state plans.
 
Following
 
adoption,
 
in
 
2015
 
twenty-seven
 
states
 
sued
 
the
 
EPA
 
in
 
the
 
D.C.
 
Circuit,
 
claiming
 
that
 
the
 
EPA
overstepped
 
its
 
legal
 
authority
 
in adopting
 
the
 
Clean
 
Power
 
Plan. In
 
February
 
2016, the
 
U.S.
 
Supreme
 
Court
ordered the EPA
 
to halt enforcement of the Clean
 
Power Plan until the lower court ruled on
 
the lawsuit and until
the Supreme Court determined whether or not to hear
 
the case.
 
In a parallel
 
litigation, twenty-five
 
states and other
 
parties filed lawsuits
 
challenging the
 
EPA’s
 
final NSPS rules
for carbon
 
dioxide emissions
 
from new,
 
modified, and
 
reconstructed
 
power plants
 
under the
 
CAA. One
 
of the
primary issues
 
in these
 
lawsuits was
 
the EPA’s establishment of standards
 
of performance based
 
on technologies
including carbon capture and sequestration, or CCS.
 
New coal plants could not meet the new standards unless
they implement
 
CCS.
 
In
 
conjunction
 
with
 
the
 
EPA’s
 
proposal
 
to
 
rescind
 
the
 
Clean
 
Power
 
Plan,
 
the
 
EPA
 
also
requested a stay of the NSPS litigation. The D.C. Circuit
 
granted the request.
 
In
 
October
 
2017,
 
the
 
EPA
 
commenced
 
rulemaking
 
proceedings
 
to
 
rescind
 
the
 
Clean
 
Power
 
Plan,
 
and
 
in
December
 
2017,
 
the
 
EPA
 
published
 
an
 
Advanced
 
Notice
 
of
 
Proposed
 
Rulemaking
 
announcing
 
its
 
intent
 
to
commence a
 
new rulemaking
 
to replace
 
the Clean
 
Power Plan
 
with an
 
alternative framework for
 
regulating carbon
dioxide. The rulemaking
 
would culminate
 
in the EPA
 
replacing the Clean
 
Power Plan with
 
ACE. On September
17, 2019,
 
the U.S.
 
Court of
 
Appeals for
 
the D.C.
 
Circuit dismissed
 
the Clean
 
Power
 
Plan litigation
 
and NSPS
litigation as moot in light of the ACE rule.
 
On June
 
19, 2019,
 
the EPA
 
finalized the
 
ACE rule
 
as a
 
replacement for
 
the Clean
 
Power Plan.
 
The ACE
 
rule
establishes emission guidelines
 
for states to develop
 
plans to address greenhouse
 
gas emissions from existing
coal-fired power plants.
 
The ACE rule
 
has several components:
 
a determination of
 
the best system
 
of emission
reduction for
 
greenhouse
 
gas emissions
 
from coal-fired
 
power plants,
 
a list
 
of “candidate
 
technologies”
 
states
can use when
 
developing their
 
plans, and new
 
implementing regulations
 
for emission guidelines
 
under Section
111(d)
 
of the CAA.
 
Unlike the
 
Clean Power
 
Plan, the
 
ACE rule
 
only includes
 
as candidate
 
technologies those
that increase the efficiency of individual emission units, also referred to as heat rate improvement measures; the
ACE
 
rule
 
does
 
not
 
include
 
other
 
methods
 
such
 
as
 
co-firing
 
with
 
natural
 
gas
 
or
 
adding
 
renewable
 
generation
facilities.
 
Upon
 
finalization
 
of
 
the
 
ACE
 
rule,
 
the
 
rule
 
was
 
subject
 
to
 
a
 
challenge
 
in
 
the
 
D.C.
 
Circuit
 
in
 
American
 
Lung
Association et al. v.
 
EPA, et
 
al.
 
On January 19, 2021,
 
the D.C. Circuit vacated
 
the ACE rule and remanded
 
the
question of
 
the “best
 
system of
 
emission reduction”
 
for carbon
 
dioxide emissions
 
from existing
 
power plants
 
to
EPA for further consideration.
 
In reaching its decision, the court found that ACE would not be the most effective
means of
 
reducing emissions,
 
and further
 
rejected the
 
idea that
 
EPA
 
is limited
 
under the
 
Clean Air
 
Act to
 
only
regulate emissions reductions at the
 
source.
 
On February 22, 2021, the
 
D.C. Circuit Court granted EPA’s motion
to stay issuance of the mandate to repeal until EPA
 
could respond
 
to the remand in a new rulemaking action.
 
In addition
 
to potential
 
CAA regulatory
 
changes, it
 
is possible
 
that other
 
future
 
international,
 
federal and
 
state
initiatives
 
to
 
control
 
greenhouse
 
gas
 
emissions
 
could
 
increase
 
costs
 
associated
 
with
 
coal
 
production
 
and
consumption,
 
such
 
as
 
costs
 
for
 
additional
 
controls
 
to
 
reduce
 
carbon
 
dioxide
 
emissions
 
or
 
costs
 
to
 
purchase
emissions reduction
 
credits to
 
comply with
 
future emissions
 
trading programs.
 
Future regulation
 
in the
 
United
States could
 
occur pursuant
 
to future
 
treaty commitments,
 
new domestic
 
legislation or
 
regulation
 
by the
 
EPA.
 
On
 
February
 
19,
 
2021,
 
the
 
United
 
States
 
rejoined
 
the
 
international
 
climate
 
agreement
 
reached
 
at
 
the
 
United
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
31
Nations Framework Convention on
 
Climate Change in Paris, France
 
during December 2015, also known
 
as the
Paris Agreement.
 
President Trump previously
 
withdrew the United States from
 
the Paris Agreement, beginning
a four-year
 
exit process.
 
In an
 
executive
 
order,
 
President
 
Biden directed
 
that
 
federal agencies
 
review recent
actions that
 
the President
 
believes
 
may interfere
 
with
 
the United
 
States’
 
participation
 
in the
 
Paris
 
Agreement.
 
While
 
the
 
Paris
 
Agreement
 
sets
 
only
 
voluntary
 
pledges
 
for
 
reducing
 
greenhouse
 
gas
 
emissions,
 
the
 
recent
executive actions signal
 
a shift
 
toward consideration of
 
new or more
 
stringent federal regulations
 
to further reduce
greenhouse gas emissions
 
in the United
 
States.
 
In addition, many
 
states, regions and
 
governmental bodies have
already
 
adopted
 
their
 
own
 
greenhouse
 
gas
 
emission
 
reduction
 
initiatives
 
and
 
have
 
or
 
are
 
considering
 
the
imposition of fees
 
or taxes based
 
on the such
 
emission by certain
 
facilities, including coal-fired electric
 
generating
facilities.
 
Others have announced their intent
 
to increase the use of renewable
 
energy sources, with the goal
 
of
displacing coal
 
and other
 
fossil fuels.
 
Federal legislation
 
along these
 
lines is
 
also a
 
possibility.
 
Depending on
the particular regulatory programs or new laws
 
enacted at the federal and state
 
levels, the demand for coal could
be negatively impacted, which would have an adverse effect
 
on our operations.
There have
 
also been
 
numerous challenges
 
to the
 
permitting of
 
new coal-fired
 
power plants
 
by environmental
organizations and state
 
regulators for concerns related
 
to greenhouse gas
 
emissions.
 
For instance, various
 
state
regulatory authorities
 
have rejected
 
the construction
 
of new
 
coal-fueled power
 
plants based
 
on the
 
uncertainty
surrounding the potential
 
costs associated with
 
greenhouse gas emissions
 
under future laws.
 
In addition, several
permits issued to
 
new coal-fueled power
 
plants without greenhouse
 
gas emission limits
 
have been appealed
 
to
the EPA's
 
Environmental
 
Appeals Board.
 
A federal
 
appeals court
 
allowed a
 
lawsuit pursuing
 
federal common
law claims to proceed
 
against certain utilities
 
on the basis
 
that they may
 
have created a
 
public nuisance due
 
to
their emissions of
 
carbon dioxide, while
 
a second federal
 
appeals court dismissed
 
a similar case
 
on procedural
grounds.
 
The United States Supreme Court overturned that decision in June 2011, holding that federal common
law
 
provides
 
no
 
basis
 
for
 
public
 
nuisance
 
claims
 
against
 
utilities
 
due
 
to
 
their
 
carbon
 
dioxide
 
emissions.
 
The
United
 
States
 
Supreme
 
Court
 
did
 
not,
 
however,
 
decide
 
whether
 
similar
 
claims
 
can
 
be
 
brought
 
under
 
state
common law.
 
As a result, tort-type
 
liabilities remain a concern.
 
To
 
the extent that these
 
risks affect our
 
current
and prospective customers,
 
they may reduce the demand
 
for coal-fired power, and may affect long-term demand
for coal.
Regional Haze.
 
The EPA
 
promulgated a regional
 
haze program designed
 
to protect and
 
to improve visibility
 
at
and around Class I Areas, which are generally national parks, national wilderness areas and international parks.
This program
 
may restrict
 
the construction
 
of
 
new
 
coal-fired
 
power
 
plants,
 
the
 
operation
 
of
 
which
 
may
 
impair
visibility
 
at
 
and
 
around
 
the
 
Class
 
I
 
Areas.
 
Additionally,
 
the
 
program
 
requires
 
certain
 
existing
 
coal-fired
 
power
plants
 
to install
 
additional
 
control measures
 
designed
 
to limit
 
haze-causing
 
emissions,
 
such
 
as SO2,
 
nitrogen
oxide and
 
PM. States
 
were required
 
to submit
 
Regional Haze
 
SIPs to
 
the EPA
 
in 2007;
 
however,
 
many states
did
 
not
 
meet
 
that
 
deadline.
 
In
 
2016,
 
the
 
EPA
 
finalized
 
revisions
 
to
 
the
 
Regional
 
Haze
 
Rule
 
which
 
addresses
requirements for the
 
second planning
 
period. In
 
September 2019, the
 
EPA
 
issued final regional
 
haze guidance
that
 
indicates
 
that
 
a
 
re-evaluation
 
of
 
sources
 
already
 
subject
 
to
 
best
 
available
 
retrofit
 
technologies
 
is
 
likely
unnecessary. The guidance also encourages states to
 
balance visibility benefits against
 
other factors in selecting
the
 
measures
 
necessary
 
to
 
make
 
“reasonable
 
progress”
 
toward
 
natural
 
visibility
 
conditions.
 
Finally,
 
when
comparing
 
various
 
control
 
options
 
to
 
determine
 
which
 
ones
 
may
 
be
 
“cost-effective”,
 
the
 
final
 
guidance
recommends comparing cost to
 
visibility benefits. SIPs were
 
required by July 31,
 
2021.
 
On August 30, 2022
 
EPA
issued a final action finding
 
that 15 states had failed
 
to meet the July 31,
 
2021 deadline.
 
Such failure triggers a
two
 
year
 
deadline
 
for
 
EPA
 
to
 
promulgate
 
a
 
Federal
 
Implementation
 
Plan
 
unless
 
the
 
states
 
submits
 
and
 
EPA
approves a SIP that
 
meets the applicable requirements.
 
If states adopt SIPs
 
with more stringent requirements,
demand for coal could be affected.
New Source
 
Review,
 
or NSR
. Pursuant
 
to NSR
 
regulations,
 
stationary sources
 
of air
 
pollution must
 
obtain an
NSR permit prior to beginning
 
construction of a new
 
“major” source of emissions
 
or a “major” modification
 
of an
existing major source.
 
If a project
 
is determined to
 
trigger NSR, Prevention
 
of Significant Deterioration
 
regulations
require the project to implement Best
 
Available Control Technology
 
and/or Non-Attainment New Source Review
Lowest Achievable Emission Rate control technology.
Beginning in the late 1990s, the EPA filed lawsuits against owners of many
 
coal-fired power plants in the eastern
U.S. alleging that
 
the owners performed
 
non-routine maintenance, causing increased emissions
 
that should have
triggered
 
the
 
application
 
of
 
these NSR
 
standards.
 
Some of
 
these
 
lawsuits
 
have
 
been settled
 
with
 
the
 
owners
agreeing to install additional emission control devices in
 
their coal-fired power plants.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
32
The remaining litigation and uncertainty around the NSR program rules could impact
 
demand for coal.
 
In recent
years,
 
EPA
 
proposed
 
and
 
promulgated
 
several
 
revisions
 
to its
 
NSR
 
regulations
 
and policies
 
concerning
 
NSR
permitting.
 
For example,
 
one such
 
change, known
 
as the
 
Project Emissions
 
Accounting Rule
 
on October
 
22,
2020, revises the NSR
 
regulations to clarify that recent
 
emission decreases can be considered
 
in part of the
 
NSR
applicability test.
 
In addition, the EPA on November 14, 2018 issued a final
 
rule that clarified the appropriate test
for determining
 
whether two nominally
 
separate modifications to
 
existing facilities
 
should be
 
considered in
 
a single
NSR applicability analysis.
 
While these changes have
 
the potential to reduce
 
NSR permitting burdens for
 
coal-
fired power plants and other coal-burning
 
facilities, the Biden Administration has reversed some policies adopted
by the Trump Administration and may seek
 
to tighten NSR regulations and guidance.
Coke Ovens.
 
Coke Oven
 
Batteries and
 
Coke Ovens:
 
Pushing, Quenching,
 
and Battery
 
Stacks are
 
two source
categories
 
regulated
 
by
 
the
 
CAA.
 
The
 
initial
 
technology-based
 
standards
 
for
 
Coke
 
Oven
 
Batteries
 
were
promulgated
 
by
 
EPA
 
in
 
1993.
 
In
 
2003,
 
EPA
 
issued
 
technology-based
 
standards
 
for
 
Coke
 
Ovens:
 
Pushing,
Quenching,
 
and Battery
 
Stacks.
 
In 2005,
 
EPA
 
revised
 
the technology
 
-based standards
 
and issued
 
risk-based
standards following
 
a residual
 
risk review.
 
On June
 
26, 2020,
 
the United
 
States District
 
Court for
 
the Northern
District
 
of
 
California
 
found
 
EPA
 
had
 
violated
 
its
 
statutory
 
duty
 
to
 
perform
 
a
 
technology
 
review
 
of
 
its
 
initial
technology-based standards for Coke Ovens:
 
Pushing, Quenching, and Battery Stacks and
 
a residual risk review
of those
 
standards. The court
 
also found
 
that EPA had violated
 
its statutory
 
duty to
 
conduct a
 
follow-up technology
review and second
 
residual risk
 
review of the
 
standards for
 
Coke Oven
 
Batteries. The court
 
held that
 
EPA
 
has
30 months
 
to comply
 
with its
 
statutory duty
 
for these
 
two source
 
categories. To
 
the extent
 
that EPA
 
ultimately
promulgates more stringent technology-based standards as
 
a result of
 
the court-ordered technology and residual
risk reviews, it could affect our current and prospective
 
customers and may affect long-term demand
 
for coal.
On January 21,
 
2021, President Biden issued
 
an executive order
 
that ordered the
 
review of certain
 
environmental
regulations promulgat
 
ed under
 
the Trump
 
administration.
 
Those environmental
 
regulations
 
include ozone
 
and
particulate matter NAAQS, the ACE rule,
 
and other air emission rules potentially
 
affecting coal-fired power plants
and other coal-burning facilities. It is unclear what affect
 
this order will have on the demand for coal.
Clean Water Act of 1972
The U.S. Clean Water Act of 1972, or the CWA,
 
and corresponding state law governs the discharge of toxic and
non-toxic pollutants into the waters of the United States. CWA requirements
 
may directly or indirectly affect U.S.
coal mining operations.
Water Discharge.
 
The CWA and corresponding state laws affect coal mining operations by imposing restrictions
on discharges
 
of wastewater into
 
waters of
 
the United
 
States through the
 
National Pollutant Discharge
 
Elimination
System,
 
or
 
NPDES,
 
or
 
an
 
equally
 
stringent
 
program
 
delegated
 
to
 
a
 
state
 
agency.
 
The
 
EPA
 
and
 
states
 
may
develop
 
standards
 
and
 
limitations
 
for
 
certain
 
pollutants,
 
including
 
through
 
the
 
technology-based
 
standard
program and water quality
 
standard program. These restrictions often
 
require us to pre-treat
 
the wastewater prior
to discharging
 
it. NPDES
 
permits require
 
regular monitoring,
 
reporting and
 
compliance with
 
effluent limitations.
New requirements
 
under
 
the
 
CWA
 
and
 
corresponding
 
state
 
laws
 
may
 
cause
 
us
 
to
 
incur
 
significant
 
additional
costs that could adversely affect our
 
operating results.
Dredge and Fill Permits.
 
Many mining activities, such as the development
 
of refuse impoundments, fresh water
impoundments,
 
refuse fills,
 
and other
 
similar structures,
 
may result
 
in
 
impacts
 
to
 
waters
 
of the
 
United
 
States,
including wetlands, streams
 
and, in certain
 
instances, man-made conveyances that
 
have a hydrologic
 
connection
to such streams
 
or wetlands. Under
 
the CWA,
 
coal companies are
 
also required to
 
obtain a Section
 
404 permit
from
 
the
 
USACE
 
prior
 
to
 
conducting
 
certain
 
mining
 
activities,
 
such
 
as
 
the
 
development
 
of
 
refuse
 
and
 
slurry
impoundments, fresh water impoundments,
 
refuse fills and other similar
 
structures that may affect
 
waters of the
United
 
States,
 
including
 
wetlands,
 
streams
 
and,
 
in
 
certain
 
instances,
 
man-made
 
conveyances
 
that
 
have
 
a
hydrologic connection
 
to streams
 
or wetlands.
 
The USACE
 
is authorized
 
to issue
 
general “nationwide”
 
permits
for specific
 
categories of
 
activities
 
that are
 
similar in
 
nature and
 
that are
 
determined
 
to have
 
minimal adverse
effects on
 
the environment.
 
Permits issued
 
pursuant to
 
Nationwide Permit
 
21, or
 
NWP 21,
 
generally authorize
the
 
disposal
 
of
 
dredged
 
and
 
fill
 
material
 
from
 
surface
 
coal
 
mining
 
activities
 
into
 
waters
 
of
 
the
 
United
 
States,
subject to certain restrictions. Since
 
March 2007, permits under
 
NWP 21 were reissued
 
for a five-year period
 
with
new
 
provisions
 
intended
 
to
 
strengthen
 
environmental
 
protections.
 
There
 
must
 
be
 
appropriate
 
mitigation
 
in
accordance
 
with
 
nationwide
 
general
 
permit
 
conditions
 
rather
 
than
 
less
 
restricted
 
state-required
 
mitigation
requirements,
 
and
 
permit
 
holders
 
must
 
receive
 
explicit
 
authorization
 
from
 
the
 
USACE
 
before
 
proceeding
 
with
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
33
proposed mining activities. The USACE may also issue individual permits
 
for mining activities that do not qualify
for Nationwide Permit 21.
The CWR/Navigable Waters
 
Protection, or NWPR.
 
Recent regulatory actions
 
and court decisions
 
have created
some
 
uncertainty
 
over
 
the
 
scope
 
of
 
CWA
 
jurisdiction.
 
On
 
June
 
29,
 
2015,
 
the
 
EPA
 
and
 
the
 
USACE
 
jointly
promulgated final rules, collectively known as the Clean Water Rule, or the CWR, redefining the scope of waters
protected
 
under
 
the
 
CWA,
 
revising
 
regulations
 
that
 
had
 
been
 
in
 
place
 
for
 
more
 
than
 
25
 
years.
 
These
 
rules
expanded
 
the
 
scope
 
of
 
CWA
 
jurisdiction,
 
making
 
discharges
 
into
 
more
 
bodies
 
of water
 
subject
 
to
 
the
 
CWA’s
permitting and
 
other requirements.
 
Following the
 
CWR’s promulgation,
 
numerous industry
 
groups, states,
 
and
environmental groups challenged
 
the CWR. On October
 
9, 2015, the U.S. Court
 
of Appeals for the
 
Sixth Circuit
stayed the
 
CWR’s
 
implementation
 
nationwide,
 
pending further
 
action
 
in court.
 
Further,
 
on February
 
28, 2017,
President Trump signed an executive order directing the relevant executive agencies to review
 
the CWR, and on
July 27,
 
2017, the
 
EPA
 
and the
 
USACE published
 
a proposed
 
rule to rescind
 
the CWR.
 
On January
 
22, 2018,
the Supreme Court reversed the Sixth Circuit’s decision, ruling that
 
jurisdiction over challenges to the CWR rests
with the federal district courts and not with the appellate courts, which was followed by the dissolution
 
of the stay
by the Sixth Circuit, and
 
on February 6, 2018, in
 
response to the January 2018 Supreme
 
Court decision, the EPA
and USACE published
 
a final rule
 
to postpone the
 
adoption of CWR
 
and maintain
 
the status quo
 
(the pre 2015
rule)
 
through
 
February
 
6,
 
2020
 
pending
 
the
 
agencies’
 
review
 
of
 
the
 
CWR.
 
Multiple
 
states
 
and
 
environmental
groups have filed challenges to this
 
delay. On
 
August 16, 2018, the federal court
 
in South Carolina enjoined the
February 6, 2018 rule, effectively reinstating
 
the CWR in Virginia and
 
Pennsylvania (where we have operations)
and in 24 other states.
On April
 
21, 2020,
 
the EPA
 
and the
 
USACE published
 
the Navigable
 
Waters
 
Protection Rules,
 
or the
 
NWPR.
The
 
NWPR
 
revises
 
the
 
definition
 
of
 
waters
 
of
 
the
 
United
 
States,
 
replacing
 
the
 
CWR.
 
The
 
NWPR
 
shrinks
 
the
agencies’ jurisdiction, particularly
 
as it relates to tributaries
 
and adjacent waters. The
 
NWPR went into effect
 
on
June 22, 2020.
 
The NWPR was
 
enjoined in Colorado,
 
but this decision
 
was overturned by
 
the Tenth Circuit Court
of Appeals. On January 18, 2023,
 
the EPA and the USACE published a final rule redefining “waters of
 
the United
States.” The new
 
definition reflects
 
certain aspects
 
of the pre-2015
 
definition as well
 
as consideration
 
of recent
Supreme Court decisions.
 
It enlarges the agencies’ jurisdiction over waters as compared
 
to the NWPR.
On April 22, 2020, in an unrelated
 
case the Supreme Court ruled that provisions
 
of the CWA require an NPDES
permit when
 
there is
 
a direct
 
discharge from
 
a point
 
source to
 
navigable
 
waters
 
or the
 
functionally
 
equivalent
discharge to groundwater.
 
The NWPR, however,
 
had excluded groundwater
 
from the agencies’
 
jurisdiction. On
January
 
21,
 
2021,
 
EPA
 
issued
 
guidance
 
applying
 
the
 
ruling
 
of
 
the
 
Supreme
 
Court
 
to
 
the
 
NPDES
 
permitting
program.
 
Under the
 
Biden
 
Administration, the
 
EPA
 
rescinded
 
this guidance
 
memorandum,
 
thus eliminating
 
a
new factor that likely would have reduced clean water
 
protections.
 
On
 
January
 
24,
 
2022,
 
the
 
United
 
States
 
Supreme
 
Court
 
agreed
 
to
 
hear
 
a
 
case
 
that
 
could
 
undermine
 
key
provisions of the January 18, 2023 final rule.
 
A decision is expected by June 2023.
 
Litigation of the definition of
waters of
 
the United
 
States is
 
likely to
 
continue.
 
Uncertainty surrounding
 
the definition
 
of waters
 
of the
 
United
States remains, including what impact it may have on our operations.
Effluent Limitations
 
Guidelines for
 
the Steam
 
Electric Power
 
Generating Industry.
 
On September
 
30, 2015,
 
the
EPA published a
 
final rule setting new or additional requirements for
 
various wastewater discharges from steam
electric power plants.
 
The rule set
 
zero discharge
 
requirements for
 
some waste streams,
 
as well as
 
new, more
stringent limits
 
for arsenic,
 
mercury,
 
selenium and
 
nitrogen applicable
 
to certain
 
other waste
 
streams. On
 
April
12, 2019, the U.S. Court of
 
Appeals for the Fifth Circuit agreed with
 
environmental groups that the portions of the
rule regulating legacy wastewater
 
and residual combustion leachate
 
are unlawful and vacated
 
those portions of
the rule.
 
On August 31, 2020, the EPA finalized a rule to revise the guidelines and standards for the steam electric power
generating point source category applicable to two categories of wastewater streams regulated by
 
the 2015 rule:
flue
 
gas
 
desulfurization
 
wastewater,
 
or
 
FGD,
 
and
 
bottom
 
ash
 
transport
 
water,
 
or
 
BA.
 
With
 
respect
 
to
 
FGD,
selenium standards are
 
less stringent than
 
under the 2015
 
rule, and certain
 
types of facilities,
 
such as facilities
with
 
high
 
FGD
 
flow,
 
low
 
utilization
 
boilers
 
and
 
those
 
set
 
to
 
retire
 
coal
 
combustion
 
units,
 
are
 
subject
 
to
 
less
stringent
 
effluent
 
limits.
 
The
 
compliance
 
deadline
 
for
 
FGD
 
technology-based
 
wastewater
 
limits
 
was
 
extended
from December 31, 2023 to December 31, 2025. With respect to
 
BA, the EPA, among other
 
things, eliminated a
strict no-discharge
 
requirement and
 
implemented a
 
not-to-exceed ten-percent
 
volumetric purge.
 
We cannot
 
at
this time predict how this rule will be enforced by the new
 
Biden administration or if it will seek a revision.
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
34
The Biden
 
Administration’s
 
January 20, 2021
 
executive order
 
for review
 
of environmental
 
regulations indicated
the Biden Administration would review the NWPR amongst other
 
CWA-related regulations.
 
Surface Mining Control and Reclamation Act of 1977
The
 
Surface
 
Mining
 
Control
 
and
 
Reclamation
 
Act of
 
1977,
 
or the
 
SMCRA,
 
which
 
is administered
 
by the
 
U.S.
Office
 
of
 
Surface
 
Mining
 
Reclamation
 
and
 
Enforcement,
 
or
 
OSM,
 
establishes
 
operational,
 
reclamation
 
and
closure standards for
 
all aspects of
 
surface mining and
 
many aspects of
 
underground mining in
 
the United States.
Unlike the
 
CAA and
 
the CWA,
 
SMCRA is
 
primarily concerned
 
with the
 
holistic regulation
 
of coal
 
mining as
 
an
industry.
 
Its general environmental standards
 
require surface operations
 
to mine in such a
 
way as to “maximize
the
 
utilization
 
and
 
conservation”
 
of
 
coal
 
while
 
using
 
the
 
best
 
technology
 
currently
 
available
 
to
 
minimize
 
land
disturbance
 
and
 
adverse
 
impacts
 
on
 
wildlife,
 
fish,
 
and
 
environmental
 
values.
 
SMCRA
 
requires
 
operators
 
to
accomplish these goals by restoring the land to its approximate
 
pre-mining condition and contour.
The
 
SMCRA
 
implements
 
its
 
environmental
 
standards
 
through
 
“cooperative
 
federalism.”
 
Under
 
the
 
SMCRA,
 
a
state
 
may
 
submit
 
a
 
qualifying
 
surface
 
mining
 
regulatory
 
scheme
 
to
 
the
 
OSM,
 
and
 
request
 
to
 
exert
 
exclusive
jurisdiction over surface mining activities
 
within its territory. If OSM finds that the
 
state’s scheme meets SMCRA’s
requirements and gives
 
approval, the state
 
becomes the primary
 
regulatory authority
 
with oversight from
 
OSM.
If a state has a surface
 
mining regulatory scheme that
 
is less stringent than the surface
 
mining standards under
SMCRA and OSM regulations, or if mining
 
on federal lands is involved, the OSM
 
will impose federal regulations
on surface mining
 
in that state. Each
 
of Virginia, West
 
Virginia and Pennsylvania,
 
where our Buchanan,
 
Logan,
Greenbrier and Mon Valley operations are
 
based, has adopted qualifying
 
surface mining regulatory schemes and
has primary jurisdiction
 
over surface mining
 
activities within their
 
respective territories. However,
 
even if a state
gains approval for its surface mining regulatory program, the OSM retains significant federal oversight, including
the ability
 
to perform
 
inspections of
 
all surface
 
mining sites
 
to ensure
 
state program and
 
mine operator
 
compliance
with federal minimum standards. The OSM and its state counterparts
 
also oversee and evaluate standards of:
 
performance (both during operations and during reclamation);
 
permitting
 
(applications
 
must
 
describe
 
the
 
pre-mining
 
environmental
 
conditions
 
and
 
land
 
use,
 
the
intended mining and reclamation standards, and the post-mining
 
use);
 
financial assurance (SMCRA
 
requires that mining companies
 
post a bond sufficient
 
to cover the cost
 
of
reclaiming the site,
 
and the
 
bond is not
 
released until
 
mining is
 
complete, the
 
land has
 
been reclaimed
and the OSM has approved the release);
 
inspection and enforcement (including the issuance of notices of violation and the placement of a
 
mining
operation,
 
its
 
owners
 
and
 
controllers
 
on
 
a
 
federal
 
database
 
known
 
as
 
the
 
Applicant
 
Violator
 
System,
meaning that such person or entity is blocked from obtaining
 
future mining permits); and
 
land restrictions (SMCRA prohibits surface mining on certain lands and also allows
 
citizens to challenge
surface mining operations on the grounds that they will cause
 
a negative environmental impact).
Regulations under
 
the SMCRA
 
and its
 
state analogues
 
provide that a
 
mining permit
 
or modification
 
can, under
certain circumstances,
 
be delayed,
 
refused or
 
revoked if
 
we or
 
any entity
 
that owns
 
or controls
 
us or
 
is under
common
 
ownership
 
or
 
control
 
with
 
us
 
have
 
unabated
 
permit
 
violations
 
or
 
have
 
been
 
the
 
subject
 
of
 
permit
 
or
reclamation bond revocation or suspension.
Under the SMCRA
 
and its state
 
law counterparts, all
 
coal mining applications must
 
include mandatory “ownership
and control” information,
 
which generally includes
 
listing the names of
 
the operator’s officers
 
and directors, and
its principal
 
stockholders owning
 
10% or
 
more of
 
its voting
 
shares, among
 
others. Ownership
 
and control
 
reporting
requirements are
 
designed to
 
allow regulatory
 
review of
 
any entities
 
or persons
 
deemed to
 
have ownership
 
or
control of
 
a coal
 
mine, and
 
bar the
 
granting of
 
a coal
 
mining permit
 
to any
 
such entity
 
or person (including
 
any
“owner and controller”) who has
 
had a mining permit
 
revoked or suspended, or
 
a bond or similar
 
security forfeited
within the five-year period preceding a permit application or application for
 
a permit revision. Similarly, regulatory
agencies also
 
block the
 
issuance of
 
permits to
 
applicants, their
 
owners or
 
their controlling
 
persons, who
 
have
outstanding permit violations that have not been timely
 
abated.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
35
These
 
regulations
 
define
 
certain
 
relationships,
 
such
 
as
 
owning
 
over
 
50%
 
of
 
stock
 
in
 
an
 
entity
 
or
 
having
 
the
authority to determine the manner in which the entity conducts mining operations, as constituting ownership
 
and
control. Certain other relationships are presumed to constitute ownership or control, including among others, the
following:
 
being an officer or director of an entity;
 
being the operator of the coal mining operation;
 
having the ability to commit the financial or real property assets or working resources of the permittee or
operator; and
 
owning of record 10% or more of the mining operator.
This presumption, in some cases, can be
 
rebutted where the person or entity can demonstrate
 
that it in fact does
not
 
or
 
did
 
not
 
have
 
authority
 
directly
 
or
 
indirectly
 
to
 
determine
 
the
 
manner
 
in
 
which
 
the
 
relevant
 
coal
 
mining
operation is conducted.
We must file an ownership and control notice each time an entity obtains a 10% or greater interest in us. If we or
entities or persons
 
deemed to
 
have ownership
 
of control
 
of us have
 
unabated violations
 
of SMCRA
 
or its state
law counterparts,
 
have a
 
coal mining
 
permit suspended
 
or revoked,
 
or forfeit
 
a reclamation
 
bond, we
 
and our
owners and
 
controllers may
 
be prohibited
 
from obtaining
 
new coal
 
mining permits,
 
or amendments
 
to existing
permits, until such
 
violations or other
 
matters are corrected.
 
This is known
 
as being “permit-blocked.”
 
Additionally,
if
 
an
 
owner
 
or
 
controller
 
of
 
us
 
is
 
deemed
 
an
 
owner
 
or
 
controller
 
of
 
other
 
mining
 
companies,
 
we
 
could
 
be
permit-blocked
 
based
 
upon the
 
violations
 
of, or
 
permit-blocked
 
status
 
of, an
 
owner
 
or controller
 
of such
 
other
mining
 
companies.
 
If
 
our
 
owner
 
or
 
controller
 
were
 
to
 
become
 
permit
 
blocked,
 
this
 
could
 
adversely
 
affect
production from our properties.
In recent years, the
 
permitting required for
 
coal mining has been
 
the subject of increasingly
 
stringent regulatory
and administrative
 
requirements
 
and extensive
 
activism and
 
litigation by
 
environmental
 
groups.
 
After a
 
permit
application is
 
prepared and
 
submitted to
 
the regulatory
 
agency,
 
it goes
 
through a
 
completeness and
 
technical
review.
 
Public
 
notice
 
of
 
the
 
proposed
 
permit
 
is
 
given
 
for
 
a
 
comment
 
period
 
before
 
a
 
permit
 
can
 
be
 
issued.
Regulatory authorities
 
have considerable
 
discretion in
 
the timing
 
of the
 
permit issuance
 
and the
 
public has
 
the
right
 
to
 
comment
 
on
 
and
 
otherwise
 
engage
 
in
 
the
 
permitting
 
process,
 
including
 
public
 
hearings
 
and
 
through
intervention
 
in
 
the
 
courts.
 
Monetary
 
sanctions
 
and,
 
in
 
certain
 
circumstances,
 
even
 
criminal
 
sanctions
 
may
 
be
imposed for failure to comply with the SMCRA permits. Before a SMCRA permit is issued, a mine operator
 
must
submit
 
a
 
bond
 
or
 
other
 
form
 
of
 
financial
 
security
 
to
 
guarantee
 
the
 
performance
 
of
 
reclamation
 
bonding
requirements.
SMCRA provides for three
 
categories of bonds: surety
 
bonds, collateral bonds and
 
self-bonds. A surety bond
 
is
an
 
indemnity
 
agreement
 
in
 
a
 
sum
 
certain
 
payable
 
to
 
the
 
regulatory
 
authority,
 
executed
 
by
 
the
 
permittee
 
as
principal and
 
which
 
is supported
 
by the
 
performance
 
guarantee of
 
a surety
 
corporation.
 
A collateral
 
bond can
take
 
several
 
forms,
 
including
 
cash,
 
letters
 
of
 
credit,
 
first
 
lien
 
security
 
interest
 
in
 
property
 
or
 
other
 
qualifying
investment securities.
 
A self-bond
 
is an indemnity
 
agreement in
 
a sum
 
certain executed
 
by the permittee
 
or by
the permittee
 
and any
 
corporate guarantor
 
made payable
 
to the
 
regulatory authority.
 
For our
 
U.S. Operations,
we meet our reclamation bonding requirements by posting surety
 
bonds and participation in the Commonwealth
of Virginia bond pool. Our total amount of reclamation surety bonds outstanding was approximately $28.5
million
as of December 31, 2022. The surety
 
bond requirements for a mine represent the
 
calculated cost to reclaim the
current operations if it ceased to operate in the
 
current period. The cost calculation for each surety bond must be
completed according to the regulatory authority of each
 
state.
The SMCRA Abandoned Mine Land Fund requires
 
a fee on all coal
 
produced in the United States. The proceeds
are used to rehabilitate
 
lands mined and left
 
unreclaimed prior to August
 
3, 1977 and to pay
 
health care benefit
costs of
 
orphan beneficiaries
 
of the Combined
 
Fund created
 
by the
 
Coal Industry
 
Retiree Health
 
Benefit Act
 
of
1992. The fee
 
amount can change
 
periodically based on
 
changes in federal
 
legislation. Pursuant to
 
the Tax Relief
and Health Care Act of 2006, from October 1, 2012 through September 30, 2021, the fee is $0.31 and $0.13 per
Mt of
 
surface-mined and underground-mined
 
coal, respectively. See Item 2.
 
“Properties” for information
 
regarding
reclamation and other taxes applicable to our U.S. mining
 
properties.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
36
While SMCRA is
 
a comprehensive statute,
 
SMCRA does not
 
supersede the need
 
for compliance with
 
other major
environmental statutes,
 
including the
 
Endangered Species
 
Act of
 
1973, or
 
the ESA,
 
CAA, CWA,
 
the Resource
Conservation
 
and
 
Recovery
 
Act
 
of
 
1976,
 
or
 
the
 
RCRA,
 
and
 
the
 
Comprehensive
 
Environmental
 
Response,
Compensation, and Liability Act of 1980, or CERCLA.
National Environmental Policy Act of 1969
The National Environmental Policy
 
Act of 1969,
 
or NEPA, applies to mining
 
operations or permitting requirements
that require federal approvals,
 
NEPA requires federal agencies to evaluate the
 
environmental impact of all
 
“major
federal actions”
 
significantly
 
affecting
 
the
 
quality
 
of the
 
human environment.
 
NEPA
 
requires
 
federal
 
agencies,
such as the EPA or the OSM,
 
to incorporate environmental considerations in their
 
planning and decision-making.
The federal
 
agency
 
carrying
 
out
 
the
 
requirements
 
of
 
NEPA
 
must
 
prepare
 
a
 
detailed
 
statement
 
assessing
 
the
environmental impact
 
of and
 
alternatives to
 
the particular
 
action requiring
 
agency approval.
 
These statements
are
 
referred
 
to
 
as
 
Environmental
 
Impact
 
Statements
 
or
 
Environmental
 
Assessments.
 
NEPA
 
also
 
defines
 
the
processes for evaluating
 
and communicating environmental
 
consequences of federal
 
decisions and actions,
 
such
as
 
the
 
permitting
 
of
 
new
 
mine
 
development
 
on
 
federal
 
lands.
 
U.S.
 
coal
 
mining
 
companies
 
must
 
provide
information
 
to
 
agencies
 
with
 
respect
 
to
 
proposed
 
actions
 
that
 
will
 
be
 
under
 
the
 
authority
 
of
 
the
 
federal
government.
 
The
 
NEPA
 
process
 
involves
 
public
 
participation
 
and
 
can
 
involve
 
lengthy
 
timeframes.
 
Ultimately,
federal agencies may require mitigation measures pursuant
 
to their NEPA
 
review.
On
 
July
 
16,
 
2020,
 
the
 
White
 
House
 
Council
 
on
 
Environmental
 
Quality,
 
or
 
the
 
CEQ
 
finalized
 
a
 
proposed
 
rule,
which went into effect on September 14, 2020.
 
The new rule made it easier to obtain approval
 
for new projects,
including by eliminating the need to evaluate so-called
 
cumulative impacts which could ultimately limit agencies’
consideration of climate change
 
and greenhouse gas
 
emissions. However,
 
pursuant to Executive
 
Order 13990,
CEQ began
 
a comprehensive
 
review of
 
the 2020
 
rule and
 
announced a
 
phased approach
 
to amending
 
NEPA
regulations. An Interim Final
 
Rule was issued June
 
29, 2021 which extended
 
the deadline for Federal
 
agencies
to develop or update their NEPA
 
implementing procedures to conform to the CEQ regulations
 
by two years.
Solid Waste Disposal Act of 1995 and Resource
 
Conservation and Recovery Act of 1976
The Solid
 
Waste Disposal
 
Act of 1965,
 
or SWDA,
 
was the
 
first federal
 
act to target
 
waste disposal
 
technology.
The
 
SWDA
 
governs
 
disposal
 
of
 
both
 
municipal
 
and
 
industrial
 
waste,
 
promotes
 
advancement
 
of
 
waste
management technology
 
and sets
 
waste management
 
standards. The
 
SWDA was
 
amended by
 
the Resource
Conservation and
 
Recovery
 
Act of
 
1976, or
 
RCRA. RCRA
 
affects
 
U.S. coal
 
mining operations
 
by establishing
“cradle to
 
grave” requirements
 
for the
 
generation,
 
transportation,
 
treatment, storage
 
and disposal
 
of solid
 
and
hazardous
 
wastes.
 
The
 
RCRA
 
also
 
addresses
 
the
 
environmental
 
effects
 
of
 
certain
 
past
 
hazardous
 
waste
treatment, storage
 
and disposal
 
practices, and
 
may require
 
a current
 
or past
 
site owner
 
or operator
 
to remove
improperly
 
disposed
 
hazardous
 
wastes.
 
The
 
RCRA
 
also
 
sets
 
forth
 
a
 
framework
 
for
 
managing
 
certain
 
non-
hazardous
 
solid
 
wastes.
 
Part
 
or
 
all
 
of
 
the
 
RCRA
 
program
 
may
 
be
 
delegated
 
to
 
a
 
state
 
pursuant
 
to
 
a
 
state
implementation plan if the state standards are at least
 
as stringent as federal standards.
Subtitle C of the
 
RCRA exempted fossil
 
fuel combustion wastes
 
from hazardous waste
 
regulation until the
 
EPA
completed
 
a
 
report
 
to
 
Congress
 
and
 
made
 
a
 
determination
 
on
 
whether
 
the
 
wastes
 
should
 
be
 
regulated
 
as
hazardous. On December 19, 2014, the EPA
 
announced the final rule on disposal of coal combustion
 
residuals,
or CCR
 
or coal
 
ash, by
 
electric utilities
 
and independent
 
power producers.
 
As finalized,
 
the rule
 
continues the
exemption of
 
CCR from
 
regulation as
 
a hazardous
 
waste, but
 
does impose
 
new requirements
 
at existing
 
CCR
surface impoundments
 
and landfills
 
that will need
 
to be
 
implemented over
 
a number
 
of different
 
time-frames in
the coming months
 
and years,
 
as well as
 
at new surface
 
impoundments and
 
landfills. On August
 
24, 2018, the
U.S. Court of Appeals for the D.C. Circuit held that certain provisions of the EPA’s
 
CCR rule were not sufficiently
protective, and it invalidated those provisions. Since then, the
 
EPA has finalized
 
changes to its CCR regulations
in response to
 
some aspects of
 
the court’s ruling, primarily
 
to regulate unlined ponds
 
but extend certain
 
deadlines
for initiating their closure, and allowing site-specific alternate
 
liner determinations.
 
The Biden
 
Administration’s
 
January 20, 2021
 
executive order
 
for review
 
of environmental
 
regulations indicated
that the
 
Biden
 
Administration will
 
review
 
environmental
 
regulations
 
affecting
 
the
 
management
 
and disposal
 
of
CCR. On January
 
11,
 
2022, the
 
EPA
 
announced that
 
it was
 
taking steps
 
to protect
 
groundwater from
 
coal ash
contamination, including
 
plans to
 
finalize a
 
federal permitting program
 
for the
 
disposal of
 
coal ash
 
and establishing
regulations for legacy coal
 
ash surface impoundments.
 
We cannot predict
 
at this time if and/or
 
when such rules
will go into effect.
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
37
The EPA
 
regulations on CCR
 
management and disposal
 
exempt coal ash
 
that is disposed
 
of at mine
 
sites and
reserve any regulation thereof to the Office
 
of Surface Mining Reclamation and Enforcement
 
or "OSMRE." After
proposing CCR regulations in 2007,
 
the OSMRE suspended all rulemaking
 
actions on CCRs, but
 
could re-initiate
them
 
in
 
the
 
future.
 
In
 
addition,
 
while
 
many
 
mining
 
wastes
 
such
 
as
 
overburden
 
and
 
coal
 
cleaning
 
wastes
 
are
exempt from
 
RCRA hazardous
 
waste regulations,
 
certain wastes
 
may be
 
subject to
 
the RCRA’s
 
requirements.
The RCRA also governs underground
 
storage tanks containing hazardous
 
substances and petroleum products,
which are used in some coal mining operations, although we do not have underground storage tanks associated
with our U.S. Operations.
The Biden
 
Administration’s
 
January 20, 2021
 
executive order
 
for review
 
of environmental
 
regulations indicated
that the
 
Biden
 
Administration will
 
review
 
environmental
 
regulations
 
affecting
 
the
 
management
 
and disposal
 
of
CCR.
 
It is unclear what effect this order will have
 
on the demand for coal.
Comprehensive Environmental Response, Compensation,
 
and Liability Act of 1980
Comprehensive Environmental
 
Response, Compensation
 
and Liability Act
 
of 1980, or
 
CERCLA, authorizes the
federal government
 
and private parties
 
to recover
 
costs to
 
address threatened
 
or actual releases
 
of hazardous
substances (broadly defined) that may
 
endanger public health or the
 
environment. Current owners and operators
of contaminated sites, past owners and operators
 
of contaminated sites at the time hazardous
 
substances were
disposed,
 
parties that
 
arranged
 
for the
 
disposal
 
or transport
 
of the
 
hazardous
 
substances
 
and transporters
 
of
hazardous substances
 
could be
 
potentially responsible
 
parties, or
 
PRPs, under
 
CERCLA. PRPs
 
may be
 
liable
for costs related to contaminated sites, including, but not limited to, site investigation and cleanup costs incurred
by the
 
government or
 
other parties,
 
damages to
 
natural resources
 
and costs
 
of certain
 
health assessments
 
or
studies.
 
In
 
addition,
 
CERCLA
 
authorizes
 
the
 
federal
 
government
 
to
 
order
 
PRPs
 
to
 
conduct
 
investigation
 
and
cleanup of releases of hazardous substances at certain contaminated
 
sites.
CERCLA requires that a list of contaminated sites, referred to as the National Priorities List, be compiled
 
by EPA
using certain criteria to evaluate the potential relative risk to the public health and the environment from releases
or threatened releases of
 
hazardous substances. Strict, joint and
 
several and retroactive liability may
 
be imposed
on hazardous
 
substance generators
 
and facility
 
owners and
 
operators, regardless
 
of fault
 
or the
 
legality of
 
the
original disposal activity. The failure to comply with a federal
 
government order under CERCLA may result in
 
civil
penalties, including
 
fines and/or
 
punitive damages,
 
in addition
 
to the
 
costs incurred
 
by the
 
federal government
due to the party’s failure to comply with an order.
We could
 
face liability
 
under CERCLA
 
and similar
 
state laws
 
for properties
 
that (1)
 
we currently
 
own, lease
 
or
operate, (2) we,
 
our predecessors,
 
or former
 
subsidiaries have
 
previously owned,
 
leased or
 
operated, (3) sites
to which
 
we, our
 
predecessors
 
or former
 
subsidiaries,
 
sent waste
 
materials, and
 
(4) sites at
 
which
 
hazardous
substances from our facilities’ operations have otherwise
 
come to be located.
Federal Mine Safety and Health Act of 1977
The Mine Act, which was
 
amended by the Mine Improvement and
 
New Emergency Response Act of 2006,
 
or the
MINER Act, governs federal oversight of mine safety and
 
authorizes the U.S. Department of Labor’s Mine Safety
and Health
 
Administration,
 
or MSHA,
 
to regulate
 
safety
 
and health
 
conditions for
 
employees working
 
in mines
within
 
the
 
United
 
States,
 
and
 
to
 
enforce
 
various
 
mandatory
 
health
 
and
 
safety
 
requirements.
 
The
 
Mine
 
Act
mandates four annual inspections
 
of underground coal
 
mines, two annual inspections
 
of all surface coal
 
mines,
and permits
 
inspections in
 
response to
 
employee complaints
 
of unsafe
 
working conditions.
 
The statute
 
and its
regulations also
 
mandate miner
 
training, mine
 
rescue teams
 
for all
 
underground mines, and
 
involvement of
 
miners
and their
 
representatives
 
in
 
health and
 
safety
 
activities.
 
MSHA has
 
also
 
promulgated
 
regulations
 
governing
 
a
wide
 
range
 
of
 
activities,
 
including
 
roof
 
support,
 
ventilation,
 
combustible
 
materials,
 
electrical
 
equipment,
 
fire
protection,
 
explosives
 
and
 
blasting,
 
and
 
mine
 
emergencies.
 
MSHA
 
has
 
the
 
statutory
 
authority
 
to
 
issue
 
civil
penalties for non-compliance, to set the period for abatement
 
of violations, and to seek injunctive relief requiring
a
 
company
 
to
 
cease
 
operations
 
until
 
certain
 
conditions
 
are
 
corrected.
 
The
 
MINER
 
Act
 
requires
 
mine
 
specific
emergency
 
response
 
plans
 
in
 
underground
 
coal
 
mines,
 
implemented
 
new
 
regulations
 
regarding
 
mine
 
rescue
teams and sealing
 
of abandoned areas,
 
requires prompt
 
notification of mine
 
accidents, and
 
imposes enhanced
civil and criminal
 
penalties for
 
violations. Various
 
states also
 
have enacted
 
their own
 
new laws
 
and regulations
addressing many of these
 
same subjects. MSHA continues
 
to interpret and implement
 
various provisions of the
MINER Act, along with introducing
 
new proposed regulations and standards.
 
For example, the second phase
 
of
MSHA’s
 
respirable
 
coal
 
mine
 
dust
 
rule
 
went
 
into
 
effect
 
in
 
February
 
2016
 
and
 
requires
 
increased
 
sampling
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
38
frequency and the use of continuous personal dust
 
monitors. In August 2016, the third and final phase of
 
the rule
became effective, reducing the overall respirable dust standard in
 
coal mines from 2.0 to
 
1.5 milligrams per cubic
meter of air.
 
In the last several
 
years, MSHA has also
 
proposed regulations governing
 
respirable silica, and
 
the
exposure of miners to
 
underground diesel exhaust fumes, and
 
testing, evaluation, and approval of
 
electric motor-
driven mine equipment and accessories.
 
MSHA has issued guidance for employers and workers regarding how
to mitigate the
 
risks of COVID-19
 
rather than mandatory
 
standards.
 
During a September
 
29, 2021 stakeholder
call, MSHA leadership indicated that it would
 
not issue an Emergency Temporary
 
Standard requiring COVID-19
vaccinations or testing at mine sites.
Black Lung (Coal Worker’s Pneumoconiosis)
The
 
Mine
 
Act
 
amended
 
the
 
Federal
 
Coal
 
Mine
 
Health
 
and
 
Safety
 
Act
 
of
 
1969,
 
which
 
is
 
the
 
legislation
 
that
mandates compensation
 
for miners
 
who were
 
totally and
 
permanently
 
disabled
 
by the
 
progressive
 
respiratory
disease caused
 
by coal
 
workers’
 
pneumoconiosis,
 
or
 
black lung.
 
Under
 
current
 
federal law,
 
a U.S.
 
coal
 
mine
operator must
 
pay federal
 
black lung
 
benefits and
 
medical expenses
 
to claimants
 
who are
 
current employees,
and
 
to
 
claimants
 
who
 
are
 
former
 
employees
 
who
 
last
 
worked
 
for
 
the
 
operator
 
after
 
July 1,
 
1973,
 
and
 
whose
claims for benefits are allowed. Coal mine operators must also make payments to a trust fund for
 
the payment of
benefits and medical expenses
 
to claimants who last
 
worked in the coal
 
industry prior to July 1,
 
1973. The trust
fund is
 
funded by
 
an excise
 
tax on
 
sales of
 
U.S. production,
 
excluding export
 
sales, of
 
up to
 
$1.21 per
 
Mt for
deep-mined coal and up to $0.61 per Mt for surface-mined coal, each limited to 4.4% of the gross
 
sales price. In
2019,
 
these
 
tax
 
rates
 
were
 
cut
 
in
 
half
 
compared
 
to
 
the
 
pre-2019
 
level,
 
falling
 
to
 
$0.61
 
per
 
Mt
 
of
underground-mined coal or $0.31 per Mt of surface-mined coal, limited
 
to 2% of the sales price. Our total excise
taxes paid
 
to this
 
trust fund
 
in 2020
 
were $0.9
 
million.
 
In December
 
2019, President
 
Trump
 
signed
 
into law
 
a
provision that restored the rate
 
to its pre-2019 level through
 
December 31, 2020. On December
 
27, 2020, then-
President Trump extended the
 
trust fund excise
 
tax through December 31,
 
2021 at the
 
pre-2019 rate. Historically,
very
 
few
 
of
 
the
 
miners
 
who
 
sought
 
federal
 
black
 
lung
 
benefits
 
were
 
awarded
 
these
 
benefits;
 
however,
 
the
approval rate has increased following implementation of
 
black lung provisions contained in the
 
Patient Protection
and
 
Affordable
 
Care
 
Act
 
of
 
2010,
 
or
 
the
 
Affordable
 
Care
 
Act.
 
The
 
Affordable
 
Care
 
Act
 
introduced
 
significant
changes to the
 
federal black lung program,
 
including an automatic survivor
 
benefit paid upon
 
the death of
 
a miner
with
 
an
 
awarded
 
black
 
lung
 
claim,
 
and
 
established
 
a
 
rebuttable
 
presumption
 
with
 
regard
 
to
 
pneumoconiosis
among miners with 15 or
 
more years of coal mine
 
employment that are totally disabled
 
by a respiratory condition.
These changes
 
could have
 
a material
 
impact on
 
our costs
 
expended in
 
association with
 
the federal
 
black lung
program. In addition to
 
possibly incurring liability
 
under federal statutes,
 
we may also be
 
liable under state
 
laws
for black
 
lung claims.
 
See Note
 
20
to the
 
accompanying audited
 
Consolidated Financial
 
Statements for
 
further
information of applicable insurance coverage.
National Labor Relations Act of 1935
The National
 
Labor Relations
 
Act of
 
1935
, or
 
the NLRA,
 
governs collective
 
bargaining and
 
private sector
 
labor
and management relations.
 
While we do not
 
have a unionized workforce
 
in the United States,
 
to the extent that
non-supervisory employees decide
 
to seek representation
 
or engage in
 
other protected concerted
 
labor activities,
the NLRA
 
and the
 
rules promulgated
 
by the
 
National
 
Labor Relations
 
Board, or
 
NLRB, set
 
the parameters
 
for
employees’ and union activity and our
 
response. The NLRA applies to both
 
unionized and non-union workforces.
Any employee
 
complaints related
 
to the
 
pandemic and
 
any related
 
labor actions,
 
if they
 
are tied
 
to terms
 
and
conditions of employment
 
that affect the
 
workforce generally,
 
will be governed
 
by the NLRA.
 
In addition, recent
NLRB-
 
promulgated
 
rules
 
regarding
 
joint
 
employer
 
status
 
under
 
the
 
NLRA
 
clarified
 
the
 
basis
 
upon
 
which
contractors and
 
vendors, as
 
well as
 
their employees
 
(and the
 
unions representing
 
them), could
 
allege that
 
we
are jointly and severally liable for any unfair labor practices or bargaining
 
obligations of the third-party employer.
While the rules
 
made the joint
 
employer test generally
 
more employer-friendly,
 
there is always
 
the possibility of
claims that we are a joint employer with a contractor or
 
vendor.
Patient Protection and Affordable Care Act of
 
2010
The United States Patient Protection and Affordable Care Act, or the Affordable Care Act, was enacted in March
2010 and included substantial reforms to the U.S. health care system
 
intended to increase affordability of health
insurance, expand the Medicaid program and support innovative health care delivery methods
 
designed to lower
costs. The Affordable Care
 
Act included a number of provisions
 
designed to reduce Medicare
 
expenditures and
the cost of
 
health care generally, to reduce fraud
 
and abuse, and
 
to provide access to
 
increased health coverage.
For example,
 
the law
 
prohibits insurers from
 
refusing to
 
cover preexisting
 
conditions, requires coverage
 
for certain
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
39
types
 
of care,
 
and can
 
subject
 
certain large
 
employers
 
to a
 
shared responsibility
 
payment
 
if they
 
do not
 
offer
health coverage
 
to their
 
full-time employees.
 
The Affordable
 
Care Act
 
also created
 
government-run, taxpayer-
funded health insurance marketplaces (known as “Exchanges”).
The Affordable Care
 
Act impacts the
 
coal mining industry’s
 
costs of providing
 
health care benefits
 
to its eligible
active employees, with
 
both short term and
 
long term implications.
 
It affects health
 
care costs by,
 
among other
things, setting the maximum
 
age for covered dependents
 
to receive benefits at
 
26, requiring certain benefits
 
for
occupational
 
disease
 
related
 
illnesses,
 
and
 
eliminating
 
lifetime
 
dollar
 
limits
 
on
 
essential
 
benefits
 
per
 
covered
individual and restrictions
 
on annual dollar
 
limits on essential
 
benefits per covered
 
individual. The Affordable Care
Act also included
 
significant changes
 
to the federal
 
black lung program,
 
including an automatic
 
survivor benefit
paid upon death of a miner with an awarded black lung claim and the establishment
 
of a rebuttable presumption
with regard
 
to pneumoconiosis
 
among miners
 
with 15
 
or more
 
years of
 
coal mine
 
employment that
 
are totally
disabled by a respiratory condition. The
 
Affordable Care Act also provides lifetime benefits to
 
certain dependents
who
 
survive
 
the
 
death
 
of
 
a
 
miner,
 
if
 
the
 
miner
 
had
 
been
 
receiving
 
the
 
benefits
 
before
 
death.
 
For
 
additional
information, please see above “––Black Lung (Coal Worker’s
 
Pneumoconiosis).”
The
 
Affordable
 
Care
 
Act
 
has
 
faced
 
ongoing
 
legal
 
challenges,
 
including
 
litigation
 
and
 
legislation
 
seeking
 
to
invalidate or
 
modify some
 
or all
 
of the
 
law or
 
the manner
 
in which
 
it has
 
been implemented.
 
For example,
 
the
Further Consolidated Appropriations
 
Act of 2020 repealed
 
the “Cadillac tax,” which
 
would have imposed a
 
40%
tax on high-cost
 
employer plans starting
 
in 2022. The
 
constitutionality of the
 
individual mandate,
 
and the entire
Affordable Care
 
Act, was
 
challenged in
 
the Fifth
 
Circuit Court
 
of Appeals,
 
and is
 
currently under
 
review by
 
the
Supreme Court. The outcome of these cases is uncertain, and any change they make to the
 
Affordable Care Act
could have a significant impact on
 
the U.S. health care industry and
 
employers providing health coverage to their
workers. Further,
 
the fact
 
that implementation
 
of certain
 
aspects of
 
the Affordable
 
Care Act
 
can be
 
affected by
Executive Orders and regulations promulgated
 
by federal governmental agencies
 
that may change when a new
President takes office also contributes
 
to the uncertainty as
 
to how the
 
law will affect the
 
U.S. health care industry
and employers providing health coverage to their workers
 
.
Safe Drinking Water Act of 1974
The Safe
 
Drinking Water
 
Act of
 
1974, or
 
SDWA,
 
is the
 
federal law
 
that protects
 
public drinking
 
water supplies
throughout the United States. Under the SDWA,
 
the EPA sets
 
federal health-based standards for drinking water
quality and
 
implements
 
technical
 
and financial
 
programs
 
to ensure
 
drinking water
 
safety.
 
The SDWA
 
requires
regular monitoring and
 
reporting of water
 
quality.
 
The SDWA
 
is applicable to
 
public water systems
 
that have at
least 15
 
service connections or
 
serve at least
 
25 people per
 
day for
 
60 days of
 
the year. Further, SDWA standards
apply to water systems
 
based on their type
 
and size. There are
 
four categories: i)
 
community water systems,
 
ii)
non-community water systems, iii) non-transient,
 
non-community water systems and iv)
 
transient non-community
water systems.
The
 
SDWA
 
requires
 
the
 
EPA
 
to
 
establish
 
National
 
Primary
 
Drinking
 
Water
 
Regulations
 
for
 
contaminants
 
that
may
 
cause
 
adverse
 
public
 
health
 
effects.
 
These
 
regulations
 
include
 
mandatory
 
requirements
 
and
 
non-
enforceable health goals.
 
The EPA
 
sets regulations
 
for drinking water
 
system concentrations
 
of certain organic
contaminants,
 
inorganic
 
contaminants,
 
microbiological
 
contaminants,
 
disinfection
 
byproducts,
 
residual
disinfectant levels, and radionuclide
 
levels. The EPA
 
also sets filtration requirements
 
for drinking water systems
that vary depending on the size of the population served
 
by the system.
The SDWA
 
also regulates the
 
underground injection of
 
fluids into porous
 
formations or rocks
 
through wells and
similar conveyance systems, and regulates the construction,
 
operation, permitting and closure of such wells.
The SDWA can impact coal mining operations in the United States to the extent that the operations could impact
drinking water supplies.
National Historic Preservation Act of 1966
The
 
National
 
Historic
 
Preservation
 
Act
 
of
 
1966,
 
or
 
NHPA,
 
governs
 
the
 
preservation
 
of
 
historical
 
properties
throughout
 
the
 
United
 
States.
 
The
 
NHPA
 
requires
 
the
 
Department
 
of
 
the
 
Interior’s
 
National
 
Park
 
Service
 
to
implement
 
the
 
national
 
policy
 
to
 
preserve
 
for
 
public
 
use
 
historic
 
sites,
 
buildings
 
and
 
objects
 
of
 
national
significance for the inspiration and benefit of the people of the United States. Alternatively,
 
a state may carry out
this program
 
with
 
oversight
 
from the
 
Department
 
of the
 
Interior
 
if the
 
Department
 
of the
 
Interior
 
approves
 
the
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
40
state’s
 
historic
 
preservation
 
program.
 
In
 
executing
 
this
 
policy,
 
the
 
National
 
Park
 
Service
 
identifies
 
National
Historic Landmarks
 
and places
 
them on
 
a National
 
Register
 
of Historic
 
Places.
 
The NHPA
 
requires that
 
each
federal agency prior to authorizing expenditure of federal funds on a federal or federally assisted undertaking, or
prior
 
to
 
issuing
 
a
 
federal
 
license
 
for
 
such
 
an
 
undertaking,
 
consider
 
the
 
effect
 
of
 
the
 
undertaking
 
on
 
historic
resources and to
 
provide the Advisory
 
Council on Historic
 
Preservation with a
 
reasonable opportunity to
 
comment
on the undertaking.
 
Accordingly, the NHPA could create an additional level
 
of scrutiny on
 
a coal mining
 
operation,
particularly during the permitting process, to the extent
 
that a mining operation could come within the scope of
 
a
historical site.
 
The SMCRA
 
also provides
 
protection for
 
historic resources
 
that would
 
be adversely
 
affected by
mining operations by requiring the OSM to comply with the NHPA.
 
If a property is listed on the National Register
of Historic Places,
 
SMCRA requires consideration
 
of the property’s
 
historic values
 
in determining issuance
 
of a
surface coal mining permit.
Endangered Species Act of 1973
The Endangered Species
 
Act of 1973,
 
or ESA, governs
 
the protection of
 
endangered species in
 
the United States
and
 
requires
 
the
 
U.S.
 
Department
 
of
 
the
 
Interior’s
 
Fish
 
and
 
Wildlife
 
Service
 
and
 
the
 
National
 
Oceanic
 
and
Atmospheric
 
Administration’s
 
National
 
Marine
 
Fisheries
 
Service
 
to
 
formally
 
review
 
any
 
federally
 
authorized,
funded or
 
administered action
 
that could
 
negatively affect
 
endangered or
 
threatened species.
 
Under the
 
ESA,
the responsibilities of
 
these agencies
 
include listing
 
and delisting
 
species, designating critical
 
habitats, developing
recovery plans and conducting five-year reviews of listed species.
The
 
Fish
 
and
 
Wildlife
 
Service
 
studies
 
projects
 
for
 
possible
 
effects
 
to
 
endangered
 
species
 
and
 
then
 
can
recommend alternatives or mitigation measures.
 
The OSM and state regulators
 
require mining companies to hire
a government-approved contractor to conduct surveys for
 
potential endangered species, and the
 
surveys require
approval from state and
 
federal biologists who
 
provide guidance on
 
how to minimize
 
mines’ potential effects
 
on
endangered
 
species.
 
Certain
 
endangered
 
species
 
are
 
more
 
typically
 
at
 
issue
 
under
 
the
 
ESA
 
with
 
respect
 
to
mining, including the long-eared
 
bat and Guyandotte crayfish,
 
which are found in
 
the Central Appalachian region,
including
 
parts
 
of
 
Virginia
 
and
 
West
 
Virginia.
 
Mitigation
 
methods
 
can
 
cause
 
increased
 
costs
 
to
 
coal
 
mining
operators. Changes in
 
listings or requirements
 
under these regulations
 
could have a
 
material adverse effect
 
on
our costs
 
or our
 
ability to
 
mine some
 
of our
 
properties
 
in accordance
 
with
 
our current
 
mining plans.
 
The ESA
allows landowners to receive
 
a special permit to take
 
listed species in some circumstances,
 
provided they have
developed a Habitat Conservation Plan approved by the
 
Fish and Wildlife Service.
The U.S.
 
Department of
 
the Interior
 
issued three
 
proposed rules
 
in July
 
2018 aiming
 
to streamline
 
and update
the ESA, and they became effective on September 26, 2019. The rules weaken the protections afforded species
listed as
 
threatened, and
 
make it
 
more difficult
 
to add
 
species to
 
the threatened
 
and endangered
 
species lists
and easier to delist
 
species. However,
 
on June 4, 2021,
 
the Fish and Wildlife
 
Service and the National
 
Oceanic
and Atmospheric
 
Administration's
 
National
 
Marine Fisheries
 
Service announced
 
a plan
 
to strengthen
 
the ESA
and revise or rescind regulations passed under the Trump
 
Administration.
Migratory Bird Treaty Act of 1918
The Migratory Bird
 
Treaty Act
 
of 1918, or
 
MBTA,
 
as modified
 
by the Migratory
 
Bird Treaty
 
Reform Act of
 
2004,
makes it unlawful without
 
a waiver to pursue,
 
hunt, take, capture, kill
 
or sell migratory
 
birds, or any part, nest
 
or
egg of any migratory
 
bird. A migratory
 
bird species is
 
included on the
 
list of species
 
protected by the
 
MBTA
 
if it
meets one
 
or more
 
of the
 
following
 
criteria:
 
i) it
 
occurs
 
in the
 
United
 
States
 
or U.S.
 
territories
 
as the
 
result
 
of
natural biological or
 
ecological processes and
 
is currently, or was previously
 
listed as, a
 
species or part
 
of a
 
family
protected by certain
 
international treaties,
 
or their amendments,
 
entered into by
 
the United States
 
and Canada,
Mexico, Japan or Russia;
 
ii) revised taxonomy
 
results in it being
 
split from a species
 
that was previously
 
on the
list,
 
and
 
the
 
new
 
species
 
occurs
 
in
 
the
 
United
 
States
 
or
 
U.S.
 
territories
 
as
 
the
 
result
 
of
 
natural
 
biological
 
or
ecological processes; or iii) new evidence exists for its natural occurrence
 
in the United States or U.S. territories
resulting from
 
natural
 
distributional
 
changes
 
and
 
the
 
species
 
occurs
 
in
 
a
 
protected
 
family.
 
The
 
Migratory
 
Bird
Treaty Reform Act of 2004
 
requires the Fish and Wildlife Service to publish
 
an informational list of all nonnative,
human-introduced
 
bird
 
species
 
to
 
which
 
MBTA
 
does
 
not
 
apply.
 
The
 
most
 
recent
 
list
 
of
 
all
 
nonnative,
 
human-
introduced bird species was published on April 16, 2020.
Since coal mining is
 
seen as an industry that
 
can threaten bird populations, coal operators
 
are required to ensure
that their
 
operations do
 
not negatively
 
impact migratory
 
birds, or
 
to take
 
mitigation measures.
 
Violations of
 
the
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
41
MBTA
 
are
 
either misdemeanor
 
or felonies
 
punishable
 
by a
 
fine
 
or imprisonment.
 
Efforts
 
in
 
2020 and
 
2021
 
to
narrow the applicability of the MBTA
 
were unsuccessful.
Regulation of explosives
Our surface
 
mining operations
 
are subject
 
to numerous
 
regulations relating
 
to blasting
 
activities,
 
including the
Federal Safe Explosives
 
Act, or SEA. SEA
 
applies to all
 
users of explosives.
 
Knowing or willful violations
 
of the
SEA may
 
result in
 
fines, imprisonment,
 
or both.
 
In addition,
 
violations of
 
SEA may
 
result in
 
revocation of
 
user
permits and seizure or forfeiture of explosive materials. Pursuant to federal regulations, we incur costs
 
to design
and implement blast schedules and to conduct pre-blast surveys and blast monitoring. In addition, the storage of
explosives is
 
subject to
 
strict regulatory
 
requirements established
 
by four
 
different federal
 
regulatory agencies.
For example, pursuant to a rule issued by the Department of Homeland Security in 2007, facilities
 
in possession
of chemicals
 
of interest,
 
including ammonium nitrate
 
at certain
 
threshold levels, must
 
complete a
 
screening review
in
 
order
 
to
 
help
 
determine
 
whether
 
there
 
is
 
a
 
high
 
level
 
of
 
security
 
risk
 
such
 
that
 
a
 
security
 
vulnerability
assessment and
 
site security plan
 
will be
 
required. The Bureau
 
of Alcohol,
 
Tobacco and Firearms and Explosives,
or
 
ATF,
 
regulates
 
the
 
sale,
 
possession,
 
storage
 
and
 
transportation
 
of
 
explosives
 
in
 
interstate
 
commerce.
 
In
addition to
 
ATF regulation, the
 
U.S. Department of
 
Homeland Security is
 
evaluating a
 
proposed ammonium nitrate
security
 
program
 
rule.
 
In
 
2015,
 
the
 
OSM
 
also
 
proposed
 
a
 
rulemaking
 
addressing
 
nitrogen
 
oxide
 
clouds
 
from
blasting; on July 30, 2019, however,
 
the OSM withdrew the proposed rulemaking.
Available Information
We file
 
annual, quarterly
 
and current
 
reports and
 
other documents
 
with the
 
SEC under
 
the Exchange
 
Act. The
public
 
can
 
obtain
 
any
 
documents
 
that
 
we
 
file
 
with
 
the
 
SEC
 
at
 
www.sec.gov.
 
We
 
also
 
make
 
available
 
free
 
of
charge our
 
Annual Report
 
on Form
 
10-K, Quarterly
 
Reports on
 
Form 10-Q,
 
Current Reports
 
on Form
 
8-K and
any amendments
 
to those
 
reports filed
 
or furnished
 
pursuant to
 
Section 13(a)
 
or 15(d)
 
of the
 
Exchange Act
 
as
soon as
 
reasonably practicable
 
after filing
 
such materials
 
with, or
 
furnishing such
 
materials to,
 
the SEC,
 
on or
through our internet website, https://coronadoglobal.com.au/. We are not including the information contained on,
or accessible through, any website as a part of, or incorporating it by reference into, this Annual Report
 
on Form
10-K, unless expressly noted.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
42
ITEM 1A.
 
RISK FACTORS.
An investment
 
in our
 
securities
 
is speculative
 
and involves
 
a number
 
of risks.
 
We
 
believe
 
the risks
 
described
below are the material
 
risks that we face.
 
However, the
 
risks described below may
 
not be the only risks
 
that we
face.
 
Additional
 
unknown
 
risks
 
or
 
risks
 
that
 
we
 
currently
 
consider
 
immaterial,
 
may
 
also
 
impair
 
our
 
business
operations. You should carefully consider the specific risk factors discussed below,
 
together with the information
contained
 
in
 
this
 
Annual
 
Report
 
on
 
Form
 
10-K,
 
including
 
Item 7.
 
“Management’s
 
Discussion
 
and
 
Analysis
 
of
Financial Condition and Results of
 
Operations” and our Consolidated Financial Statements and the
 
related notes
to those
 
statements
included elsewhere in
 
this Annual Report
 
on Form 10-K.
 
If any of
 
the events or
 
circumstances
described below
 
actually occurs,
 
our business, financial
 
condition or
 
results of
 
operations could
 
suffer,
 
and the
trading price of our securities could decline significantly.
Some of these risks include:
Concerns about the environmental
 
impacts of coal combustion,
 
including possible impacts on
 
global climate
issues, are resulting in increased
 
regulation of coal combustion and coal
 
mining in many jurisdictions, which
could
 
significantly
 
affect
 
demand
 
for
 
our
 
products
 
or
 
our
 
securities
 
and
 
reduce
 
access
 
to
 
capital
 
and
insurance;
Demand for our Met coal is significantly dependent on the steel
 
industry
;
We are subject
 
to extensive health and
 
safety laws and
 
regulations that could
 
have a material
 
adverse effect
on our reputation and financial condition and results of operations
 
;
In
 
times
 
of
 
drought
 
and/or
 
shortage
 
of
 
available
 
water,
 
our
 
operations
 
and
 
production,
 
particularly
 
at
Curragh, could
 
be negatively
 
impacted if
 
the regulators
 
impose restrictions
 
on our
 
water offtake
 
licenses
that are required for water used in the CPPs;
Our business may be adversely affected by the impact on the global economy due to, among other
 
events,
the ongoing military conflict between Russia and Ukraine or other
 
significant geopolitical tensions
;
Our business, financial
 
condition and results
 
of operations may
 
be adversely impacted
 
by global pandemics,
including the COVID-19 pandemic, or other widespread public
 
health concerns
;
Our profitability
 
depends upon the
 
prices we
 
receive for
 
our coal.
 
Prices for
 
coal are
 
volatile and
 
can fluctuate
widely based upon a number of factors beyond our control
;
We face increasing competition, which could adversely
 
affect profitability;
We may face restricted access to international markets
 
in the future
;
If transportation for our
 
coal becomes unavailable
 
or uneconomic for
 
our customers, our
 
ability to sell coal
could suffer;
Take-or-pay
 
arrangements within the coal industry could unfavorably
 
affect our profitability
;
A
 
decrease
 
in
 
the
 
availability
 
or
 
increase
 
in
 
costs
 
of
 
key
 
supplies,
 
capital
 
equipment,
 
commodities
 
and
purchased components, such as diesel
 
fuel, steel, explosives and
 
tires could materially and
 
adversely affect
our financial condition and results of operations
;
Defects
 
in
 
title
 
or
 
loss
 
of
 
any
 
leasehold
 
interests
 
in
 
our
 
properties
 
could
 
limit
 
our
 
ability
 
to
 
mine
 
these
properties or result in significant unanticipated costs;
We may be unable
 
to obtain, renew or
 
maintain permits necessary
 
for our operations, which
 
would reduce
coal production, cash flows and profitability;
A shortage of skilled labor in the mining industry could pose a risk to achieving improved labor productivity
;
The existence
 
(or
 
claimed
 
existence)
 
of
 
native
 
title
 
on
 
land within
 
our
 
Australian
 
tenements
 
may impose
restrictions on the construction of our expansion activities
 
and our continued operations;
Risks inherent to mining
 
operations could impact the amount
 
of coal produced, cause
 
delay or suspend coal
deliveries, or increase the cost of operating our business;
Our long-term success
 
depends upon our
 
ability to continue
 
discovering, or acquiring
 
and developing assets
containing, coal reserves that are economically recoverable
;
We
 
rely
 
on
 
estimates
 
of
 
our
 
recoverable
 
resources
 
and
 
reserves,
 
which
 
are
 
complex
 
due
 
to
 
geological
characteristics of the properties and the number of assumptions
 
made
;
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
43
Our profitability could be affected
 
adversely by the failure of
 
suppliers and/or outside contractors to perform;
Our
 
inability
 
to
 
replace
 
or
 
repair
 
damaged
 
or
 
destroyed
 
equipment
 
or
 
facilities
 
in
 
a
 
timely
 
manner
 
could
materially and adversely affect our financial condition and results
 
of operations;
 
Our
 
ability
 
to
 
operate
 
effectively
 
could
 
be
 
impaired
 
if
 
we
 
lose
 
key
 
personnel
 
or
 
fail
 
to
 
attract
 
qualified
personnel;
We may not have adequate insurance coverage for
 
some business risks
;
Cybersecurity
 
attacks,
 
natural
 
disasters,
 
terrorist
 
attacks
 
and
 
other
 
similar
 
crises
 
or
 
disruptions
 
may
negatively affect our business, financial condition and results
 
of operations;
Mining in the CAPP is more complex and
 
involves more regulatory constraints than mining in other areas of
the U.S., which could affect our mining operations and
 
cost structures in these areas;
The
 
loss
 
of,
 
or
 
significant
 
reduction
 
in,
 
purchases
 
by
 
our
 
largest
 
customers
 
could
 
adversely
 
affect
 
our
revenues;
If a
 
substantial number
 
of our
 
customers fail
 
to perform
 
under our
 
contracts with
 
them, our
 
revenues and
operating profits could suffer;
If our ability
 
to collect payments
 
from customers is impaired,
 
our revenues and operating
 
profits could suffer;
Our existing
 
and future
 
indebtedness
 
may limit
 
cash
 
flow available
 
to invest
 
in the
 
ongoing
 
needs of
 
our
businesses,
 
which could
 
prevent
 
us from
 
fulfilling
 
our
 
obligations under
 
our senior
 
secured
 
notes, senior
secured asset-based
 
revolving credit agreement
 
in an initial
 
aggregate principal
 
amount of $100.0
 
million,
or
 
the
 
ABL
 
Facility
 
(more
 
fully
 
discussed
 
in
 
the
 
Management
 
Discussion
 
&
 
Analysis
 
Section
 
at
 
Item
 
7.
“Liquidity and Capital Resources), and other debt, and we may be forced to take other actions to
 
satisfy our
obligations under our debt, which may not be successful
 
;
We adjust our capital structure from time to time and
 
may need to increase our debt leverage, which would
make us more sensitive to the effects of economic downturns
 
;
Our business
 
may require
 
substantial ongoing
 
capital
 
expenditures,
 
and
 
we may
 
not have
 
access
 
to the
capital required to reach full productive capacity at our mines;
Risks
 
related
 
to
 
our
 
investment
 
in
 
WICET
 
may
 
adversely
 
affect
 
our
 
financial
 
condition
 
and
 
results
 
of
operations;
Risks related to
 
the Supply
 
Deed with Stanwell
 
may adversely
 
affect our financial
 
condition and results
 
of
operations;
We could be adversely affected if we fail to appropriately
 
provide financial assurances for our obligations;
Mine closures entail substantial
 
costs. If we prematurely close
 
one or more of
 
our mines, our operations and
financial performance would likely be affected adversely;
If
 
the
 
assumptions
 
underlying
 
our
 
provision
 
for
 
reclamation
 
and
 
mine
 
closure
 
obligations
 
prove
 
to
 
be
inaccurate, we could be required to expend greater amounts
 
than anticipated;
We could be negatively affected if we fail to maintain
 
satisfactory labor relations;
Our operations may
 
impact the environment
 
or cause
 
exposure to hazardous
 
substances, which could
 
result
in material liabilities to us; and
We are subject to extensive
 
forms of taxation, which impose
 
significant costs on us,
 
and future regulations
and developments could increase those costs or limit
 
our ability to produce coal competitively;
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
44
Environmental and Sustainability Risks
Concerns
 
about
 
the
 
environmental
 
impacts
 
of
 
coal
 
combustion,
 
including
 
possible
 
impacts
 
on
 
global
climate
 
issues,
 
are
 
resulting
 
in
 
increased
 
regulation
 
of
 
coal
 
combustion
 
and
 
coal
 
mining
 
in
 
many
jurisdictions,
 
which
 
could
 
significantly
 
affect
 
demand
 
for
 
our
 
products
 
or
 
our
 
securities
 
and
 
reduce
access to capital and insurance.
Global concerns
 
about climate
 
change continues
 
to attract
 
considerable attention,
 
particularly in
 
relation to
 
the
coal industry. Emissions from coal
 
consumption, both directly and
 
indirectly, and emissions from coal
 
mining itself
are subject to pending and proposed regulation as part of initiatives to address global climate change. A number
of
 
countries,
 
including
 
Australia
 
and
 
the
 
United
 
States,
 
have
 
already
 
introduced,
 
or
 
are
 
contemplating
 
the
introduction of, regulatory responses to GHGs, including the
 
extraction and combustion of fossil fuels, to address
the impacts of climate change.
There are three primary sources of GHGs associated with the coal industry.
 
First, the end use of our coal by our
customers
 
in
 
coal-fired
 
electricity
 
generation,
 
coke
 
plants,
 
and
 
steelmaking.
 
Second,
 
combustion
 
of
 
fuel
 
by
equipment used in
 
coal production and
 
to transport our
 
coal to
 
our customers. Third,
 
coal mining itself
 
can release
methane, which is considered to
 
be a more potent GHG
 
than carbon dioxide, directly into
 
the atmosphere. These
emissions from coal consumption, transportation
 
and production are subject to
 
pending and proposed regulation,
in the jurisdictions in which we operate as part of initiatives
 
to address global climate change.
As
 
a
 
result,
 
numerous
 
proposals
 
have
 
been
 
made
 
and
 
are
 
likely
 
to
 
continue
 
to
 
be
 
made
 
at
 
the
 
international,
national, regional and state levels of government to monitor and limit emissions of GHGs. In November 2014, an
agreement was
 
announced between
 
the United
 
States and
 
China to
 
cut GHGs
 
by more
 
than 25%
 
below 2005
levels
 
by
 
2025.
 
This
 
agreement
 
was
 
followed
 
by
 
the
 
UNFCCC,
 
conference
 
in
 
Paris,
 
France,
 
in
 
which
 
an
agreement was
 
adopted calling
 
for voluntary
 
emissions
 
reductions contributions,
 
or the
 
Paris Agreement.
 
The
Paris Agreement
 
was entered
 
into force
 
on November
 
4, 2016 after
 
ratification and
 
execution by
 
more than 55
countries,
 
which
 
account
 
for
 
at
 
least
 
55%
 
of
 
global
 
GHG
 
emissions.
 
The
 
Paris
 
Agreement
 
was
 
signed
 
by
representatives from 195
 
countries and aims
 
to hold back
 
the increase in
 
global temperatures, increase
 
the ability
of countries to adapt to
 
the adverse impacts of climate change and
 
provide channels to finance projects that lead
to GHG reductions.
 
On November 20, 2022, the Sharm el-Sheik Conference of Parties 27, or COP27, continued discussions around
fossil fuels from
 
Glasgow Conference of Parties
 
26, which called
 
on governments to accelerate
 
the dissemination
of technologies,
 
and
 
the adoption
 
of
 
policies, to
 
transition
 
toward
 
a low-emission
 
energy system,
 
including
 
by
accelerating the
 
phasedown of
 
unabated coal
 
power,
 
that is
 
coal power
 
that does
 
not include
 
the capture
 
and
storage of carbon dioxide emission and phase-out of inefficient
 
fossil fuel subsidies.
In
 
addition,
 
the
 
growth
 
of
 
alternative
 
energy
 
options,
 
such
 
as
 
renewables
 
and
 
disruptive
 
power
 
generation
technologies,
 
changes
 
in
 
community
 
or
 
government
 
attitudes
 
to
 
climate
 
change,
 
government
 
measures
 
to
subsidize renewable
 
energy
 
production while
 
reducing
 
subsidies for
 
the fossil
 
fuel industry,
 
efforts
 
to promote
divestment of fossil
 
fuel equities and
 
pressure from lenders
 
to limit funding
 
to fossil fuel
 
companies could result
in further development of alternative
 
energy industries and broader mainstream acceptance of
 
alternative energy
options which could
 
result in a
 
material reduction in
 
the demand for
 
coal. It could
 
also result in
 
reduced access
to capital to fund our activities as lenders and investors
 
divert capital to low emission sectors of the economy.
 
The absence of regulatory certainty,
 
global policy inconsistencies and direct regulatory impacts
 
(such as carbon
taxes or
 
other charges)
 
each have
 
the potential
 
to adversely
 
affect our
 
operations—either directly
 
or indirectly,
through suppliers and
 
customers. Collectively, these initiatives and developments could
 
result in higher
 
electricity
costs
 
to
 
us
 
or
 
our
 
customers
 
or
 
lower
 
the
 
demand
 
for
 
coal
 
used
 
in
 
electricity
 
generation,
 
which
 
could
 
in
 
turn
adversely impact our business.
At present, we
 
are principally focused on
 
Met coal production,
 
which is not
 
used in connection with
 
the production
of
 
coal-fired
 
electricity
 
generation.
 
The
 
market
 
for
 
our
 
coal
 
may
 
be
 
adversely
 
impacted
 
if
 
comprehensive
legislation
 
or
 
regulations
 
focusing
 
on
 
GHG
 
emission
 
reductions
 
are
 
adopted,
 
particularly
 
if
 
they
 
directly
 
or
indirectly impact the Met coal industry,
 
or if our ability to obtain capital for operations is materially reduced.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
45
We and
 
our customers
 
may also have
 
to invest
 
in carbon,
 
capture, usage
 
and storage
 
technologies in
 
order to
burn thermal
 
coal
 
and
 
comply
 
with
 
future
 
GHG
 
emission
 
standards.
 
The
 
potential
 
direct
 
and
 
indirect
 
financial
impact on us from future laws, regulations, policies and
 
technology developments may depend upon the degree
to which
 
any such
 
laws, regulations
 
and developments
 
force reduced
 
reliance on
 
coal as
 
a fuel
 
source. Such
developments
 
could
 
result
 
in
 
adverse
 
impacts
 
on
 
our
 
financial
 
condition
 
or
 
results
 
of
 
operations.
 
See
 
Item 1.
“Business—Regulatory Matters—Australia” and “Business—Regulatory
 
Matters—United States.”
Demand for our Met coal is significantly dependent on
 
the steel industry.
The majority of
 
the coal that
 
we produce
 
is Met coal
 
that is
 
sold, directly
 
or indirectly,
 
to steel
 
producers and
 
is
used in blast furnaces for steel production. Met coal,
 
specifically high-quality HCC and low-volatile PCI,
 
which is
produced at most of our
 
assets, has specific physical
 
and chemical properties, which are
 
necessary for efficient
blast furnace operation.
 
Therefore, demand for
 
our Met coal is
 
correlated to demands
 
of the steel industry.
 
The
steel industry’s
 
demand for
 
Met coal
 
is influenced
 
by a
 
number of
 
factors, including:
 
the cyclical
 
nature of
 
that
industry’s business; general economic
 
and regulatory conditions and demand
 
for steel; and the availability,
 
cost
and preference for substitutes for steel, such as aluminum, composites and plastics,
 
all of which may impact the
demand
 
for steel
 
products.
 
Similarly,
 
if
 
new
 
steelmaking
 
technologies
 
or practices
 
are developed
 
that
 
can
 
be
substituted
 
for
 
Met
 
coal
 
in
 
the
 
integrated
 
steel
 
mill
 
process,
 
then
 
demand
 
for
 
Met
 
coal
 
would
 
be
 
expected
 
to
decrease.
Although
 
conventional
 
blast
 
furnace
 
technology
 
has
 
been
 
the
 
most
 
economic
 
large-scale
 
steel
 
production
technology for a number of years, there can
 
be no assurance that over the longer term,
 
competitive technologies
not reliant on
 
Met coal would
 
not emerge,
 
which could
 
reduce the
 
demand and
 
price premiums
 
for Met coal.
 
A
significant reduction in
 
the demand for
 
steel products would
 
reduce the demand
 
for Met coal, which
 
could have
a material adverse effect on our financial condition
 
and results of operations.
Additionally, tariffs imposed by the United States on the import of certain steel products may impact foreign steel
producers
 
to
 
the
 
extent
 
their
 
production
 
is
 
imported
 
into the
 
United
 
States.
 
Future
 
tariffs
 
could
 
further
 
reduce
imports
 
of
 
steel
 
and
 
increase
 
U.S.
 
Met
 
coal
 
demand.
 
This
 
additional
 
U.S.
 
Met
 
coal
 
demand
 
could
 
be
 
met
 
by
reducing exports of Met coal and redirecting that volume
 
to domestic consumption.
The tariffs
 
established by
 
the United
 
States have
 
prompted retaliatory
 
tariffs from
 
key trading
 
partners, notably
Europe and China. Any further retaliatory tariffs by these or other countries to these tariffs may limit international
trade and adversely impact
 
global economic conditions. We cannot ascertain
 
the impact, if any, that similar tariffs
may have
 
on demand
 
for our
 
Met coal.
 
See “—We
 
may face
 
restricted
 
access
 
to international
 
markets in
 
the
future.”
We are
 
subject to
 
extensive health
 
and safety
 
laws and
 
regulations that
 
could have
 
a material
 
adverse
effect on our reputation and financial condition
 
and results of operations.
We are subject to extensive laws and regulations governing health and safety at coal
 
mines in the United States
and Australia. As a
 
result of increased stakeholder focus on
 
health and safety issues (such
 
as black lung disease
or
 
coal
 
workers’
 
pneumoconiosis),
 
there
 
is
 
a
 
risk
 
of
 
legislation
 
and
 
regulatory
 
change
 
that
 
may
 
increase
 
our
exposure to claims arising
 
out of current or
 
former activities or result in
 
increased compliance costs (e.g., through
requiring improved
 
monitoring standards
 
or contribution
 
to an
 
industry-pooled fund).
 
Regulatory agencies
 
also
have the authority, following
 
significant health and safety incidents, such as fatalities, to order mining operations
to be temporarily suspended or
 
the facility be permanently closed.
 
For example, on January 12, 2020,
 
operations
at our
 
Curragh mine were
 
temporarily suspended after
 
a contractor was
 
fatally injured during
 
a tire
 
change activity
in
 
the
 
main
 
workshop
 
on
 
site
 
and
 
on
 
November
 
21,
 
2021,
 
operations
 
at
 
our
 
Curragh
 
mine
 
were
 
temporarily
suspended after an employee
 
was fatally injured while working
 
in the dragline operations.
 
If further serious safety
incidents were to
 
occur at any
 
of our mining
 
facilities in the
 
future, it is
 
possible that a
 
regulator might impose
 
a
range
 
of
 
conditions
 
on
 
re-opening
 
of
 
a
 
facility,
 
including
 
requiring
 
capital
 
expenditures,
 
which
 
could
 
have
 
an
adverse effect on our reputation, financial condition
 
and results of operations.
For
 
additional
 
information
 
about
 
the
 
various
 
regulations
 
affecting
 
us,
 
see
 
Item 1.
 
“Business—Regulatory
Matters—Australia” and “Business—Regulatory Matters
 
—United States.”
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
46
Failure to comply with applicable anti-corruption and trade laws, regulations and policies could result in
fines and criminal
 
penalties, causing
 
a material adverse
 
effect on our
 
business, operating and
 
financial
prospects or performance.
Any
 
fraud,
 
bribery,
 
misrepresentation,
 
money
 
laundering,
 
violations
 
of
 
applicable
 
trade
 
sanctions,
anti-competitive
 
behavior
 
or
 
other
 
misconduct
 
by
 
our
 
employees,
 
contractors,
 
customers,
 
service
 
providers,
business
 
partners
 
and
 
other
 
third parties
 
could
 
result
 
in violations
 
of relevant
 
laws
 
and regulations
 
by us
 
and
subject us or relevant
 
individuals to corresponding regulatory
 
sanctions or other claims,
 
and could also result
 
in
an event of default under our financing arrangements. These unlawful activities
 
and other misconduct may have
occurred in
 
the past
 
and may
 
occur in
 
the future
 
and may
 
result in
 
civil and
 
criminal liability
 
under increasingly
stringent laws relating
 
to fraud, bribery,
 
sanctions, competition and
 
misconduct or cause
 
serious reputational or
financial
 
harm
 
to
 
us.
 
In
 
addition,
 
failure
 
to
 
comply
 
with
 
environmental,
 
health
 
or
 
safety
 
laws
 
and
 
regulations,
privacy laws and regulations,
 
U.S. trade sanctions,
 
the U.S. Foreign Corrupt
 
Practices Act and other
 
applicable
laws or regulations could result in litigation, the assessment of damages, the imposition of penalties, suspension
of production
 
or distribution,
 
costly changes
 
to equipment
 
or processes
 
due to
 
required corrective
 
action, or
 
a
cessation or interruption of operations.
We
 
have
 
policies
 
and
 
procedures
 
to
 
identify,
 
manage
 
and
 
mitigate
 
legal
 
risks
 
and
 
address
 
regulatory
requirements
 
and
 
other
 
compliance
 
obligations.
 
However,
 
there
 
can
 
be
 
no
 
assurance
 
that
 
such
 
policies,
procedures and established internal controls
 
will adequately protect us against
 
fraudulent or corrupt activity and
such activity could have an adverse effect on our reputation,
 
financial condition and results of operations.
In
 
times
 
of
 
drought
 
and/or
 
shortage
 
of
 
available
 
water,
 
our
 
operations
 
and
 
production,
 
particularly
 
at
Curragh, could be negatively impacted if
 
the regulators impose restrictions on our
 
water offtake licenses
that are required for water used in the CPPs.
In Queensland, all entitlements to the use, control and
 
flow of water are vested in the state and regulated by
 
the
Water Act
 
2000 (Qld).
 
Allocations under
 
the Water
 
Act 2000 (Qld)
 
can be managed
 
by a water
 
supply scheme
operator, such as SunWater Ltd. We have purchased the required water allocations for Curragh and
 
entered into
a suite of
 
related channel and pipeline
 
infrastructure agreements and river supply
 
agreements with SunWater
 
Ltd
to regulate the supply of water pursuant to these allocations.
The amount
 
of water
 
that is
 
available to
 
be taken
 
under a
 
water entitlement
 
will vary
 
from year
 
to year
 
and is
determined by
 
water sharing rules
 
of the
 
relevant catchment area.
 
These rules
 
will, for
 
example, state
 
a procedure
for water supply scheme holders to calculate
 
the water available to an allocation holder,
 
based on available and
predicted supply.
 
In situations
 
of severely
 
constrained supply
 
(such as during
 
a drought),
 
supply contracts
 
with
the scheme operator generally provide for a
 
reduced apportionment, with certain uses (e.g., domestic use) being
given higher
 
priority.
 
It is
 
possible that
 
during times
 
of drought
 
our water
 
offtake entitlements
 
in Australia
 
could
be reduced. If our water
 
offtake entitlement was reduced, the operations would have to
 
recycle more of the water
collected in
 
on-site dams
 
and former
 
mining pits,
 
from rainfall
 
and dewatering
 
activities, for
 
use in
 
the Curragh
CPP.
 
This may
 
impact our
 
ability to
 
maintain current
 
production levels
 
without incurring
 
additional costs,
 
which
could adversely impact our operations and production.
Decreases in demand for
 
coal-fired electricity and changes
 
in thermal coal consumption
 
patterns of the
United States and Australian electric power generators could
 
adversely affect our business.
In
 
addition
 
to
 
Met
 
coal,
 
our
 
Australian
 
Operations
 
and
 
U.S.
 
Operations
 
produce
 
some
 
thermal
 
coal.
 
Sales
 
of
thermal coal represented 34.7%
of tons sold and 5.3%
of the total revenues of our Australian
 
Operations for the
year ended December 31, 2022.
 
The majority of the thermal coal
 
produced by our Australian Operations
 
is sold
on a long-term supply
 
arrangement to Stanwell.
 
Sales of thermal coal
 
by our Australian Operations
 
to domestic
and export buyers are exposed to fluctuations in the global demand for thermal coal or electricity.
 
However, coal
sold to Stanwell is not directly exposed
 
to fluctuations in the global demand for
 
electricity or thermal coal. Under
the Stanwell supply contract,
 
Stanwell can set volumes, and
 
pricing is set at
 
significantly below-market rates. Our
cost of supplying coal to Stanwell has been and may continue to be greater than the price paid by Stanwell. See
“—Risks
 
related
 
to
 
the
 
Supply
 
Deed
 
with
 
Stanwell
 
may
 
adversely
 
affect
 
our
 
financial
 
condition
 
and
 
results
 
of
operations.”
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
47
For the
 
year ended
 
December 31,
 
2022, sales
 
of thermal
 
coal represented
 
4.3% of
 
tons sold
 
and 3.7%
 
of the
total
 
revenues
 
our
 
U.S.
 
Operations
 
for
 
the
 
year
 
ended
 
December
 
31,
 
2022.
 
As
 
such,
 
any
 
changes
 
in
 
coal
consumption by electric power generators in the United
 
States could impact our business over the long term.
While
 
power
 
generation
 
from
 
thermal
 
coal
 
remains
 
a
 
cost-effective
 
form
 
of
 
energy,
 
the
 
increasing
 
focus
 
on
renewable
 
energy
 
generation,
 
competition
 
from
 
alternative
 
fuel
 
sources,
 
such
 
as
 
natural
 
gas,
 
environmental
regulations and
 
the consequential
 
decline in
 
electricity generation
 
from fossil
 
fuels, is
 
expected to
 
result in
 
the
further decline
 
of coal-fired
 
electricity generation
 
due to
 
retirement of
 
coal-fired
 
capacity in
 
favor of
 
alternative
energy. The
 
low price of natural gas has resulted
 
in some U.S. electric power generators
 
increasing natural gas
consumption while decreasing coal consumption.
 
Further reductions in
 
the demand for
 
coal-fired electricity generation and
 
the growth of
 
alternative energy options,
such
 
as
 
renewables,
 
and
 
alternate
 
power
 
generation
 
technologies,
 
as
 
well
 
as
 
any
 
reduction
 
in
 
demand
 
for
electricity could materially reduce the demand for thermal coal, which may have a material adverse effect on our
financial condition and results of operations.
Economic, Competitive and Industry Risks
Our
 
business
 
may
 
be
 
adversely
 
affected
 
by
 
the
 
impact
 
on
 
the
 
global
 
economy
 
due
 
to,
 
among
 
other
events,
 
the
 
ongoing
 
military
 
conflict
 
between
 
Russia
 
and
 
Ukraine
 
or
 
other
 
significant
 
geopolitical
tensions.
Global
 
markets
 
are
 
experiencing
 
volatility
 
and
 
disruption
 
following
 
the
 
geopolitical
 
tensions
 
and
 
the
 
military
invasion of Ukraine
 
by Russia. This
 
military conflict
 
has led to,
 
and may lead
 
to additional,
 
sanctions and
 
other
penalties being
 
levied by
 
the United
 
States, the
 
European Union
 
and other
 
countries against
 
Russia, Belarus,
the Crimea Region
 
of Ukraine and
 
the two separatist
 
republics in the
 
Donetsk and Luhansk
 
regions of Ukraine,
including expansive bans on imports and exports of
 
products to and from Russia.
 
We are unable
 
to predict
 
the extent and
 
duration of the
 
ongoing military conflict,
 
which could lead
 
to further market
disruptions, including
 
significant volatility
 
in commodity
 
prices, including
 
the coal we
 
sell and
 
fuel we purchase,
instability in the
 
financial markets, higher inflation,
 
supply chain interruptions, political and
 
social instability as well
as an
 
increase in
 
cyberattacks and
 
espionage. Further, sanctions, and
 
any other
 
measures, as
 
well as
 
the existing
and potential
 
further responses from
 
Russia or
 
other countries
 
to such
 
sanctions, could adversely
 
affect the global
economy and financial markets, which
 
could in turn have
 
an adverse impact on
 
our financial condition and
 
results
of operations or heighten other risks described in this
 
Item 1A, “Risk Factors”.
Our
 
business,
 
financial
 
condition
 
and
 
results
 
of
 
operations
 
may
 
be
 
adversely
 
impacted
 
by
 
global
pandemics, including the COVID-19 pandemic, or other
 
widespread public health concerns.
Global pandemics, including the COVID-19
 
pandemic, or other widespread public
 
health concerns could have an
adverse effect on our business, financial condition
 
and results of operations.
 
International, federal, state and local public health and governmental authorities’ mandates in response to global
pandemics could require forced
 
shutdowns of our mines
 
and other facilities
 
in Australia and the
 
U.S. for extended
periods, restrict movement and the implementation of social distancing
 
protocols and restrict travelling overseas
or
 
across
 
borders
 
(including
 
interstate),
 
affecting
 
a
 
number
 
of
 
our
 
normal
 
business
 
practices
 
and
 
operations.
These
 
restrictions
 
could
 
cause
 
disruptions
 
to
 
mining
 
operations,
 
manufacturing
 
operations
 
and
 
supply
 
chains
around the world.
 
The
 
extent and duration
 
of the impact
 
that global pandemics, including
 
the COVID-19 pandemic,
 
and other public
health concerns could have in our business and results of operations will depend on numerous factors out of our
control that we may
 
not be able to
 
accurately predict and
 
could also heighten
 
other risks described
 
in this “Item
1A. Risk Factors” section, which could have a material adverse impact in our business and results of operations.
Our
 
profitability
 
depends
 
upon
 
the
 
prices we
 
receive
 
for our
 
coal.
 
Prices
 
for
 
coal are
 
volatile
 
and
 
can
fluctuate widely based upon a number of factors beyond
 
our control.
We generate
 
revenue from
 
the sale
 
of coal
 
and our
 
financial
 
results
 
are materially
 
impacted by
 
the prices
 
we
receive.
 
Prices
 
and
 
quantities
 
under
 
Met
 
coal
 
sales
 
contracts
 
in
 
North
 
America
 
are
 
generally
 
based
 
on
expectations
 
of
 
the
 
next
 
year’s
 
coal
 
prices
 
at
 
the
 
time
 
the
 
contract
 
is
 
entered
 
into,
 
renewed,
 
extended
 
or
re-opened. Pricing in the global seaborne market is typically set
 
on a rolling quarterly average benchmark price.
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
48
Sales by our
 
U.S. Operations to the
 
export market are
 
typically priced with reference
 
to a benchmark
 
index. Sales
by our Australian Operations have typically been contracted on an annual basis and are priced with reference
 
to
benchmark indices or bilaterally
 
negotiated term prices
 
and spot indices. As
 
a result, a significant
 
portion of our
revenue is
 
exposed to
 
movements in
 
coal prices
 
and any
 
weakening in
 
Met or
 
thermal coal
 
prices would
 
have
an adverse impact on our financial condition and results
 
of operations.
The expectation of future prices for coal depends upon many factors beyond our
 
control, including the following:
 
the current market price of coal;
 
overall domestic and global economic conditions,
 
including inflationary conditions and the supply
 
of and
demand for domestic and foreign coal, coke and steel;
 
the consumption pattern of industrial consumers, electricity generators
 
and residential users;
 
weather
 
conditions
 
in
 
our
 
markets
 
that
 
affect
 
the
 
ability
 
to
 
produce
 
Met
 
coal
 
or
 
affect
 
the
 
demand
 
for
thermal coal;
 
competition from other coal suppliers;
 
technological advances affecting the steel production
 
process and/or energy consumption;
 
the costs, availability and capacity of transportation infrastructure;
 
and
 
the impact
 
of domestic
 
and foreign
 
governmental policy,
 
laws and
 
regulations, including
 
the imposition
of tariffs, environmental
 
and climate change
 
regulations and
 
other regulations
 
affecting the
 
coal mining
industry,
 
including regulations and measures introduced in response
 
to the COVID-19 pandemic.
Met
 
coal
 
has
 
been
 
a
 
volatile
 
commodity
 
over
 
the
 
past
 
ten
 
years.
 
Recently,
 
in
 
the
 
second
 
quarter
 
of
 
2022,
seaborne prices reached record
 
levels with both the Australian
 
and U.S. Met coal
 
price indices exceeding $600
per Mt, largely as result of
 
supply concerns in key Met coal
 
markets and continued trade flow
 
disruptions due to
sanctions imposed
 
on Russia’s
 
coal imports
 
following Russian
 
invasion of
 
Ukraine. The
 
demand and
 
supply in
the Met
 
coal industry
 
changes from
 
time to
 
time. There
 
are no
 
assurances that
 
oversupply will
 
not occur,
 
that
demand will
 
not decrease
 
or that
 
overcapacity will
 
not occur,
 
which could
 
cause declines
 
in the
 
prices of
 
coal,
which could have a material adverse effect on
 
our financial condition and results of operations.
In addition, coal prices are highly
 
dependent on the outlook for coal consumption in
 
large Asian economies, such
as China, India, South Korea and Japan,
 
as well as any changes in government
 
policy regarding coal or energy
in those
 
countries.
 
Seaborne
 
Met coal
 
import
 
demand
 
can also
 
be significantly
 
impacted by
 
the
 
availability
 
of
local coal production, particularly in the leading Met coal import countries of China and India, among others, and
the
 
competitiveness
 
of
 
seaborne
 
Met
 
coal
 
supply,
 
including
 
from
 
the
 
leading
 
Met
 
coal
 
exporting
 
countries
 
of
Australia, the United States, Russia, Canada and Mongolia,
 
among others.
 
We face increasing competition, which could adversely
 
affect profitability.
Competition
 
in
 
the
 
coal
 
industry
 
is
 
based
 
on
 
many
 
factors,
 
including,
 
among
 
others,
 
world
 
supply,
 
price,
production
 
capacity,
 
coal
 
quality
 
and
 
characteristics,
 
transportation
 
capability
 
and
 
costs,
 
blending
 
capability,
brand name
 
and diversified
 
operations. We
 
are subject
 
to competition
 
from Met
 
coal producers
 
from Australia,
the United States, Russia, Canada, Mongolia and other Met coal producing countries.
 
Should those competitors
obtain a
 
competitive advantage in comparison
 
to us (whether
 
by way of
 
an increase in
 
production capacity, higher
realized
 
prices,
 
lower
 
operating
 
costs,
 
export/import
 
tariffs,
 
being
 
comparatively
 
less
 
impacted
 
as
 
a
 
result
 
of
global pandemics or otherwise),
 
such competitive advantage
 
may have an adverse
 
impact on our ability
 
to sell,
or the
 
prices at
 
which we
 
are able
 
to sell
 
coal
 
products.
 
In addition,
 
some of
 
our competitors
 
may have
 
more
production capacity as well as greater financial, marketing, distribution and other resources than we do and may
be subject to less stringent environmental and other regulations
 
than we are.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
49
The consolidation
 
of the global
 
Met coal industry
 
in recent years
 
has contributed
 
to increased competition,
 
and
our competitive
 
position may
 
be adversely
 
impacted by
 
further consolidation
 
among
 
market participants
 
or by
further
 
competitors
 
entering
 
into
 
and
 
exiting
 
bankruptcy
 
proceedings
 
under
 
a
 
lower
 
cost
 
structure.
 
Similarly,
potential
 
changes
 
to
 
international
 
trade
 
agreements,
 
trade
 
concessions
 
or
 
other
 
political
 
and
 
economic
arrangements may benefit
 
coal producers operating
 
in countries
 
other than the
 
United States and
 
Australia. Other
coal producers may also develop or acquire new projects to increase their coal production, which may adversely
impact our competitiveness. Some
 
of our global competitors
 
have significantly greater financial
 
resources, such
that increases in their coal production may affect domestic and foreign Met coal supply into the seaborne market
and associated prices and impact our ability to retain or
 
attract Met coal customers. In addition, our ability to ship
our Met coal to non-U.S.
 
and non-Australian customers
 
depends on port and transportation
 
capacity.
 
Increased
competition
 
within
 
the
 
Met
 
coal
 
industry
 
for
 
international
 
sales
 
could
 
result
 
in
 
us
 
not
 
being
 
able
 
to
 
obtain
throughput capacity at port facilities, as well as transport capacity, and could cause the rates for such services to
increase to a point where it is not economically feasible to export
 
our Met coal.
Increased competition, or a
 
failure to compete effectively,
 
in the markets in
 
which we participate
 
may result in a
loss of market share and could adversely affect our financial
 
condition and results of operations.
We may face restricted access to international markets
 
in the future.
Access to
 
international markets
 
may be
 
subject to
 
ongoing interruptions
 
and trade
 
barriers due
 
to policies
 
and
tariffs of individual
 
countries, and the
 
actions of certain
 
interest groups to
 
restrict the
 
import or export
 
of certain
commodities. For
 
example, the
 
current imposition
 
of tariffs
 
and import
 
quota restrictions
 
by China
 
on U.S.
 
and
Australian coal
 
imports respectively,
 
including the
 
ongoing suspension
 
of imports
 
of Australian
 
coal into
 
China,
may in
 
the future have
 
a negative impact
 
on our profitability. The timing
 
of any change
 
to these measures
 
remains
uncertain, and there can be no guarantee that other tariffs, import quota restrictions, bans or other trade barriers
will not be imposed (whether as a result of geopolitical tensions or for other
 
reasons), either by China or in other
markets for our products. We
 
may or may not be able to
 
access alternate markets for our
 
coal should additional
interruptions
 
and
 
trade
 
barriers
 
occur
 
in
 
the
 
future.
 
An
 
inability
 
for
 
Met
 
coal
 
suppliers
 
to
 
access
 
international
markets, including China, would likely
 
result in an oversupply of Met coal
 
and may result in a decrease in
 
prices
or the curtailment of production, which could
 
have a material adverse effect on our financial condition and
 
results
of operations.
If transportation
 
for our
 
coal becomes
 
unavailable or
 
uneconomic for
 
our customers,
 
our ability
 
to sell
coal could suffer.
Our mining operations produce coal, which is transported to customers by a combination of road, rail, barge and
ship. The
 
delivery of
 
coal produced
 
by our
 
mining operations
 
is subject
 
to potential
 
disruption and
 
competition
from other network users,
 
which may affect our
 
ability to deliver coal
 
to our customers and
 
may have an impact
on productivity and profitability.
 
Such disruptions to transportation services may include,
 
among others:
 
disruptions due to weather-related problems;
 
key equipment or infrastructure failures;
 
industrial action;
 
rail or port capacity congestion or constraints;
 
commercial disputes;
 
failure to
 
obtain consents
 
from third
 
parties for
 
access to
 
rail or
 
land, or
 
access being
 
removed
 
or not
granted by regulatory authorities;
 
changes in applicable regulations;
 
failure or delay in the construction of new rail or port capacity;
 
and
 
terrorist attacks, natural disasters, the
 
impact from global pandemics, including
 
the COVID-19 pandemic,
or other events.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
50
Any
 
such
 
disruptions,
 
or
 
any
 
deterioration
 
in
 
the
 
reliability
 
of
 
services
 
provided
 
by
 
our
 
transportation
 
service
providers, could
 
impair our
 
ability to
 
supply coal
 
to our
 
customers, result
 
in decreased
 
shipments and
 
revenue
and adversely affect our results of operations.
Typically,
 
we sell coal at the mine
 
gate and/or loaded into vessels at
 
the port. While ordinarily our coal
 
customers
arrange
 
and
 
pay
 
for
 
transportation
 
of
 
coal
 
from
 
the
 
mine
 
or
 
port
 
to
 
the
 
point
 
of
 
use,
 
we
 
have
 
entered
 
into
arrangements
 
with
 
third
 
parties
 
to
 
gain
 
access
 
to
 
transportation
 
infrastructure
 
and
 
services
 
where
 
required,
including road transport organizations, rail carriers and port owners. Where coal is exported or sold other than at
the mine gate, the costs associated with these arrangements represent a significant portion of both the total cost
of supplying
 
coal to
 
customers and
 
of our
 
production costs.
 
As a
 
result, the
 
cost of
 
transportation is
 
not only
 
a
key factor in our cost base, but also in the purchasing decision of customers. Transportation
 
costs may increase
and
 
we
 
may
 
not
 
be
 
able
 
to
 
pass
 
on
 
the
 
full
 
extent
 
of
 
cost
 
increases
 
to
 
our
 
customers.
 
For
 
example,
 
where
transportation
 
costs
 
are
 
connected
 
to
 
market
 
demand,
 
costs
 
may
 
increase
 
if
 
usage
 
by
 
us
 
and
 
other
 
market
participants increases. Significant
 
increases in transport
 
costs due to factors
 
such as fluctuations in
 
the price of
diesel fuel, electricity and demurrage or environmental requirements could make our coal less competitive when
compared to coal produced from other regions and countries. As the transportation capacity secured
 
by our port
and rail agreements is based
 
on assumed production volumes, we may
 
also have excess transportation capacity
(which, in the
 
case of take-or-pay
 
agreements, we may
 
have to pay
 
for even if
 
unused) if our
 
actual production
volumes are lower
 
than our estimated production
 
volumes. Conversely, we may not have sufficient transportation
capacity if our actual production volumes
 
exceed our estimated production volumes, if
 
we are unable to transport
the
 
full
 
capacity
 
due
 
to
 
contractual
 
limitations
 
or
 
if
 
any
 
deterioration
 
in
 
our
 
relationship
 
with
 
brokers
 
and
intermediaries results
 
in a
 
reduction in
 
the proportion
 
of coal
 
purchased FOR
 
from our
 
U.S. Operations
 
(and a
corresponding increase in the proportion of coal purchased FOB).
Take-or-pay arrangements within the
 
coal industry could unfavorably affect our profitability.
Our
 
Australian
 
Operations
 
generally
 
contract
 
port
 
and
 
rail
 
capacity
 
via
 
long-term
 
take-or-pay
 
contracts
 
for
transport, currently with
 
Aurizon Operations
 
Limited and Pacific
 
National Pty Ltd,
 
to and export
 
from the Port
 
of
Gladstone via two main port terminals, RGTCT and WICET.
 
At our U.S. Operations, we also have a take-or-pay
agreement in
 
connection
 
with the
 
Kinder Morgan
 
Pier IX
 
Terminal
 
in Hampton
 
Roads, Virginia.
 
We may
 
enter
into other take-or-pay arrangements in the future.
Where we have entered into take-or-pay contracts, we will generally be required to pay for our
 
contracted port or
rail capacity, even
 
if it
 
is not
 
utilized by
 
us or
 
other shippers. Although
 
the majority
 
of our
 
take-or-pay arrangements
provide security over minimum port and
 
rail infrastructure availability,
 
unused port or rail capacity can
 
arise as a
result
 
of
 
varying
 
unforeseen
 
circumstances,
 
including
 
insufficient
 
production
 
from
 
a
 
given
 
mine,
 
a
 
mismatch
between the timing of
 
required port and rail
 
capacity for a mine,
 
or an inability to
 
transfer the used capacity
 
due
to contractual limitations, such as
 
required consent of the provider of
 
the port or rail services,
 
or because the coal
must emanate from specified
 
source mines or
 
be loaded onto trains
 
at specified load
 
points. Paying for
 
unused
transport
 
capacity
 
could
 
materially
 
and
 
adversely
 
affect
 
our
 
cost
 
structures
 
and
 
financial
 
performance.
 
See
Item 7. “Management’s Discussion and
 
Analysis of Financial
 
Condition and Results of
 
Operations” for a
 
summary
of our expected future obligations under take-or-pay arrangements
 
as of December 31, 2022.
A decrease in
 
the availability
 
or increase
 
in costs of
 
key supplies, capital
 
equipment, commodities
 
and
purchased components,
 
such as
 
diesel fuel,
 
steel, explosives
 
and tires
 
could materially
 
and adversely
affect our financial condition and results of operations.
Our mining operations require a reliable
 
supply of large quantities of fuel,
 
explosives, tires, steel-related products
(including
 
roof
 
control
 
materials),
 
lubricants
 
and
 
electricity.
 
The
 
prices
 
we
 
pay
 
for
 
commodities
 
are
 
strongly
impacted by the global
 
market. In situations where
 
we have chosen to
 
concentrate a large portion
 
of purchases
with one supplier, it has been to take
 
advantage of cost savings from larger volumes of
 
purchases and to support
security of supply.
 
If the cost
 
of any of
 
these key supplies
 
or commodities increased
 
significantly,
 
or if a
 
source
for these supplies or mining equipment was unavailable to meet our replacement demands, including as a result
of the COVID-19 pandemic or
 
otherwise, our profitability could be reduced or
 
we could experience a delay or
 
halt
in our production.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
51
Prices
 
for equipment,
 
materials,
 
supplies
 
and employee
 
labor
 
contractor
 
services
 
increased during
 
2022,
 
and
could
 
continue
 
to
 
increase
 
in
 
2023
 
and
 
beyond.
 
Long-term
 
inflationary
 
pressures
 
may
 
result
 
in
 
such
 
prices
continuing to
 
increase
 
more quickly
 
than expected.
 
Inflation increases
 
costs for
 
materials, labor
 
and services,
and we
 
may be
 
unable to
 
secure these
 
resources on
 
economically acceptable
 
terms or
 
offset such
 
costs with
increased revenues, operating efficiencies,
 
or cost savings, which may adversely
 
impact our financial condition,
results of operations, liquidity,
 
and cash flows.
Our coal production and production costs can be materially and adversely impacted by unexpected shortages or
increases in the costs of consumables, spare parts,
 
plant and equipment. For example, operation
 
of the thermal
dryer located at
 
the CPP at
 
Buchanan is dependent
 
upon the delivery
 
of natural gas
 
and there is
 
currently only
one
 
natural
 
gas
 
supplier
 
in
 
the
 
area,
 
an
 
affiliate
 
of
 
CONSOL
 
Energy.
 
Although
 
we
 
have
 
entered
 
into
 
a
 
gas
purchase agreement with CONSOL Energy,
 
this agreement can be terminated by CONSOL
 
Energy on 30 days’
notice and any delay
 
or inability to negotiate
 
a replacement agreement
 
would impact our costs
 
of production as
we would need to change our processing method at Buchanan.
Defects in
 
title or
 
loss of
 
any leasehold
 
interests in
 
our properties
 
could limit
 
our ability
 
to mine
 
these
properties or result in significant unanticipated costs.
In Queensland,
 
where all
 
of our
 
Australian Operations
 
are carried
 
out, exploring
 
or mining
 
for coal
 
is unlawful
without a tenement granted by the Queensland
 
government. The grant and renewal of tenements
 
are subject to
a regulatory regime and each
 
tenement is subject to certain
 
conditions. There is no
 
certainty that an application
for the grant of a
 
new tenement or renewal
 
of one of the
 
existing Tenements
 
at Curragh will be
 
granted at all or
on
 
satisfactory
 
terms
 
or
 
within
 
expected
 
timeframes.
 
Further,
 
the
 
conditions
 
attached
 
to
 
the
 
Tenements
 
may
change at the time they are renewed. There is
 
a risk that we may lose title to
 
any of our granted Tenements if we
fail to comply with
 
the Tenement
 
conditions and other
 
applicable legislative requirements
 
(including payment of
State
 
royalties)
 
or
 
if
 
the
 
land
 
that
 
is
 
subject
 
to
 
the
 
title
 
is
 
required
 
for
 
public
 
purposes.
 
The
 
Tenements
 
have
expiration dates ranging from
 
May 31, 2023 to July
 
31, 2044 and, where renewal
 
is required, there is a
 
risk that
the Queensland government may change the terms and conditions
 
of such Tenement
 
upon renewal.
In
 
the
 
United
 
States,
 
title
 
to
 
a
 
leased
 
property
 
and
 
mineral
 
rights
 
is
 
generally
 
secured
 
prior
 
to
 
permitting
 
and
developing a property. In some cases,
 
we rely on title information or representations and warranties provided by
our lessors, grantors
 
or other third
 
parties. Our right
 
to mine some
 
of our reserves
 
may be adversely
 
affected if
defects in
 
title or
 
boundaries
 
exist or
 
if a
 
lease expires.
 
Any challenge
 
to our
 
title or
 
leasehold interests
 
could
delay the exploration and development of the property and could ultimately result in the loss of some
 
or all of our
interest in the property and, accordingly, require us to reduce our estimated coal
 
reserves. In addition, if we mine
on property that we do not
 
own or lease, we could incur
 
civil damages or liability for
 
such mining and be subject
to conversion, negligence,
 
trespass, regulatory sanction
 
and penalties. Some
 
leases have minimum
 
production
requirements or require us
 
to commence mining operations in
 
a specified term to
 
retain the lease. Failure
 
to meet
those requirements
 
could result
 
in losses of
 
prepaid royalties
 
and, in some
 
rare cases,
 
could result
 
in a loss
 
of
the lease itself.
In
 
the
 
United
 
States,
 
we
 
predominantly
 
access
 
our
 
mining
 
properties
 
through
 
leases
 
with
 
a
 
range
 
of
 
private
landholders.
 
If
 
a
 
default
 
under
 
a
 
lease
 
for
 
properties
 
on
 
which
 
we
 
have
 
mining
 
operations
 
resulted
 
in
 
the
termination of the
 
applicable lease,
 
we may have
 
to suspend
 
mining or significantly
 
alter the sequence
 
of such
mining operations, which may adversely affect our
 
future coal production and future revenues.
To
 
obtain
 
leases
 
or
 
mining
 
contracts
 
to
 
conduct
 
our
 
U.S.
 
Operations
 
on
 
properties
 
where
 
defects
 
exist
 
or
 
to
negotiate extensions or amendments
 
to existing leases, we
 
may in the future have
 
to incur unanticipated costs.
In addition, we may
 
not be able
 
to successfully negotiate new
 
leases or mining
 
contracts for properties containing
additional
 
reserves
 
or
 
maintain
 
our
 
leasehold
 
interests
 
in
 
properties
 
where
 
we
 
have
 
not
 
commenced
 
mining
operations during the term of the lease.
A defect in our title or the loss of any lease or Tenement
 
upon expiration of its term, upon a default or otherwise,
could adversely affect our ability to mine the
 
associated reserves or process the coal we mine.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
52
We may
 
be unable
 
to obtain,
 
renew or
 
maintain permits necessary
 
for our
 
operations, which
 
would reduce
coal production, cash flows and profitability.
Our performance
 
and
 
operations
 
depend
 
on, among
 
other things,
 
being able
 
to
 
obtain on
 
a timely
 
basis,
 
and
maintain,
 
all
 
necessary
 
regulatory
 
approvals,
 
including
 
any
 
approvals
 
arising
 
under
 
applicable
 
mining
 
laws,
environmental regulations and
 
other laws, for our
 
current operations, expansion
 
and growth projects. Examples
of regulatory
 
approvals that
 
we must
 
obtain and
 
maintain include
 
mine development
 
approvals, environmental
permits and, in
 
Australia, tenure and approvals
 
relating to native
 
title and indigenous cultural
 
heritage. In addition,
our operations depend
 
on our ability
 
to obtain and
 
maintain consents from private
 
land owners and
 
good relations
with local communities.
The requirement
 
to obtain
 
and maintain
 
approvals and
 
address potential
 
and actual
 
issues for
 
former,
 
existing
and future
 
mining
 
projects
 
is common
 
to all
 
companies
 
in the
 
coal sector.
 
However,
 
there is
 
no assurance
 
or
guarantee that we
 
will obtain,
 
secure, or be
 
able to maintain
 
any or all
 
of the required
 
consents, approvals
 
and
rights necessary to maintain our current
 
production profile from our existing
 
operations or to develop our
 
growth
projects
 
in a
 
manner
 
which
 
will result
 
in
 
profitable
 
mining
 
operations
 
and/or
 
achieve
 
our long-term
 
production
targets. The permitting rules, and
 
the interpretations of these rules,
 
are complex, change frequently and
 
are often
subject to the interpretation of the regulators that
 
enforce them, all of which may make compliance more
 
difficult
or impractical,
 
and may
 
possibly preclude
 
the continuance
 
of ongoing
 
operations or
 
the development
 
of future
mining operations. Certain
 
laws, such as
 
the SMCRA, require
 
that certain environmental
 
standards be met
 
before
a
 
permit
 
is
 
issued.
 
The
 
public,
 
including
 
non-governmental
 
organizations,
 
anti-mining
 
groups
 
and
 
individuals,
have certain
 
statutory
 
rights
 
to comment
 
upon and
 
submit
 
objections
 
to requested
 
permits and
 
environmental
impact statements.
 
These comments
 
are prepared
 
in connection
 
with applicable
 
regulatory processes,
 
and the
public may otherwise engage
 
in the permitting
 
process, including bringing
 
lawsuits to challenge the
 
issuance of
permits, the
 
validity or
 
adequacy of environmental
 
impact statements or
 
performance of mining
 
activities. In
 
states
where we operate, applicable
 
laws and regulations
 
also provide that
 
a mining permit
 
or modification can,
 
under
certain
 
circumstances,
 
be
 
delayed,
 
refused
 
or
 
revoked
 
if
 
we
 
or
 
any
 
entity
 
that
 
owns
 
or
 
controls
 
or
 
is
 
under
common
 
ownership
 
or
 
control
 
with
 
us
 
have
 
unabated
 
permit
 
violations
 
or
 
have
 
been
 
the
 
subject
 
of
 
permit
 
or
reclamation bond revocation or suspension. Thus, past or ongoing violations of federal and state
 
mining laws by
us or such entity could provide a basis
 
to revoke existing permits and to deny
 
the issuance of additional permits
or modification
 
or amendment
 
of existing
 
permits. In
 
recent years,
 
the
 
permitting
 
required for
 
coal mining
 
has
been the subject of increasingly stringent regulatory and
 
administrative requirements and extensive activism and
litigation
 
by
 
environmental
 
groups.
 
If
 
this
 
trend
 
continues,
 
it
 
could
 
materially
 
and
 
adversely
 
affect
 
our
 
mining
operations, development
 
and expansion
 
and cost
 
structures, the
 
transport of
 
coal and
 
our customers’
 
ability to
use coal produced
 
by our mines,
 
which, in turn,
 
could have
 
a material
 
adverse effect
 
on our financial
 
condition
and results of operation.
In particular,
 
certain of
 
our activities
 
require a
 
dredge and
 
fill permit
 
from the
 
USACE under
 
Section 404 of
 
the
CWA. In
 
recent years, the
 
Section 404 permitting
 
process has
 
been subject to
 
increasingly stringent
 
regulatory
and administrative
 
requirements
 
and a
 
series of
 
court challenges,
 
which have
 
resulted in
 
increased costs
 
and
delays in the permitting process. In addition, in 2015, the EPA and the USACE issued the CWR, under the CWA
that would
 
further expand
 
the circumstances
 
when a
 
Section 404 permit
 
is needed.
 
The CWR
 
is the
 
subject of
extensive ongoing litigation and
 
administrative proceedings, as
 
a result of which the
 
CWR has been enjoined
 
in
certain
 
states
 
(including
 
West
 
Virginia)
 
and
 
reinstated
 
in
 
others
 
(including
 
Virginia
 
and
 
Pennsylvania),
 
and
 
its
current and future impact on our operations are the subject of significant uncertainty. On April 21, 2020, the EPA
and the
 
USACE
 
published
 
the NWPR,
 
replacing
 
the
 
CWR. The
 
NWPR
 
revises
 
the definition
 
of
 
waters
 
of
 
the
United States
 
and replaces
 
the CWR.
 
The NWPR
 
shrinks the
 
agencies’ jurisdiction,
 
particularly as
 
it relates
 
to
tributaries and adjacent waters, such
 
as wetlands, that were previously
 
covered by the definition under
 
the CWR.
The NWPR
 
went into
 
effect
 
on June
 
22, 2020.
 
States and
 
environmental
 
groups have
 
filed challenges
 
to the
NWPR in various federal
 
district courts.
 
We cannot at this time
 
predict how this rule
 
will be enforced in
 
the future.
Additionally, we may rely on nationwide permits
 
under the CWA Section 404 program for
 
some of our operations.
These nationwide
 
permits
 
are issued
 
every
 
five years,
 
and the
 
2017
 
nationwide
 
permit
 
program
 
was
 
recently
reissued in
 
January
 
2017.
 
If we
 
are unable
 
to use
 
the nationwide
 
permits
 
and require
 
an individual
 
permit
 
for
certain work, that could delay operations.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
53
If we
 
are unable
 
to obtain
 
and maintain
 
the approvals,
 
consents and
 
rights required
 
for our
 
current and
 
future
operations, or
 
if we
 
obtain
 
approvals subject
 
to conditions
 
or limitations,
 
the
 
economic
 
viability of
 
the relevant
projects may be
 
adversely affected,
 
which may in
 
turn result in
 
the value of
 
the relevant assets
 
being impaired,
which could have a material adverse effect on
 
our financial condition and results of operations.
A
 
shortage
 
of
 
skilled
 
labor
 
in
 
the
 
mining
 
industry
 
could
 
pose
 
a
 
risk
 
to
 
achieving
 
improved
 
labor
productivity.
Efficient coal mining using modern techniques and equipment requires skilled laborers, preferably with at least a
year of experience and proficiency in multiple
 
mining tasks. Any reduced availability or future
 
shortage of skilled
labor
 
in
 
the
 
Australian
 
and
 
U.S.
 
mining
 
industries
 
(including,
 
but
 
not
 
limited
 
to,
 
ongoing
 
labor
 
shortage
 
at
 
the
Logan operations which has impacted production at our U.S. Operations and as
 
a result of the impact of COVID-
19 pandemic)
 
could result
 
in our
 
having
 
insufficient
 
personnel
 
to operate
 
our business,
 
or expand
 
production,
particularly in the event there
 
is an increase in the
 
demand for our coal, which
 
could adversely affect our financial
condition and results of operations.
The existence (or claimed existence) of native
 
title on land within our Australian tenements
 
may impose
restrictions on the construction of our expansion activities
 
and our continued operations.
In Australia,
 
mineral exploration
 
and mining
 
tenure
 
(and
 
many other
 
forms
 
of tenure
 
or interests
 
in
 
land)
 
may
cover land that is subject to
 
a claim for native title or
 
land where native title has already been
 
determined to exist.
Native title is the communal, group or individual rights and interests of Aboriginal or Torres Strait Islander people
in relation to their traditional land or waters. The existence
 
of native title in Australia is recognized and protected
in
 
accordance
 
with
 
the
 
Native
 
Title
 
Act
 
1993
 
(Cth),
 
or
 
the
 
Native
 
Title
 
Act,
 
and
 
legislation
 
in
 
each
 
State
 
and
Territory.
 
The common
 
law of Australia
 
recognizes a
 
form of
 
native title that,
 
in circumstances
 
where it has
 
not
been extinguished, reflects the entitlement of
 
the appropriate traditional owners to their
 
lands, in accordance with
their traditional law and custom.
If native title
 
is either determined
 
to exist or
 
there are
 
registered, but
 
undetermined, native
 
title claims
 
over any
part of the tenements
 
and native title
 
has not otherwise
 
been extinguished with
 
respect to that
 
part, we may
 
be
required to negotiate with, and pay compensation to, the native title holders for impairment, loss
 
or diminution or
other effect of the proposed activities
 
on their native title rights and
 
interests. Compensation obligations may also
arise pursuant
 
to agreements
 
with native
 
title claimants
 
or native
 
title holders
 
in relation
 
to any
 
tenements
 
we
acquire.
 
The
 
existence
 
of
 
native
 
title
 
or
 
a
 
registered
 
native
 
title
 
claim
 
may
 
preclude
 
or
 
delay
 
the
 
granting
 
of
exploration and mining tenements pending resolution of the statutory procedures
 
imposed by the Native Title Act
and considerable expenses may be incurred in negotiating
 
and resolving native title issues.
The risk of
 
unforeseen native
 
title claims also
 
could affect
 
existing operations
 
as well as
 
development projects.
Although native title will not prevent the exercise of any validly granted rights and interests under our tenements,
the Native Title
 
Act and applicable
 
State and Commonwealth
 
legislation, together
 
with the recognition
 
of native
title at common
 
law,
 
may impact
 
the continued
 
operations under
 
our tenements,
 
development projects
 
and the
construction of our expansion activities and/or give rise to
 
liability for compensation.
The Aboriginal Cultural
 
Heritage Act 2003
 
(Qld) and the
 
Torres
 
Strait Islander
 
Cultural Heritage
 
Act 2003 (Qld)
provide
 
a
 
framework
 
for
 
the
 
protection
 
of
 
Aboriginal
 
and
 
Torres
 
Strait
 
Islander
 
cultural
 
heritage.
 
The
 
main
mechanism through
 
which
 
each act
 
operates is
 
a list
 
of places
 
and artifacts
 
of heritage
 
significance. The
 
acts
also create
 
offenses
 
such
 
as breach
 
of the
 
cultural
 
heritage duty
 
of care.
 
This duty
 
of care
 
requires a
 
person
carrying
 
out
 
an
 
activity
 
to
 
take
 
all reasonable
 
and
 
practicable
 
measures
 
to
 
ensure
 
the
 
activity
 
does
 
not
 
harm
Aboriginal cultural heritage.
In addition, it may also be necessary for
 
us to enter into separate arrangements with the
 
traditional owners of the
sites.
 
This
 
could
 
be
 
costly
 
for
 
us
 
and
 
potentially
 
cause
 
delays
 
in
 
our
 
continued
 
operational
 
and
 
expansion
activities.
Although
 
the
 
failure
 
to
 
resolve
 
any
 
issues
 
associated
 
with
 
sites
 
of
 
indigenous
 
heritage
 
significance
 
could
adversely impact our expansion activities and our continuing operations, there are no
 
such current or anticipated
issues.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
54
Operational and Technology
 
Risks
Risks inherent to mining operations could impact the amount of coal produced,
 
cause delay or suspend
coal deliveries, or increase the cost of operating our
 
business.
Our
 
mining
 
operations,
 
including
 
exploration,
 
development,
 
preparation,
 
product
 
handling
 
and
 
accessing
transport infrastructure,
 
may be affected
 
by various operational
 
difficulties that
 
could impact the
 
amount of coal
produced at our coal mines, cause
 
delay or suspend coal deliveries, or increase
 
the cost of mining for a varying
length of time.
 
Our financial performance
 
is dependent
 
on our ability
 
to sustain or
 
increase coal production
 
and
maintain or increase operating margins. Our coal production and production costs are,
 
in many respects, subject
to conditions and events beyond our control, which could disrupt our operations and
 
have a significant impact on
our financial results. Adverse operating conditions and
 
events that we may have experienced in the past or
 
may
experience in the future include:
 
a failure to achieve the Met coal qualities or quantities
 
anticipated from exploration activities;
 
variations in
 
mining and
 
geological
 
conditions from
 
those anticipated,
 
such as
 
variations in
 
coal seam
thickness and quality,
 
and geotechnical conclusions;
 
operational and technical
 
difficulties encountered in mining,
 
including equipment failure,
 
delays in moving
longwall equipment, drag-lines and other equipment and maintenance
 
or technical issues;
 
adverse weather conditions
 
or natural or
 
man-made disasters, including
 
hurricanes, cyclones, tornadoes,
floods, droughts, bush
 
fires, seismic activities,
 
ground failures, rock
 
bursts, structural cave-ins
 
or slides
and other
 
catastrophic events
 
(such as
 
the COVID-19
 
pandemic that
 
has caused
 
significant disruption
across nearly
 
all industries
 
and markets,
 
including global
 
supply chain
 
shortages, the
 
impact of
 
which,
continues to be uncertain);
 
insufficient or unreliable infrastructure, such as power,
 
water and transport;
 
industrial and
 
environmental accidents,
 
such as
 
releases of
 
mine-affected water
 
and diesel
 
spills (both
of which have affected our Australian Operations
 
in the past);
 
industrial disputes and labor shortages;
 
mine safety accidents, including fatalities, fires and explosions
 
from methane and other sources;
 
competition
 
and
 
conflicts
 
with
 
other
 
natural
 
resource
 
extraction
 
and
 
production
 
activities
 
within
overlapping operating areas, such as natural gas extraction
 
or oil and gas development;
 
unexpected shortages, or increases in the costs, of consumables,
 
spare parts, plant and equipment;
 
cyber-attacks
 
that
 
disrupt
 
our
 
operations
 
or
 
result
 
in
 
the
 
dissemination
 
of
 
proprietary
 
or
 
confidential
information about us to our customers or other third
 
parties; and
 
security breaches or terrorist acts.
If any
 
of the
 
foregoing conditions
 
or events
 
occurs and
 
is not
 
mitigated or
 
excusable as
 
a force
 
majeure event
under
 
our
 
coal
 
sales
 
contracts,
 
any
 
resulting
 
failure
 
on
 
our
 
part
 
to
 
deliver
 
coal
 
to
 
the
 
purchaser
 
under
 
such
contracts
 
could
 
result
 
in
 
economic
 
penalties,
 
demurrage
 
costs,
 
suspension
 
or
 
cancellation
 
of
 
shipments
 
or
ultimately termination
 
of such
 
contracts, which
 
could
 
have a
 
material adverse
 
effect
 
on our
 
financial condition
and results of operations.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
55
Our U.S.
 
Operations are
 
concentrated in
 
a small
 
number of
 
mines in
 
the CAPP
 
and our
 
Australian Operations
include one
 
mine in
 
the Bowen
 
Basin of
 
Australia. As
 
a result,
 
the effects
 
of any
 
of these
 
conditions or
 
events
may be exacerbated and may have a disproportionate
 
impact on our results of operations and assets. Any such
operational
 
conditions
 
or
 
events
 
could
 
also
 
result
 
in
 
disruption
 
to
 
key
 
infrastructure
 
(including
 
infrastructure
located at or serving our mining activities, as well as the infrastructure that
 
supports freight and logistics). These
conditions and events could
 
also result in the
 
partial or complete closure
 
of particular railways, ports or
 
significant
inland waterways
 
or sea
 
passages, potentially
 
resulting in
 
higher costs,
 
congestion, delays
 
or cancellations
 
on
some
 
transport
 
routes.
 
Any
 
of
 
these
 
conditions
 
or
 
events
 
could
 
adversely
 
impact
 
our
 
business
 
and
 
results
 
of
operations.
Our long-term
 
success depends
 
upon our
 
ability to
 
continue discovering,
 
or acquiring
 
and developing
assets containing, coal reserves that are economically
 
recoverable.
Our recoverable reserves decline
 
as we produce coal.
 
Our long-term outlook depends
 
on our ability to maintain
a commercially viable portfolio of coal reserves that are economically recoverable. Failure to acquire or discover
new coal reserves or
 
develop new assets could
 
negatively affect our financial condition and
 
results of operations.
Exploration activity may occur adjacent to established
 
assets and in new regions. These activities
 
may increase
land tenure,
 
infrastructure
 
and related
 
political risks.
 
Failure to
 
discover or
 
acquire new
 
coal reserves,
 
replace
coal reserves or develop new assets or operations in sufficient quantities to maintain or grow the
 
current level of
reserves could negatively affect our financial condition
 
and results of operations.
Potential changes to our portfolio of assets through acquisitions and divestments may have an adverse effect on
future results
 
of operations
 
and financial
 
condition. From
 
time to
 
time, we
 
may add
 
assets to,
 
or divest
 
assets
from, our portfolio. There are a number of risks associated with historical
 
and future acquisitions or divestments,
including, among others:
 
adverse market
 
reaction to
 
such acquisitions
 
and divestments
 
or the
 
timing or
 
terms on
 
which acquisitions
and divestments are made;
 
imposition of adverse regulatory conditions and obligations;
 
political and country risk;
 
commercial objectives not being achieved as expected;
 
unforeseen liabilities arising from changes to the portfolio;
 
sales revenues and operational performance not meeting
 
expectations;
 
anticipated synergies or cost savings being delayed or not
 
being achieved; and
 
inability to retain key staff and transaction-related costs
 
being more than anticipated.
These factors could materially and adversely affect
 
our financial condition and results of operations.
We rely
 
on estimates
 
of our
 
recoverable resources
 
and reserves,
 
which are
 
complex due
 
to geological
characteristics of the properties and the number of
 
assumptions made.
We rely on estimates of our recoverable resources and reserves.
 
In this Annual Report on Form 10-K, we report
our estimated resources
 
and reserves in
 
accordance with
 
subpart 1300
 
of Regulation S-K
 
under the Exchange
Act. See Item
 
2. “Properties.”
 
Subpart 1300 of
 
Regulation S-K requires
 
us to disclose
 
our mineral resources,
 
in
addition to
 
our mineral reserves.
 
In addition,
 
as an
 
ASX-listed company, our ASX disclosures
 
follow the Australian
Code
 
for
 
Reporting
 
of
 
Exploration
 
Results,
 
Mineral
 
Resources
 
and
 
Ore
 
Reserves
 
2012,
 
or
 
the
 
JORC
 
Code.
Accordingly,
 
our estimates
 
of resources
 
and reserves
 
in this
 
Annual Report
 
on Form
 
10-K and
 
in other
 
reports
that
 
we
 
are
 
required
 
to
 
file
 
with
 
the
 
SEC
 
may
 
be
 
different
 
than
 
our
 
estimates
 
of
 
resources
 
and
 
reserves
 
as
reported in our ASX disclosures.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
56
Coal
 
is
 
economically
 
recoverable
 
when
 
the
 
price
 
at
 
which
 
it
 
can
 
be
 
sold
 
exceeds
 
the
 
costs
 
and
 
expenses
 
of
mining
 
and
 
selling
 
the
 
coal.
 
The
 
costs
 
and
 
expenses
 
of
 
mining
 
and
 
selling
 
the
 
coal
 
are
 
determined
 
on
 
a
mine-by-mine basis, and as a result, the price at which our coal is economically recoverable varies based on the
mine. We
 
base our resource
 
and reserve
 
information on geologic
 
data, coal ownership
 
information and current
and
 
proposed
 
mine
 
plans,
 
and
 
mining
 
cost
 
assumptions
 
may
 
be
 
affected
 
by
 
changes
 
in
 
mine
 
planning
 
or
scheduling over
 
time. There
 
are numerous
 
uncertainties
 
inherent in
 
estimating
 
quantities
 
and qualities
 
of coal
and
 
costs
 
to
 
mine
 
recoverable
 
reserves,
 
including
 
many
 
factors
 
beyond
 
our
 
control.
 
There
 
are
 
inherent
uncertainties and risks associated with such estimates, including:
 
geologic and mining conditions,
 
which may not be
 
fully identified by available
 
exploration data and may
differ from our experience and assumptions in areas
 
we currently mine;
 
current
 
and
 
future
 
market
 
prices
 
for
 
coal,
 
contractual
 
arrangements,
 
operating
 
costs
 
and
 
capital
expenditures;
 
severance and
 
excise
 
taxes,
 
unexpected
 
governmental
 
taxes, royalties
 
,
 
stamp
 
duty and
 
development
and reclamation costs;
 
future mining technology improvements;
 
the effects of regulation by governmental agencies;
 
the ability to obtain, maintain and renew all required permits;
 
employee health and safety; and
 
historical production from the area compared with production from
 
other producing areas.
Except
 
for
 
that
 
portion
 
of
 
mineral
 
resources
 
classified
 
as
 
mineral
 
reserves,
 
mineral
 
resources
 
do
 
not
 
have
demonstrated economic value. Even
 
if a mineral
 
resource exists, there can
 
be no assurance that
 
any part of
 
such
mineral resource will ever be converted to mineral reserves.
In addition, estimates of coal resources and reserves are revised based on actual production experience, and/or
new exploration
 
information and therefore
 
the estimates
 
of coal resources
 
and reserves
 
are subject to
 
change.
Should we
 
encounter geological
 
conditions or
 
qualities different
 
from those
 
predicted by
 
past drilling,
 
sampling
and similar examinations, estimates
 
of coal resources and reserves
 
may have to be adjusted
 
and mining plans,
coal processing and infrastructure may have to be
 
altered in a way that might adversely affect our
 
operations. As
a result, our estimates may not accurately reflect our actual future coal
 
resources and reserves.
As
 
a
 
result,
 
the
 
quantity
 
and
 
quality
 
of
 
the
 
coal
 
that
 
we
 
recover
 
may
 
be
 
less
 
than
 
the
 
resource
 
and
 
reserve
estimates included in
 
this Annual Report
 
on Form 10-K.
 
If our actual coal
 
resources and reserves
 
are less than
current estimates,
 
or the
 
rate at
 
which they
 
are recovered
 
is less
 
than estimated
 
or results
 
in higher
 
than estimated
cost, our financial condition and results of operations may
 
be materially adversely affected.
Our
 
profitability
 
could
 
be
 
affected
 
adversely
 
by
 
the
 
failure
 
of
 
suppliers
 
and/or
 
outside
 
contractors
 
to
perform.
We use
 
contractors and
 
other third
 
parties for
 
exploration, mining
 
and other
 
services generally,
 
and are
 
reliant
on several
 
third parties
 
for the
 
success of
 
our current
 
operations and
 
the development
 
of our
 
growth projects.
While
 
this
 
is normal
 
for
 
the
 
mining
 
industry,
 
problems
 
caused
 
by third
 
parties
 
may arise,
 
which
 
may
 
have
 
an
impact on our performance and operations. In particular, the majority of workers at our
 
Australian Operations are
employed by contractors, including Thiess Pty Ltd, Golding
 
Contractors Pty Ltd, and Wolff Mining
 
Pty Ltd.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
57
Operations
 
at
 
our
 
mines
 
may
 
be
 
interrupted
 
for
 
an
 
extended
 
period
 
in
 
the
 
event
 
that
 
we
 
lose
 
any
 
of
 
our
 
key
contractors (because their
 
contract is terminated or
 
expires) and are required
 
to replace them. There
 
can be no
assurance that skilled third parties or
 
contractors will continue to be
 
available at reasonable rates.
 
As we do not
have the
 
same control
 
over contractors
 
as we
 
do over
 
employees, we
 
are also
 
exposed to
 
risks related
 
to the
quality or
 
continuation of
 
the services
 
of, and
 
the equipment
 
and supplies
 
used by,
 
our contractors,
 
as well
 
as
risks related
 
to the
 
compliance of our
 
contractors with environmental
 
and health and
 
safety legislation and
 
internal
policies, standards and
 
processes. Any failure
 
by our key
 
contractors to comply
 
with their obligations
 
under our
operating agreements with
 
them (whether as a
 
result of financial, safety
 
or operational difficulties
 
or otherwise),
any
 
termination
 
or
 
breach
 
of
 
our
 
operating
 
agreements
 
by
 
our
 
contractors,
 
any
 
protracted
 
dispute
 
with
 
a
contractor,
 
any inability
 
to perform
 
due to
 
global pandemics
 
or other
 
health concerns,
 
including the
 
COVID-19
pandemic,
 
any material labor dispute between our contractors and their employees or any major labor action by
those employees
 
against
 
our
 
contractors,
 
could
 
have
 
a material
 
adverse
 
effect
 
on
 
our financial
 
condition
 
and
results of operations.
Further, in
 
periods of high
 
commodity prices, demand
 
for contractors may
 
exceed supply resulting
 
in increased
costs or lack
 
of availability
 
of key contractors.
 
Disruptions of
 
operations or
 
increased costs also
 
can occur as
 
a
result of disputes with contractors or a shortage
 
of contractors with particular capabilities. To
 
the extent that any
of the foregoing risks were to materialize, our operating
 
results and cash flows could be adversely affected.
Our inability to replace or
 
repair damaged or destroyed
 
equipment or facilities in
 
a timely manner could
materially and adversely affect our financial condition
 
and results of operations.
We depend on several
 
major pieces of mining
 
equipment and facilities to
 
produce and transport coal,
 
including,
but
 
not
 
limited
 
to,
 
longwall
 
mining
 
systems,
 
continuous
 
miners,
 
draglines,
 
dozers,
 
excavators,
 
shovels,
 
haul
trucks, conveyors,
 
CPPs and
 
rail loading
 
and blending
 
facilities. Obtaining
 
and repairing
 
these major
 
pieces of
equipment often involves long lead
 
times. If any of these
 
pieces of equipment and facilities suffers major
 
damage
or is destroyed by fire,
 
abnormal wear and tear,
 
flooding, incorrect operation or
 
otherwise, we may be unable
 
to
replace or repair them in a timely manner or at a reasonable cost, which would impact our ability
 
to produce and
transport
 
coal
 
and
 
could
 
materially
 
and
 
adversely
 
affect
 
our financial
 
condition
 
and
 
results
 
of
 
operations.
 
Our
ability to replace or
 
repair damaged or destroyed
 
equipment or facilities
 
may also be dependent
 
on suppliers or
manufacturers remaining operational and having the relevant equipment, work force or services available for us.
Suppliers
 
and
 
manufacturers
 
may be
 
unable
 
to
 
provide
 
such
 
equipment,
 
work
 
force
 
or service
 
for
 
a
 
range
 
of
reasons,
 
including
 
but
 
not
 
limited
 
to
 
their
 
business
 
suffering
 
adverse
 
effects
 
as
 
a
 
result
 
of
 
global
 
pandemics,
including the COVID-19 pandemic.
 
Additionally, regulatory agencies sometimes make changes with regard to requirements for pieces of
 
equipment.
Such changes can impose costs on us and can cause delays if manufacturers and suppliers are unable to make
the required changes in compliance with mandated deadlines.
Our
 
ability to
 
operate effectively
 
could
 
be impaired
 
if we
 
lose key
 
personnel
 
or fail
 
to
 
attract qualified
personnel.
The loss of key personnel and the failure to recruit sufficiently qualified staff
 
could affect our future performance.
We have entered into employment
 
contracts with a number of
 
key personnel in Australia
 
and the United States,
including
 
our
 
Managing
 
Director
 
and
 
Chief
 
Executive
 
Officer,
 
Garold
 
Spindler,
 
our
 
Chief
 
Operating
 
Officer,
Australia, Douglas
 
Thompson,
 
our Group
 
Chief Financial
 
Officer,
 
Gerhard
 
Ziems,
 
and Chief
 
Operating
 
Officer
U.S., Jeffrey Bitzer. On January 17, 2023,
 
Coronado announced that Mr. Spindler will retire from
 
his role as Chief
Executive Officer
 
and transition
 
to the
 
position of
 
Executive Chair
 
of the
 
Board of
 
Directors, and
 
the Company
also announced that Mr.
 
Thompson will be appointed as Chief
 
Executive Officer of the Company.
 
Mr. Spindler’s
and Mr.
 
Thompson’s new
 
positions will be
 
effective immediately
 
following the Company’s
 
2023 Annual General
Meeting of Stockholders.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
58
Mr. Spindler’s, Mr.
 
Thompson’s,
 
Mr. Ziems’ and
 
Mr. Bitzer’s expertise and
 
experience in the mining industry
 
are
important to the
 
continued development
 
and operation
 
of our mining
 
interests. However,
 
there is
 
no assurance
that such personnel
 
will remain with
 
us for the
 
term of their
 
employment contracts or beyond.
 
In the United
 
States,
we have not
 
entered into
 
employment contracts
 
with any
 
of our key
 
personnel (other
 
than Mr.
 
Spindler and
 
his
direct reports), meaning that we do
 
not have the benefit of notice
 
provisions or non-compete restraints with these
employees. There
 
may be
 
a limited
 
number of
 
persons with
 
the requisite
 
experience and
 
skills to
 
serve in
 
our
senior management positions. We may not be
 
able to locate or employ
 
qualified executives on acceptable terms.
In addition, as our business develops and
 
expands, we believe that our future
 
success will depend greatly on our
continued ability
 
to attract and
 
retain highly
 
skilled personnel
 
with coal
 
industry experience
 
in Australia
 
and the
United States. We may not be able to continue to employ key
 
personnel or attract and retain qualified personnel
in the future.
 
The loss of
 
such key
 
personnel or
 
the failure to
 
recruit sufficiently
 
qualified employees
 
may affect
our business and future performance.
We may not have adequate insurance coverage
 
for some business risks.
We have insurance coverage for certain
 
operating risks that provide limited coverage
 
for some potential liabilities
associated with our
 
business. As
 
a result of
 
market conditions, premiums
 
and deductibles for
 
certain insurance
policies
 
can
 
increase
 
substantially,
 
and
 
in
 
some
 
instances,
 
certain
 
insurance
 
may
 
become
 
unavailable
 
or
available only for reduced amounts of coverage. As a result, we may not be able
 
to renew our existing insurance
policies or
 
procure
 
other
 
desirable
 
insurance
 
on commercially
 
reasonable
 
terms,
 
if at
 
all. In
 
addition,
 
we
 
may
become subject
 
to liability
 
(including in
 
relation to
 
pollution, occupational
 
illnesses
 
or other
 
hazards),
 
or suffer
loss resulting from
 
business interruption, for
 
which we are
 
not insured (or
 
are not sufficiently
 
insured) or cannot
insure, including liabilities in respect of past activities.
Should we suffer a major
 
uninsured loss, future financial
 
performance could be materially
 
adversely affected. In
addition, insurance may not
 
continue to be available
 
at economically acceptable
 
premiums or coverage may
 
be
reduced. As
 
a result,
 
the insurance
 
coverage
 
may not
 
cover the
 
full scope
 
and extent
 
of claims
 
against us
 
or
losses we
 
may incur.
 
The occurrence
 
of a
 
significant
 
adverse event
 
not fully
 
or partially
 
covered by
 
insurance
could have a material adverse effect on our financial
 
condition and results of operations.
Cybersecurity
 
attacks,
 
natural
 
disasters,
 
terrorist
 
attacks
 
and
 
other
 
similar
 
crises
 
or
 
disruptions
 
may
negatively affect our business, financial condition
 
and results of operations.
Our
 
business
 
may
 
be
 
impacted
 
by
 
disruptions
 
such
 
as
 
cybersecurity
 
attacks
 
or
 
failures,
 
threats
 
to
 
physical
security,
 
and
 
extreme
 
weather
 
conditions
 
or other
 
natural disasters.
 
Strategic
 
targets,
 
such
 
as energy-related
assets, may be
 
at greater risk
 
of future terrorist
 
or cybersecurity attacks
 
than other targets
 
in the United
 
States
or
 
Australia.
 
These
 
disruptions
 
or
 
any
 
significant
 
increases
 
in
 
energy
 
prices
 
that
 
follow
 
could
 
result
 
in
government-imposed price
 
controls. Our
 
insurance may
 
not protect
 
us against
 
such occurrences.
 
It is
 
possible
that any of these
 
occurrences, or a
 
combination of them,
 
could have a material
 
adverse effect on
 
our business,
financial condition and results of operations.
In addition, a disruption in,
 
or failure of, our information
 
technology systems could adversely affect
 
our business
operations
 
and
 
financial
 
performance.
 
We
 
rely
 
on
 
the
 
accuracy,
 
capacity
 
and
 
security
 
of
 
our
 
information
technology,
 
or IT,
 
systems for the operations
 
of many of our
 
business processes and to
 
comply with regulatory,
legal and tax
 
requirements. While
 
we maintain
 
some of
 
our critical IT
 
systems, we
 
are also dependent
 
on third
parties
 
to
 
provide
 
important
 
IT
 
services
 
relating
 
to,
 
among
 
other
 
things,
 
human
 
resources,
 
electronic
communications
 
and
 
certain
 
finance
 
functions.
 
Despite
 
the
 
security
 
measures
 
that
 
we
 
have
 
implemented,
including those
 
related to cybersecurity, our systems
 
could be breached
 
or damaged by
 
computer viruses, natural
or man-made
 
incidents or
 
disasters or
 
unauthorized physical
 
or electronic
 
access. Though
 
we have
 
controls in
place, we cannot provide assurance that a cyber-attack
 
will not occur.
 
Furthermore, we may
 
have little or
 
no oversight with
 
respect to security
 
measures employed by
 
third-party service
providers, which may ultimately prove to be ineffective at countering threats. Failures of our IT systems, whether
caused
 
maliciously
 
or inadvertently,
 
may
 
result
 
in
 
the
 
disruption
 
of
 
our
 
business
 
processes,
 
the
 
unauthorized
release
 
of
 
sensitive,
 
confidential
 
or
 
otherwise
 
protected
 
information
 
or
 
the
 
corruption
 
of
 
data,
 
which
 
could
adversely affect our
 
business operations and
 
financial performance. We may
 
be required to
 
incur significant costs
to protect against and remediate the damage caused by
 
such disruptions or system failures in the future.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
59
Mining in the
 
CAPP is more
 
complex and involves
 
more regulatory constraints than
 
mining in other areas
of the U.S., which could affect our mining operations
 
and cost structures in these areas.
Mining in the CAPP is more
 
complex and involves more
 
regulatory constraints than mining
 
in other areas of the
United
 
States,
 
which
 
could
 
affect
 
our
 
mining
 
operations
 
and
 
cost
 
structures
 
in
 
these
 
areas.
 
The
 
geological
characteristics of coal reserves in the CAPP,
 
such as depth of overburden and coal seam thickness, make them
complex
 
and
 
costly
 
to
 
mine.
 
As
 
mines
 
become
 
depleted,
 
replacement
 
reserves
 
may
 
not
 
be
 
available
 
or,
 
if
available, may not
 
be able
 
to be
 
mined at
 
costs comparable to
 
those of
 
the depleting mines.
 
In addition, compared
to mines
 
in the
 
other areas
 
of the
 
United States,
 
permitting,
 
licensing and
 
other
 
environmental
 
and regulatory
requirements are more costly and time
 
consuming to satisfy.
 
These factors could materially adversely
 
affect the
mining operations
 
and cost
 
structures of,
 
and our
 
customers’ ability
 
to use
 
coal produced
 
by, our mining properties
in the CAPP.
Financial and Strategic Risks
The loss
 
of, or
 
significant reduction
 
in, purchases
 
by our
 
largest customers
 
could adversely
 
affect our
revenues.
For the
 
year ended
 
December 31,
 
2022, our
 
top ten
 
customers comprised
 
73.1%
of our
 
total revenue
 
and our
top five customers comprised
 
52.6%
of our total revenue. For the year ended December 31, 2022,
 
sales to Tata
Steel and Xcoal represented
 
19.4%
and 11.7%,
respectively,
 
of our total revenue.
 
The majority of our sales
 
are
made on
 
a spot
 
basis or
 
under contracts
 
with terms
 
of typically
 
one year. The
 
failure to
 
obtain additional
 
customers
or
 
the
 
loss
 
of
 
all
 
or
 
a
 
portion
 
of
 
the
 
revenues
 
attributable
 
to
 
any
 
customer
 
as
 
a
 
result
 
of
 
competition,
creditworthiness,
 
inability
 
to
 
negotiate
 
extensions,
 
replacement
 
of
 
contracts
 
or
 
the
 
impact
 
of
 
the
 
global
pandemics,
 
including
 
the
 
COVID-19
 
pandemic,
 
or
 
otherwise,
 
may
 
adversely
 
affect
 
our
 
business,
 
financial
condition and results of operations.
If a substantial number
 
of our customers fail
 
to perform under our
 
contracts with them, our revenues
 
and
operating profits could suffer.
A significant portion of the sales of our Met coal is to
 
customers with whom we have had long-term relationships.
The success of our business depends on our
 
ability to retain our current customers, renew our existing customer
contracts
 
and
 
solicit
 
new
 
customers.
 
Our
 
ability
 
to
 
do
 
so
 
generally
 
depends
 
on
 
a
 
variety
 
of
 
factors,
 
including
having our mines
 
operational, having the type
 
and quantity of
 
coal available, the quality
 
and price of
 
our products,
our ability to market these products effectively, our ability to deliver on a timely basis and the level of competition
that we face.
In addition, our
 
sales contracts
 
generally contain
 
provisions that
 
allow customers
 
to suspend or
 
terminate if
 
we
commit a material breach of the terms of the contract, a change in law
 
restricts or prohibits a party from carrying
out its
 
material obligations
 
under the
 
contract or
 
a material
 
adverse change
 
occurs in
 
our financial
 
standing or
creditworthiness. If customers suspend
 
or terminate existing contracts,
 
or otherwise refuse to accept
 
shipments
of our Met
 
coal for which
 
they have an
 
existing contractual
 
obligation, our revenues
 
will decrease, and
 
we may
have to reduce production at our mines until our customers’
 
contractual obligations are honored.
If our customers do not
 
honor contract commitments,
 
or if they terminate agreements
 
or exercise force majeure
provisions
 
allowing
 
for
 
the
 
temporary
 
suspension
 
of
 
performance
 
during
 
specified
 
events
 
beyond
 
the
 
parties’
control, including the COVID-19 pandemic and we are unable to replace the contract, our financial condition and
results of operations could be materially and adversely affected.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
60
If our ability
 
to collect
 
payments from
 
customers is
 
impaired, our
 
revenues and
 
operating profits
 
could
suffer.
Our
 
ability
 
to
 
receive
 
payment
 
for
 
coal
 
sold
 
and
 
delivered
 
will
 
depend
 
on
 
the
 
continued
 
creditworthiness
 
and
contractual performance of our customers and counterparties. For certain customers, we require the provision of
a letter of credit as
 
security for payment. The inability of key customers
 
to procure letters of credit (due
 
to general
economic conditions or the
 
specific circumstances of the
 
customer) may restrict our
 
ability to contract with such
customers or result in fewer sales contracts being executed, which could materially adversely affect our financial
condition and results of operations. For certain of our large customers
 
in Australia who have not provided letters
of
 
credit
 
or
 
other
 
form
 
of
 
security,
 
we
 
maintain
 
an
 
insurance
 
policy
 
to
 
cover
 
for
 
any
 
failure
 
in
 
payment.
 
This
insurance coverage, however,
 
may not cover the full scope
 
and extent of losses we
 
may incur as the result
 
of a
payment default or otherwise.
 
If a customer
 
does not
 
pay amounts
 
due in
 
a timely
 
manner,
 
we may
 
decide to sell
 
the customer’s coal
 
on the
spot market, which may be
 
at prices lower than the contracted
 
price, or we may be unable
 
to sell the coal at all.
If our customers’ or counterparties’ creditworthiness deteriorates,
 
our business could be adversely affected.
 
Changes in credit
 
ratings issued by
 
nationally recognized statistical
 
rating organizations could
 
adversely
affect our cost of financing and the market price
 
of our securities.
 
Credit rating agencies
 
could downgrade our ratings
 
due to factors specific
 
to our business,
 
a prolonged cyclical
downturn in the
 
mining industry or
 
macroeconomic trends
 
(such as global
 
or regional recessions)
 
and trends in
credit and
 
capital markets
 
more generally.
 
Any decline
 
in our credit
 
ratings would
 
likely result
 
in an
 
increase to
our cost of financing, limit our access to the capital markets, significantly harm our financial condition and results
of operations,
 
hinder
 
our ability
 
to refinance
 
existing
 
indebtedness
 
on
 
acceptable
 
terms
 
and
 
have an
 
adverse
effect on the market price of our securities.
Our existing and future indebtedness may limit cash flow available to invest in the ongoing needs of our
businesses, which could
 
prevent us
 
from fulfilling our
 
obligations under our
 
senior secured notes,
 
senior
secured asset-based revolving
 
credit agreement in
 
an initial
 
aggregate principal amount
 
of $100.0
 
million,
or the ABL Facility,
 
and other debt, and we may be forced to take other actions to satisfy our obligations
under our debt, which may not be successful.
As
 
of
 
December
 
31,
 
2022,
 
we
 
had
 
$242.3
million
 
aggregate
 
principal
 
amount
 
of
 
our
 
senior
 
secured
 
notes
 
outstanding. As of December 31, 2022,
 
no amounts were outstanding, and
 
no outstanding letters of credit issued
under the ABL Facility.
 
As of December 31, 2022, the available borrowing capacity under this facility was $100.0
million.
 
We dedicate a
 
portion of our
 
cash flow from
 
operations to the
 
payment of debt
 
service, reducing the
 
availability
of our cash flow
 
to fund capital expenditures,
 
acquisitions or strategic
 
development initiatives and
 
other general
corporate purposes. Our ability to make scheduled payments on or to refinance our debt obligations depends on
our ability to
 
generate cash in
 
the future and our
 
financial condition and operating
 
performance, which are subject
to prevailing economic and competitive
 
conditions and to certain
 
financial, business and other factors
 
beyond our
control. There can be no assurance that we
 
will maintain a level of cash flows from
 
operating activities sufficient
to permit us to pay the principal, premium, if any,
 
and interest on our debt. In addition, any failure to comply
 
with
covenants in the
 
instruments governing
 
our debt could
 
result in an
 
event of default
 
that, if not
 
cured or
 
waived,
would have a material adverse effect on us.
Our
 
level
 
of
 
indebtedness
 
could
 
have
 
further
 
consequences,
 
including,
 
but
 
not
 
limited
 
to,
 
increasing
 
our
vulnerability to adverse
 
economic or industry
 
conditions, placing us
 
at a competitive
 
disadvantage compared
 
to
other businesses in
 
the industries in
 
which we
 
operate that are
 
not as leveraged
 
and that may
 
be better positioned
to withstand
 
economic downturns,
 
limiting our
 
flexibility to
 
plan for,
 
or react
 
to, changes
 
in our
 
businesses and
the industries in which we operate, and requiring us to refinance all or a portion of our existing debt. We may not
be
 
able
 
to
 
refinance
 
on
 
commercially
 
reasonable
 
terms
 
or
 
at
 
all,
 
and
 
any
 
refinancing
 
of
 
our
 
debt
 
could
 
be
 
at
higher interest rates
 
and may require
 
us to comply
 
with more onerous
 
covenants, making it more
 
difficult to obtain
surety bonds, letters of credit or
 
other financial assurances that may be
 
demanded by our vendors or regulatory
agencies, particularly during periods in which credit markets
 
are weak.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
61
If
 
we
 
are
 
unable
 
to
 
service
 
our
 
debt
 
obligations,
 
we
 
could
 
face
 
substantial
 
liquidity
 
problems
 
and
 
we
 
may
 
be
forced to
 
reduce or delay
 
investments and capital
 
expenditures, or to
 
sell assets, seek
 
additional capital, including
additional secured or unsecured debt, or restructure or refinance our debt, and we may be unable to continue as
a going concern.
 
We may be
 
unable to consummate
 
any proposed asset
 
sales or recover
 
the carrying value
 
of
these assets,
 
and
 
any proceeds
 
may
 
not
 
be adequate
 
to
 
meet
 
any
 
debt
 
service
 
obligations
 
then
 
due.
 
Any
 
of
these
 
examples
 
potentially
 
could
 
have
 
a
 
material
 
adverse
 
impact
 
on
 
our
 
results
 
of
 
operations,
 
profitability,
stockholders’ equity and capital structure.
We
 
adjust
 
our
 
capital
 
structure
 
from
 
time
 
to
 
time
 
and
 
may
 
need
 
to
 
increase
 
our
 
debt
 
leverage,
 
which
would make us more sensitive to the effects of
 
economic downturns.
It is
 
possible that we
 
may need
 
to raise additional
 
debt or
 
equity funds
 
in the
 
future. Our ABL
 
Facility and operating
cash flows may not be adequate to fund our ongoing capital requirements, for any future acquisitions or projects
or to
 
refinance our
 
debt. There
 
is no
 
guarantee that
 
we will
 
be able
 
to refinance
 
our existing
 
debt, or
 
if we
 
do,
there is no guarantee that such new funding will be on
 
terms acceptable to us.
Global credit markets have been severely constrained in the
 
past, such as during a global financial crisis and the
European sovereign
 
debt crisis,
 
and during
 
the
 
COVID-19
 
pandemic,
 
and
 
the ability
 
to obtain
 
new funding
 
or
refinance in
 
the future
 
may be
 
significantly reduced.
 
If we
 
are unable
 
to obtain
 
sufficient funding,
 
either due
 
to
banking and
 
capital market
 
conditions, generally,
 
or due
 
to factors
 
specific to
 
our
 
business, we
 
may not
 
have
sufficient cash to meet our
 
ongoing capital requirements, which
 
in turn could materially and
 
adversely affect our
financial
 
condition.
 
Failure
 
to
 
obtain
 
sufficient
 
financing
 
could
 
cause
 
delays
 
or
 
abandonment
 
of
 
business
development plans and have a material adverse effect
 
on our business, operations and financial condition.
In
 
recent
 
years,
 
certain
 
financial
 
institutions,
 
investment
 
managers
 
and
 
insurance
 
companies
 
globally
 
have
responded to pressure
 
to take actions
 
to limit or
 
divest investments in, financing
 
made available to,
 
and insurance
coverage
 
provided
 
for,
 
the
 
development
 
of
 
new
 
coal-fired
 
power
 
plants
 
and
 
coal
 
miners
 
that
 
derive
 
revenues
from thermal
 
coal sales.
 
For
 
example, in
 
2017, some
 
financial institutions
 
publicly announced
 
that they
 
would
stop funding new thermal coal projects or would
 
otherwise reduce their overall lending to coal
 
producers. These
or similar
 
policies
 
may adversely
 
impact
 
the coal
 
industry
 
generally,
 
our ability
 
to
 
access
 
capital and
 
financial
markets in the future, our costs of capital and the future
 
global demand for coal.
Our business may require substantial ongoing capital
 
expenditures, and we may not have access to
 
the
capital required to reach full productive capacity at our
 
mines.
Maintaining
 
and
 
expanding
 
mines
 
and
 
related
 
infrastructure
 
is
 
capital
 
intensive.
 
Specifically,
 
the
 
exploration,
permitting
 
and
 
development
 
of
 
Met
 
coal
 
reserves,
 
mining
 
costs,
 
the
 
maintenance
 
of
 
machinery,
 
facilities
 
and
equipment
 
and
 
compliance
 
with
 
applicable
 
laws
 
and
 
regulations
 
require
 
ongoing
 
capital
 
expenditures.
 
Any
decision to increase
 
production at our existing
 
mines or to
 
develop the high-quality Met
 
coal recoverable reserves
at our
 
development properties in
 
the future
 
could also affect
 
our capital
 
needs or
 
cause future
 
capital expenditures
to be higher than in the past and/or higher than our estimates. We cannot assure that we will be able to maintain
our production
 
levels or
 
generate sufficient cash
 
flow, or that
 
we will
 
have access
 
to sufficient financing
 
to continue
our
 
production,
 
exploration,
 
permitting
 
and
 
development
 
activities
 
at
 
or
 
above
 
our
 
present
 
levels
 
and
 
on
 
our
present levels or levels achieved prior to the COVID-19 pandemic and on our current or projected timelines, and
we may be required to
 
defer all or a portion
 
of our capital expenditures.
 
Our results of operations,
 
business and
financial condition may be materially adversely affected
 
if we cannot make such capital expenditures.
To
 
fund our
 
capital expenditures,
 
we will
 
be required
 
to use
 
cash from
 
our operations,
 
incur debt
 
or raise
 
new
equity.
 
Our ability
 
to obtain
 
bank financing
 
or our
 
ability to
 
access the
 
capital markets
 
for future
 
equity or
 
debt
offerings, on the other hand, may
 
be limited by our financial
 
condition at the time of any
 
such financing or offering
and the
 
covenants in
 
our existing
 
debt agreements,
 
as well
 
as by
 
general economic
 
conditions, contingencies
and uncertainties that
 
are beyond
 
our control. If
 
cash flow generated
 
by our operations
 
or available borrowings
under our
 
bank financing
 
arrangements are
 
insufficient to
 
meet our
 
capital requirements
 
and we
 
are unable
 
to
access
 
the
 
capital
 
markets
 
on
 
acceptable
 
terms
 
or
 
at
 
all,
 
we
 
could
 
be
 
forced
 
to
 
curtail
 
the
 
expansion
 
of
 
our
existing mines and the development of
 
our properties which, in turn, could
 
lead to a decline in
 
our production and
could materially and adversely affect our business,
 
financial condition and results of operations.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
62
We may not recover
 
our investments in our
 
mining, exploration and other
 
assets, which may require
 
us
to recognize impairment charges related to those assets.
Our balance sheet includes a number of assets that are subject to impairment risk, particularly long-lived assets,
including
 
property,
 
plant
 
and
 
equipment,
 
mining
 
tenements,
 
exploration
 
and
 
evaluation
 
assets
 
and
 
intangible
assets (including goodwill).
 
The values of
 
these assets
 
are generally derived
 
from the fundamental
 
valuation of
the underlying mining operations and, as
 
such, are subject to many of
 
the same risks to which our
 
operations are
exposed, including
 
decreases in
 
coal prices,
 
foreign currency
 
exchange risks,
 
operational and
 
geological risks,
changes in coal production and changes in estimates of proven and
 
probable coal reserves. Adverse changes in
these and
 
other risk
 
factors could
 
lead to
 
a reduction
 
in the
 
valuation of
 
certain
 
of our
 
assets and
 
result in
 
an
impairment charge being recognized.
Risks
 
related
 
to
 
our
 
investment
 
in
 
WICET
 
may
 
adversely
 
affect
 
our
 
financial
 
condition
 
and
 
results
 
of
operations.
We have
 
a minority
 
interest in
 
WICET Holdings
 
Pty Ltd,
 
whose wholly
 
owned subsidiary,
 
Wiggins Island
 
Coal
Export Terminal
 
Pty Ltd, or WICET Pty Ltd, owns WICET. Other coal producers who export coal through WICET
also hold
 
shares
 
in
 
WICET
 
Holdings
 
Pty Ltd.
 
In addition,
 
we
 
and the
 
other coal
 
producers (or
 
shippers)
 
have
evergreen, ten
 
year take-or-pay
 
agreements with
 
WICET Pty
 
Ltd and
 
pay a
 
terminal handling
 
charge to
 
export
coal through
 
WICET,
 
which
 
is calculated
 
by reference
 
to WICET’s
 
annual
 
operating
 
costs,
 
as well
 
as finance
costs associated with WICET Pty Ltd’s external
 
debt facilities.
Under our take-or-pay agreement with WICET
 
Pty Ltd, or the WICET Take
 
-or-Pay Agreement, Curragh’s export
capacity is 1.5 MMtpa and we
 
are obligated to pay the
 
terminal handling charge for this capacity, whether utilized
or not. The terminal handling
 
charge calculation is based on
 
total operating and finance costs
 
of WICET Pty Ltd
being charged to contracted shippers in proportion to each shipper’s contracted capacity. Under the terms of the
WICET
 
Take
 
-or-Pay
 
Agreement
 
the
 
terminal
 
handling
 
charge
 
payable
 
by
 
us
 
can
 
be
 
adjusted
 
(increased
 
or
decreased) by WICET Pty Ltd if WICET Pty
 
Ltd’s operating and finance costs change,
 
or if a contracted shipper
defaults on its take-or-pay agreement obligations and has its contracted capacity reduced to
 
nil. Under the terms
of the WICET Take
 
-or-Pay Agreement there is a limit of how much WICET Pty Ltd can charge us for recovery of
its finance costs, referred to as a finance cap.
 
Since WICET began operating in April 2015, four WICET Holdings
Pty Ltd shipper-shareholders
 
have defaulted on their
 
obligations under their respective
 
take-or-pay agreements
and
 
subsequently
 
had
 
those
 
agreements
 
terminated.
 
The
 
result
 
of
 
these
 
terminations
 
is
 
a
 
decrease
 
in
 
the
aggregate contracted tonnage at WICET from 27 MMtpa to
 
15.5 MMtpa.
Given the
 
operation
 
of the
 
finance cap
 
(which
 
has been
 
reached,
 
subject
 
to further
 
adjustment
 
for Consumer
Price Index,
 
or CPI) there
 
is a
 
limit to the
 
recovery by
 
WICET of its
 
financing costs
 
from shippers. Accordingly,
prior defaults referred
 
to above have
 
resulted in only
 
minor increases to
 
the terminal handling
 
charges payable
by the remaining
 
shipper shareholders (including us).
 
These increases have related
 
to higher A$/ton (or
 
US$/ton)
charge for
 
operating
 
costs
 
resulting
 
from
 
a
 
lower
 
contract
 
base.
 
If
 
any of
 
the
 
remaining
 
shipper
 
shareholders
becomes
 
insolvent
 
and/or
 
defaults
 
under
 
its
 
take-or-pay
 
agreement,
 
the
 
terminal
 
handling
 
charges
 
for
 
the
remaining shipper shareholders, including us, may increase proportionately to pay the defaulting shipper’s share
of WICET’s
 
operating
 
and
 
financing costs
 
going forward
 
(noting that
 
the
 
finance cap
 
applies
 
in respect
 
of the
financing costs component of the terminal handling charges).
In addition, if we default under the WICET Take
 
-or-Pay Agreement and that default is not remedied, then we will
be obligated
 
to pay
 
a termination
 
payment. The
 
termination payment
 
is equal
 
to the
 
lesser of
 
our proportion
 
of
WICET Pty Ltd’s
 
total external
 
debt (which
 
is based on
 
the proportion
 
that our contracted
 
tonnage bears to
 
the
total contracted tonnage
 
at WICET when
 
the payment obligation
 
is triggered) and
 
ten years equivalent
 
terminal
handling
 
charges
 
at
 
the
 
prevailing
 
rate
 
at
 
the
 
time
 
that
 
the
 
termination
 
payment
 
falls
 
due.
 
We
 
have
 
provided
security to WICET
 
Pty Ltd in
 
the form of
 
a bank guarantee, the
 
amount of which
 
is required to
 
cover our estimated
liabilities as a shipper under the WICET Take
 
-or-Pay Agreement for the following twelve-month
 
period.
 
In the event of WICET Pty Ltd defaulting on its external debt obligations, external lenders to WICET Pty Ltd may
enforce
 
their
 
rights
 
to
 
the
 
security
 
over
 
the
 
assets
 
of
 
WICET
 
and
 
appoint
 
a
 
receiver
 
to
 
take
 
steps
 
to
 
recover
outstanding debt. The
 
external lenders
 
do not have
 
direct recourse to
 
the shippers
 
to recover outstanding
 
debt
and shipper take-or-pay agreements would remain on foot and access to the port would continue to be available
to us.
 
In the
 
event of
 
a permanent
 
cessation of
 
operations
 
at WICET,
 
we may
 
be required
 
to procure
 
additional
 
port
capacity elsewhere, as well as be liable for a termination payment
 
under the WICET Take
 
-or-Pay Agreement.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
63
Risks related to
 
the Supply Deed
 
with Stanwell may
 
adversely affect
 
our financial condition
 
and results
of operations.
Curragh has a CSA,
 
as amended from
 
time to time,
 
with Stanwell to
 
supply thermal coal
 
to the Stanwell
 
Power
Station. The
 
CSA restricted
 
Curragh from
 
mining the
 
SRA which
 
was reserved
 
for the
 
benefit of
 
Stanwell and
could not be
 
mined without
 
Stanwell’s consent.
 
Under the
 
CSA, in addition
 
to supplying thermal
 
coal at
 
a price
below the cost
 
to Curragh
 
of mining and
 
processing the
 
coal, Curragh
 
pays certain
 
rebates to
 
Stanwell on
 
Met
coal exported
 
from certain
 
parts of
 
Curragh, which
 
represents
 
the deferred
 
purchase
 
cost of
 
the right
 
to mine
some areas at Curragh. Our cost of
 
supplying coal to Stanwell has been
 
and may continue to be greater than
 
the
price paid by Stanwell.
 
On August 14, 2018, Curragh entered into the Supply
 
Deed with Stanwell. The Supply Deed grants Curragh
 
the
right
 
to
 
mine
 
the
 
coal
 
reserves
 
in
 
the
 
SRA.
 
In
 
exchange
 
for
 
these
 
rights,
 
Curragh
 
has
 
agreed
 
to
 
certain
amendments to
 
the CSA
 
and to
 
enter into
 
the NCSA,
 
which will
 
commence on
 
or around
 
the expiration
 
of the
CSA (currently
 
expected to
 
expire in
 
2027).
 
On July
 
12, 2019,
 
Curragh
 
entered into
 
the NCSA
 
with Stanwell.
 
Curragh agreed that
 
the total value
 
of the discount
 
received by Stanwell
 
on coal supplied
 
to it under
 
the NCSA
should (by the expiry date
 
of the NCSA) be equal
 
to the net present value
 
of A$210 million as at
 
the date of the
Supply Deed.
 
No export rebates
 
are payable during
 
the term of
 
the NCSA. The
 
amortized cost of
 
the deferred
consideration was $243.2 million (A$359.0 million) as of December
 
31, 2022.
We could
 
be adversely
 
affected if we
 
fail to
 
appropriately provide financial
 
assurances for
 
our obligations.
Australian laws and
 
U.S. federal and
 
state laws require
 
us to provide
 
financial assurances related
 
to requirements
to reclaim lands used
 
for mining, to pay
 
federal and state workers’
 
compensation, to provide financial assurances
for coal
 
lease obligations
 
and to
 
satisfy other
 
miscellaneous obligations.
 
The primary
 
methods we
 
use to
 
meet
those obligations in
 
the United States
 
are to provide
 
a third-party surety
 
bond or provide
 
a letter of credit.
 
As of
December 31, 2022,
 
we provided $34.9
million of third-party
 
surety bonds in
 
connection with our
 
U.S. Operations.
There are no cash collateral requirements to support any
 
of the outstanding bonds.
Our financial
 
assurance obligations
 
may increase
 
due to
 
a number
 
of factors,
 
including the
 
size of
 
our mining
footprint and
 
new government
 
regulations,
 
and
 
we may
 
experience
 
difficulty
 
procuring
 
or renewing
 
our surety
bonds. In addition, our bond issuers may demand higher fees or additional collateral, including letters of
 
credit or
other terms less favorable to us upon those renewals. Because we are required by federal and state law to have
these
 
bonds
 
or
 
other
 
acceptable
 
security
 
in
 
place
 
before
 
mining
 
can
 
commence
 
or
 
continue,
 
any
 
failure
 
to
maintain surety bonds, letters
 
of credit or other guarantees or
 
security arrangements would adversely
 
affect our
ability to mine coal. That failure
 
could result from a variety
 
of factors, including lack of
 
availability of surety bond
or letters of credit,
 
higher expense or
 
unfavorable market terms,
 
the exercise by
 
third-party surety bond
 
issuers
of their right
 
to refuse
 
to renew
 
the surety
 
and the
 
requirement to
 
provide collateral
 
for future
 
third-party surety
bond
 
issuers
 
under
 
the
 
terms
 
of
 
financing
 
arrangements.
 
If
 
we
 
fail
 
to
 
maintain
 
adequate
 
bonding,
 
our
 
mining
permits could be
 
invalidated, which would
 
prevent mining operations from
 
continuing, and future
 
operating results
could be materially adversely affected.
In
 
Australia,
 
the
 
Financial
 
Provisioning
 
Act
 
amended
 
the
 
financial
 
assurance
 
provisions
 
of
 
the
 
EP
 
Act,
 
and
impacted the way that our Australian Operations
 
provide for and manage associated costs
 
of providing financial
assurances related to mine rehabilitation obligations.
The Financial Provisioning Act:
 
amended
 
the
 
financial
 
assurance
 
arrangements
 
for
 
resource
 
activities
 
under
 
the
 
EP
 
Act
 
with
 
a
 
new
financial provisioning
 
scheme, and
 
changed
 
how the
 
ERC for
 
an environmental
 
authority is
 
calculated;
and
 
amended
 
the
 
EP
 
Act
 
to
 
introduce
 
new
 
requirements
 
for
 
the
 
progressive
 
rehabilitation
 
and
 
closure
 
of
mined land.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
64
Since April 1, 2019, any financial assurance currently
 
held for environmental approvals already held
 
in Australia
are
 
treated
 
as
 
surety
 
under
 
the
 
Financial
 
Provisioning
 
Act.
 
There
 
was
 
a
 
transition
 
period
 
of
 
three
 
years
 
that
commenced
 
in
 
early
 
2019
 
during
 
which
 
all
 
miners
 
in
 
Queensland
 
were
 
assessed
 
and
 
received
 
an
 
initial
 
risk
allocation
 
decision
 
based
 
on
 
a
 
formulaic
 
calculation
 
of
 
their
 
ERC.
 
Our
 
ERC
 
is
 
the
 
cost
 
estimated
 
by
 
the
government department
 
of rehabilitating
 
the land
 
on which
 
our operation
 
is carried
 
out. This
 
allocation put
 
our
resource activity
 
at Curragh
 
into a
 
risk category
 
under the
 
Financial
 
Provisioning Act
 
based on
 
the regulator’s
assessment of both
 
the amount of
 
our ERC and
 
our financial capacity
 
to carry out
 
and discharge the
 
rehabilitation
liability and obligation
 
at the time
 
our mining
 
operations cease.
 
This risk assessment
 
is reviewed annually,
 
and
assessment fees are payable each time there is an allocation
 
decision for our operations in Queensland.
The financial provisioning
 
scheme is managed
 
by the Scheme
 
Manager and financial
 
assurance is provided
 
by
paying
 
a
 
contribution
 
to
 
the
 
Scheme
 
and/or
 
the
 
giving
 
of
 
surety
 
to
 
the
 
Scheme
 
Manager.
 
Our
 
contribution
 
is
calculated
 
as
 
the
 
prescribed
 
percentage
 
(dependent
 
on
 
risk
 
allocation
 
decision)
 
of
 
Curragh’s
 
ERC.
 
The
prescribed percentages
 
for each
 
category are:
 
(1) Very
 
low: 0.5%;
 
(2) Low: 1.0%;
 
and (3) Moderate:
 
2.75%. In
the event Curragh’s ERC is allocated a
 
high risk allocation, we are required to
 
negotiate the percentage of surety
to be provided with the Scheme Manager. The Scheme Manager is a statutory officer and manages the Scheme
contributions and the sureties on behalf of the Queensland
 
State Government.
 
In
 
October
 
2022,
 
the
 
Scheme
 
Manager
 
completed
 
the
 
assessment
 
of
 
the
 
Annual
 
Review
 
Allocation
 
for
environmental authority
 
number EPML00643713
 
and issued
 
an Annual
 
Review Allocation
 
of “Moderate”.
 
The
moderate rating results in Curragh being
 
obliged to make a financial contribution
 
to the Scheme of 2.75% of the
ERC.
 
In January
 
2023, the
 
Scheme
 
Manager
 
completed
 
an assessment
 
of the
 
Annual
 
Review
 
Allocation
 
for
Environmental Authority
 
Number EPVX00635313
 
and issued
 
an Annual
 
Review Allocation
 
of “High”
 
in respect
of MDL162
 
requiring
 
Curragh
 
to
 
maintain
 
its
 
historical
 
financial
 
assurance
 
in
 
respect
 
of
 
100%
 
of
 
the
 
ERC
 
for
Environmental Authority Number EPVX00635313.
There can be no assurance that our risk category allocation
 
will not change in future years.
 
Our financial assurance obligations may increase due to
 
a number of factors, including but not limited to:
 
any change that increases ERC or area of disturbance;
 
any major Environmental Authority amendment;
 
compliance with existing Environmental Authority obligations; and
 
major changes to financial soundness of the EA Holder.
For more information on the Financial Provisioning Act, see
 
Item 1. “Business—Regulatory Matters—Australia—
Environmental Protection Act 1994 (Qld).”
Mine closures entail substantial costs. If we prematurely close one or more of our mines, our operations
and financial performance would likely be affected
 
adversely.
Federal and state
 
regulatory agencies
 
have the
 
authority following
 
significant health
 
and safety
 
incidents, such
as
 
fatalities,
 
to
 
order
 
mining
 
operations
 
to
 
be
 
temporarily
 
suspended
 
or
 
a
 
facility
 
be
 
permanently
 
closed.
 
For
example, on
 
January 12,
 
2020, operations
 
at our
 
Curragh mine
 
were temporarily
 
suspended after
 
a contractor
was
 
fatally
 
injured
 
during
 
a
 
tire
 
change
 
activity
 
in
 
the
 
main
 
workshop
 
on
 
site
 
and
 
on
 
November
 
21,
 
2021,
operations at our Curragh mine were temporarily suspended after an employee was fatally injured while working
in the dragline
 
operations. We could also
 
be required to
 
close or discontinue
 
operations at particular
 
mines before
the end
 
of their
 
mine life
 
due to
 
environmental,
 
geological,
 
geotechnical,
 
commercial,
 
leasing or
 
other issues.
Such
 
closure
 
or
 
discontinuance
 
of
 
operations
 
could
 
result
 
in
 
significant
 
closure
 
and
 
rehabilitation
 
expenses,
employee redundancy
 
costs, contractor
 
demobilization costs
 
and other
 
costs or
 
loss of
 
revenues. If
 
and when
incurred, these closure and
 
rehabilitation costs could exceed
 
our current estimates. If
 
one or more of our
 
mines
is closed earlier
 
than anticipated, we
 
would be required
 
to fund the
 
reclamation and closure costs
 
on an
 
expedited
basis and potentially
 
lose revenues and,
 
for some
 
of our operations,
 
pay for take-or-pay
 
arrangements that
 
we
no longer use, which would
 
have an adverse impact on
 
our operating and financial performance.
 
Many of these
costs could also
 
be incurred
 
if a mine
 
was unexpectedly
 
placed on care
 
and maintenance
 
before the end
 
of its
planned mine life
 
such as our
 
mines in the
 
U.S. Operations, which
 
were temporarily idled
 
in 2020 as a
 
result of
the COVID-19 pandemic.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
65
If the
 
assumptions underlying
 
our provision
 
for reclamation
 
and mine
 
closure obligations
 
prove to
 
be
inaccurate, we could be required to expend greater
 
amounts than anticipated.
The
 
Environmental
 
Protection
 
Act 1994
 
(Qld)
 
and
 
the
 
SMCRA
 
establish
 
operational,
 
reclamation
 
and
 
closure
standards
 
for
 
all
 
aspects
 
of
 
surface
 
mining
 
as
 
well
 
as
 
deep
 
mining.
 
We
 
accrue
 
for
 
the
 
costs
 
of
 
current
 
mine
disturbance
 
and
 
final
 
mine
 
closure,
 
including
 
the
 
cost
 
of
 
treating
 
mine
 
water
 
discharge
 
where
 
necessary.
Estimates of
 
our total
 
reclamation and
 
mine-closing
 
liabilities totaled
 
$138.5
million as
 
of December
 
31, 2022,
based upon
 
permit requirements
 
and the
 
historical
 
experience at
 
our operations,
 
and depend
 
on a
 
number
 
of
variables involving assumptions and estimation and therefore may be subject to change, including the estimated
future
 
asset
 
retirement
 
costs
 
and the
 
timing
 
of
 
such
 
costs,
 
estimated
 
proven
 
reserves,
 
assumptions
 
involving
third-party contractors, inflation rates
 
and discount rates.
 
If these accruals
 
are insufficient or our
 
liability in a
 
future
year is
 
greater than
 
currently anticipated,
 
our future
 
operating results
 
and financial
 
position could
 
be adversely
affected. See
 
Item 7. “Management’s Discussion
 
and Analysis
 
of Financial
 
Condition and
 
Results of
 
Operations—
Critical Accounting Policies and Estimates.”
We are subject to foreign exchange risks involving
 
certain operations in multiple countries.
Loss sustained from adverse movements
 
in currency exchange rates
 
can impact our financial performance
 
and
financial position and the level of additional funding required to support
 
our businesses. Our financial results are
reported
 
in
 
US$
 
and
 
certain
 
parts
 
of
 
our
 
liabilities,
 
earnings
 
and
 
cash
 
flows
 
are
 
influenced
 
by
 
movements
 
in
exchange rates, especially movements in A$
 
to US$ exchange rate. For
 
example, costs relating to our
 
Australian
Operations
 
are
 
generally
 
denominated
 
in
 
A$.
 
In
 
addition,
 
foreign
 
currency
 
exposures
 
arise
 
in
 
relation
 
to
 
coal
supply
 
contracts,
 
procurement
 
of
 
plant
 
and
 
equipment
 
and
 
debt,
 
which
 
may
 
be
 
priced
 
in
 
A$
 
or
 
other
 
foreign
currencies other than US$.
The impact of currency exchange rate movements will vary depending on factors such as the nature, magnitude
and duration
 
of the movements,
 
the extent
 
to which
 
currency risk
 
is hedged under
 
forward exchange
 
contracts
or other hedging instruments and the terms of these contracts. We may enter into forward exchange
 
contracts to
hedge a portion of our
 
foreign currency exposure of
 
our Australian Operations from
 
time to time. The unhedged
portion of our non-US$
 
exposures against exchange rate fluctuations will
 
be at the risk
 
of any adverse movement
in exchange rates, which may affect our operating results,
 
cash flows and financial condition.
Interest rates could change substantially and have an adverse
 
effect on our profitability.
We are exposed to interest rate risk
 
in relation to variable-rate bank balances
 
and variable-rate borrowings. Our
interest rate risk primarily arises from fluctuations in LIBOR and the Australian Bank Bill Swap Yield, or BBSY,
 
in
relation to US$-
 
and A$-denominated borrowings,
 
respectively.
 
Our lending rates
 
may increase in
 
the future as
a result of factors beyond our control and may
 
result in an adverse effect on our financial condition and results of
operations.
In addition,
 
national and
 
international regulators
 
and law
 
enforcement agencies
 
have conducted
 
investigations
into a number of rates or indices, which
 
are deemed to be “reference rates.”
 
Actions by such regulators and law
enforcement agencies may result
 
in changes to the
 
manner in which certain
 
reference rates are determined,
 
their
discontinuance,
 
or
 
the
 
establishment
 
of
 
alternative
 
reference
 
rates.
 
For
 
example,
 
after
 
2021,
 
the
 
United
Kingdom’s Financial
 
Conduct Authority,
 
which regulates
 
LIBOR, no
 
longer compelled banks
 
to submit rates
 
for
the
 
calculation
 
of
 
non-U.S.-dollar
 
LIBOR.
 
U.S-dollar
 
LIBOR
 
must
 
be
 
replaced
 
before
 
June
 
30,
 
2023.
 
The
Alternative Reference Rates
 
Committee has proposed
 
SOFR as its
 
recommended alternative
 
to LIBOR. At
 
this
time, it
 
is not
 
possible to
 
predict the
 
effect that
 
these developments,
 
any discontinuance,
 
modification or
 
other
reforms to
 
LIBOR or any
 
other reference rate,
 
or the
 
establishment of alternative
 
reference rates, including
 
SOFR,
may
 
have
 
on
 
LIBOR
 
or
 
other
 
benchmarks,
 
including
 
LIBOR-based
 
borrowings
 
under
 
our
 
variable-rate
 
bank
balances and variable-rate borrowings.
 
Furthermore, the use of
 
alternative reference rates or
 
other reforms could
cause the
 
market value
 
of, the
 
applicable interest
 
rate on
 
and the
 
amount
 
of interest
 
paid on
 
our benchmark-
based borrowings
 
to be
 
materially
 
different
 
than
 
expected and
 
could
 
materially
 
adversely
 
impact
 
our ability
 
to
refinance such borrowings or raise future indebtedness
 
on a cost effective basis.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
66
We may
 
be unsuccessful
 
in integrating
 
the operations
 
of acquisitions
 
with our
 
existing operations
 
and
in realizing all or any part of the anticipated benefits of
 
any such acquisitions.
From time to time, we
 
may evaluate and acquire assets and businesses that
 
we believe complement our existing
assets and business. Acquisitions may
 
require substantial capital or
 
the incurrence of substantial indebtedness.
Our capitalization
 
and results
 
of operations
 
may change
 
significantly as
 
a result
 
of future
 
acquisitions. Acquisitions
and business expansions involve numerous risks, including the
 
following:
 
difficulties in the integration of the assets and operations
 
of the acquired businesses;
 
inefficiencies
 
and
 
difficulties
 
that
 
arise
 
because
 
of
 
unfamiliarity
 
with
 
new
 
assets
 
and
 
the
 
businesses
associated with them and new geographic areas;
 
the diversion of management’s attention from other
 
operations; and
 
timing, and whether the acquisition
 
or business expansion is occurring
 
during adverse economic, social
and regulatory periods.
Further,
 
unexpected
 
costs
 
and
 
challenges
 
may
 
arise
 
whenever
 
businesses
 
with
 
different
 
operations
 
or
management
 
are
 
combined,
 
and
 
we
 
may
 
experience
 
unanticipated
 
delays
 
in
 
realizing
 
the
 
benefits
 
of
 
an
acquisition. Entry into certain lines of
 
business may subject us to new
 
laws and regulations with which we
 
are not
familiar and may lead
 
to increased litigation and
 
regulatory risk. Also, following
 
an acquisition, we may
 
discover
previously
 
unknown liabilities
 
associated with
 
the acquired
 
business
 
or assets
 
for which
 
we have
 
no recourse
under applicable indemnification provisions. If a new business generates insufficient revenue or if we are unable
to efficiently manage our expanded operations,
 
our results of operations may be adversely affected.
Coronado
 
Global
 
Resources Inc.
 
is
 
a
 
holding
 
company
 
with
 
no
 
operations
 
of
 
its
 
own
 
and,
 
as
 
such,
 
it
depends
 
on
 
its
 
subsidiaries
 
for
 
cash
 
to
 
fund
 
its
 
operations
 
and
 
expenses,
 
including
 
future
 
dividend
payments, if any.
As a
 
holding company,
 
our
 
principal
 
source
 
of cash
 
flow
 
is
 
distributions
 
from
 
our
 
subsidiaries.
 
Therefore,
 
our
ability to fund and conduct our business, service our debt,
 
and pay dividends, if any,
 
in the future will depend on
the
 
ability
 
of
 
our
 
subsidiaries
 
to
 
generate
 
sufficient
 
cash
 
flow
 
to
 
make
 
upstream
 
cash
 
distributions
 
to
 
us.
 
Our
subsidiaries are separate legal
 
entities, and although they
 
are wholly-owned and controlled
 
by us, they have
 
no
obligation to make any funds available to us, whether
 
in the form of loans, dividends, or otherwise. The
 
ability of
our
 
subsidiaries
 
to
 
distribute
 
cash
 
to
 
us
 
will
 
also
 
be
 
subject
 
to,
 
among
 
other
 
things,
 
restrictions
 
that
 
may
 
be
contained in our subsidiary agreements (as entered into from time to time), availability
 
of sufficient funds in such
subsidiaries and applicable laws and regulatory restrictions. Claims of any creditors of our subsidiaries generally
will have
 
priority as
 
to the
 
assets of
 
such subsidiaries
 
over our
 
claims and
 
claims of
 
our creditors
 
and stockholders.
To
 
the extent the ability
 
of our subsidiaries
 
to distribute dividends or
 
other payments to us
 
is limited in any
 
way,
our ability to fund and conduct our business, service our
 
debt, and pay dividends, if any,
 
could be harmed.
Legal, Compliance and Sustainability Risks
We could be negatively affected if
 
we fail to maintain satisfactory labor relations.
Relations with
 
our employees
 
and, where
 
applicable, organized
 
labor are
 
important to
 
our success.
 
Enterprise
bargaining and other disputes between us and our employees or disputes affecting our contractors may result in
strikes or uncompetitive work practices.
As of
 
December 31,
 
2022, we
 
had 1,735
 
employees.
 
In addition,
 
as of
 
December 31,
 
2022, there
 
were 2,326
contractors
 
supplementing
 
the
 
permanent
 
workforce,
 
primarily
 
at
 
Curragh.
 
As
 
of
 
December
 
31,
 
2022,
approximately
 
11.5%
 
of our
 
total employees,
 
all at
 
our
 
Australian Operations,
 
were represented
 
by organized
labor unions and covered
 
by the EA. In
 
May 2019, the Australian
 
Fair Work Commission
 
approved the Curragh
Mine Enterprise
 
Agreement 2019.
 
This EA
 
has a
 
nominal expiration
 
date of
 
May 26,
 
2022 and
 
but remains
 
in
place by
 
operation of
 
the Fair
 
Work Act
 
2009 (Cth)
 
until replaced
 
or terminated
 
by the
 
Fair Work
 
Commission.
We have
 
been negotiating
 
with employee
 
bargaining representatives
 
for a
 
replacement EA
 
since March
 
2022.
Those negotiations continue
 
in good faith
 
with the intent
 
of reaching an
 
agreement as
 
soon as practicable.
 
Our
U.S. Operations employ a 100% non-union labor force
 
.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
67
Future industrial
 
action by
 
our employees
 
or mining
 
contractors’ employees or
 
involving trade unions
 
could disrupt
operations and negatively impact mine productivity,
 
production and profitability.
Our operations
 
may impact
 
the environment
 
or cause
 
exposure to
 
hazardous substances,
 
which could
result in material liabilities to us.
We are
 
subject to
 
extensive environmental
 
laws and
 
regulations,
 
and our
 
operations may
 
substantially
 
impact
the
 
environment
 
or
 
cause
 
exposure
 
to
 
hazardous
 
materials
 
to
 
our
 
contractors,
 
our
 
employees
 
or
 
local
communities. We use hazardous materials
 
and generate hazardous or other regulated
 
waste, which we store in
our storage or disposal
 
facilities. We may become subject to
 
statutory or common law claims
 
(including damages
claims) as
 
a result
 
of
 
our
 
use of
 
hazardous
 
materials
 
and generation
 
of hazardous
 
waste.
 
A number
 
of laws,
including, in
 
the United
 
States, the
 
CERCLA or
 
Superfund, and
 
the RCRA,
 
and in
 
Australia, the
 
Environmental
Protection Act 1994 (Qld),
 
impose liability relating to
 
contamination by hazardous
 
substances. Furthermore, the
use of
 
hazardous materials
 
and generation
 
of hazardous
 
and other
 
waste may
 
subject us
 
to investigation
 
and
require the clean-up of soil, surface water,
 
groundwater and other media.
Mining
 
operation
 
process,
 
including
 
blasting
 
and
 
processing
 
ore
 
bodies,
 
can
 
also
 
generate
 
environmental
impacts. These
 
impacts include,
 
but are
 
not limited
 
to, leakages
 
of polluting
 
substances,
 
explosions,
 
flooding,
fires, accidental mine water discharges,
 
and excessive dust and noise. Such
 
risks could result in damage to
 
the
applicable mine site, personal
 
injury to our employees
 
and contractors, environmental
 
damage, decreased coal
production and
 
possible legal
 
liability under
 
environmental regulations.
 
Employee or
 
strict liability
 
claims under
common law
 
or environmental
 
regulations in
 
relation to
 
these matters
 
may arise,
 
for example, out
 
of current
 
or
former activities
 
at sites
 
that we
 
own, lease
 
or operate
 
and at
 
properties to
 
which hazardous
 
substances have
been sent for treatment,
 
storage, disposal or other
 
handling. Our liability
 
for such claims may
 
be strict, joint and
several with other miners or parties or with our
 
contractors, such that we may be held
 
responsible for more than
our
 
share
 
of
 
the
 
contamination
 
or
 
other
 
damages,
 
or
 
even
 
for
 
the
 
entire
 
amount
 
of
 
damages
 
assessed.
Additionally,
 
any violations of
 
environmental laws by
 
us could lead
 
to, among other
 
things, the imposition
 
on us
of substantial fines,
 
penalties, other civil and
 
criminal sanctions, the curtailment
 
or cessation of
 
operations, orders
to
 
pay
 
compensation,
 
orders
 
to
 
remedy
 
the
 
effects
 
of
 
violations
 
and
 
take
 
preventative
 
steps
 
against
 
possible
future violations,
 
increased compliance costs,
 
or costs
 
for environmental remediation,
 
rehabilitation or
 
rectification
works.
We maintain extensive
 
Met coal refuse
 
areas and slurry impoundments
 
at our mining
 
properties. At Curragh, coal
slurry
 
is
 
disposed
 
of
 
by
 
pumping
 
into
 
an
 
impoundment
 
area
 
where
 
particles
 
are
 
allowed
 
to
 
settle.
 
We
 
have
procedures
 
in
 
place
 
that
 
the
 
Curragh
 
slurry
 
impoundments
 
remain
 
below
 
the
 
surrounding
 
topography
 
so
 
that
there is
 
minimal likelihood
 
of failure
 
and/or spills.
 
At our
 
U.S. Operations,
 
refuse areas
 
and impoundments
 
are
frequently inspected and subject
 
to extensive governmental regulation.
 
Slurry impoundments have
 
been known
to
 
fail,
 
releasing
 
large
 
volumes
 
of
 
coal
 
slurry
 
into
 
the
 
surrounding
 
environment.
 
Structural
 
failure
 
of
 
an
impoundment can result in extensive damage to the environment
 
and natural resources, such as bodies of water
that the coal slurry reaches, as well as create liability for
 
related personal injuries, property damages and injuries
to natural resources
 
and plant and
 
wildlife. Of the
 
five refuse areas
 
among our U.S.
 
mining properties, only
 
two
impound slurry; the other facilities are combined refuse
 
and do not impound slurry.
 
Two of our impoundments
 
in
the U.S. overlie
 
mined out
 
areas, which
 
can pose
 
a heightened
 
risk of
 
failure and
 
the assessment
 
of damages
arising out of such failure.
 
If one of our impoundments
 
were to fail, we could
 
be subject to substantial
 
claims for
the resulting environmental contamination and associated
 
liability, as well as
 
for related fines and penalties.
Changes in
 
and compliance
 
with government
 
policy, regulation
 
or legislation
 
may adversely
 
affect our
financial condition and results of operations.
The coal mining industry
 
is subject to regulation
 
by federal, state and
 
local authorities in each
 
relevant jurisdiction
with respect
 
to
 
a range
 
of industry
 
specific and
 
general
 
matters.
 
Any future
 
legislation
 
and
 
regulatory
 
change
imposing more constraints or
 
more stringent requirements may
 
affect the coal mining
 
industry and may adversely
affect our financial condition and results of operations. Examples of such changes are, future laws or regulations
that may limit
 
the emission
 
of GHGs, attach
 
a cost to
 
GHG emissions,
 
or limit the
 
use of thermal
 
coal in power
generation, more stringent workplace health and safety laws, more rigorous environmental laws, and changes to
existing taxation and royalty legislation.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
68
Compliance
 
with
 
applicable
 
federal,
 
state
 
and
 
local
 
laws
 
and
 
regulations
 
may
 
become
 
more
 
costly
 
and
time-consuming
 
and
 
may
 
delay
 
commencement
 
or
 
interrupt
 
continuation
 
of
 
exploration
 
or
 
production
 
at
 
our
operations. We have
 
incurred, and may
 
in the future
 
incur, significant expenditures to comply
 
with such regulation
and legislation. These laws are constantly evolving and may become increasingly
 
stringent. The ultimate impact
of complying with existing laws
 
and regulations is not always
 
clearly known or determinable due
 
in part to the
 
fact
that
 
certain
 
implementation
 
of
 
the
 
regulations
 
for
 
these
 
laws
 
have
 
not
 
yet
 
been
 
promulgated
 
and
 
in
 
certain
instances
 
are
 
undergoing
 
revision.
 
These
 
laws
 
and
 
regulations,
 
particularly
 
new
 
legislative
 
or
 
administrative
proposals
 
(or
 
judicial
 
interpretations
 
of
 
existing
 
laws
 
and
 
regulations),
 
could
 
result
 
in
 
substantially
 
increased
capital,
 
operating
 
and
 
compliance
 
costs
 
and
 
could
 
have
 
a
 
material
 
adverse
 
effect
 
on
 
our
 
operations
 
and
 
our
customers’ ability to use our products. Due in part to the extensive and comprehensive
 
regulatory requirements,
along with
 
changing interpretations
 
of these
 
requirements, violations
 
of applicable
 
federal, state
 
and local
 
laws
and regulations occur from time to time in the
 
coal industry and minor violations have
 
occurred at our Australian
Operations and our U.S. Operations in the past.
Moreover, changes in the law
 
may impose additional standards and a heightened degree
 
of responsibility for us
and our stockholders, directors and employees; may
 
require unprecedented compliance efforts; could
 
divert our
management’s
 
attention;
 
and
 
may
 
require
 
significant
 
expenditures.
 
For
 
example,
 
we
 
may
 
also
 
be
 
subject
 
to
unforeseen
 
environmental
 
liabilities
 
resulting
 
from
 
coal-related
 
activities,
 
which
 
may
 
be
 
costly
 
to
 
remedy
 
or
adversely impact
 
our operations.
 
In particular,
 
the acceptable
 
level of
 
pollution and
 
the potential
 
abandonment
costs and obligations for which we
 
may become liable as a result
 
of our activities may be difficult
 
to assess under
the current legal
 
framework. To the extent that
 
required expenditures, as
 
with all
 
costs, are not
 
ultimately reflected
in the
 
prices of
 
coal, our
 
operating results
 
will be
 
detrimentally
 
impacted. The
 
costs
 
and operating
 
restrictions
necessary for compliance
 
with safety
 
and environmental laws
 
and regulations,
 
which is a
 
major cost
 
consideration
for
 
our
 
Australian
 
Operations
 
and
 
U.S.
 
Operations,
 
may
 
have
 
an
 
adverse
 
effect
 
on
 
our
 
competitive
 
position
relative to foreign producers and operators in
 
other countries which may not be
 
required to incur equivalent costs
in their operations.
We are
 
also affected
 
by various
 
other international,
 
federal, state,
 
local and
 
tribal or
 
indigenous environmental
laws
 
and
 
regulations
 
that
 
impact
 
our
 
customers.
 
To
 
the
 
extent
 
that
 
such
 
environmental
 
laws
 
and
 
regulations
reduce
 
customer
 
demand
 
for
 
or
 
increase
 
the
 
price
 
of
 
coal,
 
we
 
will
 
be
 
detrimentally
 
impacted.
 
For
 
additional
information
 
about
 
the
 
various
 
regulations
 
affecting
 
us,
 
see
 
Item 1.
 
“Business—Regulatory
 
Matters—Australia”
and “Business—Regulatory Matters—United States.”
We
 
are
 
subject
 
to
 
extensive
 
forms
 
of
 
taxation,
 
which
 
imposes
 
significant
 
costs
 
on
 
us,
 
and
 
future
regulations
 
and
 
developments
 
could
 
increase
 
those
 
costs
 
or
 
limit
 
our
 
ability
 
to
 
produce
 
coal
competitively.
Federal,
 
state
 
or
 
local
 
governmental
 
authorities
 
in
 
nearly
 
all
 
countries
 
across
 
the
 
global
 
coal
 
mining
 
industry
impose various
 
forms of
 
taxation
 
on coal
 
producers,
 
including production
 
taxes,
 
sales-related taxes,
 
royalties,
stamp duty, environmental
 
taxes and income taxes.
 
For
 
example,
 
on
 
September
 
27,
 
2022,
 
we
 
received
 
from
 
the
 
Queensland
 
Revenue
 
Office,
 
or
 
QRO,
 
an
assessment of the
 
stamp duty payable
 
on our acquisition
 
of the Curragh
 
mine in March
 
2018. The QRO
 
assessed
the stamp duty on this
 
acquisition at an amount
 
of $55.4 million (A$82.2
 
million) plus unpaid tax
 
interest of $8.2
million
 
(A$12.1
 
million).
 
On
 
November
 
23,
 
2022,
 
the
 
Company
 
filed
 
an
 
objection
 
to
 
the
 
assessment
 
and
 
is
currently awaiting the outcome of this objection. The outcome
 
of this objection is uncertain.
We have reviewed the assessment received and based on legal and valuation advice the Company continues to
maintain its position regarding the estimated accrual
 
of $29.0 million (A$43.0 million) stamp duty payable
 
on the
Curragh acquisition. During the
 
period we made a
 
partial payment reducing the
 
estimated accrual to $11.7 million
(A$17.3
 
million)
 
as
 
at
 
December
 
31,
 
2022,
 
which
 
is
 
included
 
within
 
“Accrued
 
Expenses
 
and
 
Other
 
Current
Liabilities” in its Consolidated Balance sheet.
 
We cannot
 
guarantee that
 
the steps
 
we take
 
to defend
 
our position
 
on this
 
matter will
 
be successful,
 
in which
case the amount assessed by
 
the QRO and unpaid tax interest
 
on the amount outstanding may become
 
due and
payable.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
69
Additionally, in 2022, the Queensland
 
State Government in
 
Australia amended the
 
Mineral Resources Regulation
2013 (Qld) introducing additional
 
higher tiers to the
 
coal royalty rates effective
 
from July 1, 2022,
 
increasing the
royalty payable by our Australian Operations.
 
The new
 
tiers applicable
 
in calculating
 
the royalty
 
payable for
 
our Australian
 
Operations from
 
July 1,
 
2022, are
as set out below:
 
7% for average coal price per Mt sold up to and including
 
A$ 100 per Mt;
 
12.5% for average coal price per Mt sold from A$100 to
 
A$150 per Mt;
 
15% for average coal price per Mt sold from A$150 to
 
A$175 per Mt;
 
20% for average coal price per Mt sold from A$175 to
 
A$225 per Mt;
 
30% for average coal price per Mt sold from A$225 to
 
A$300 per Mt; and
 
40% for average coal price per Mt sold above A$300 per
 
Mt.
If new legislation or
 
regulations related to various forms
 
of coal taxation or
 
income or other taxes
 
generally, which
increase our costs or limit our ability to compete
 
in the areas in which we sell coal, or which
 
adversely affect our
key customers, are adopted, or if the
 
basis upon which such duties
 
or taxes are assessed or levied,
 
changes or
is different from that provided by us, our business, financial condition or results of
 
operations could be adversely
affected.
We may be subject
 
to litigation, the disposition
 
of which could negatively
 
affect our profitability and cash
flow
 
in
 
a
 
particular
 
period,
 
or
 
have
 
a
 
material
 
adverse
 
effect
 
on
 
our
 
business,
 
financial
 
condition
 
and
results of operations.
Our profitability or cash flow in
 
a particular period could be affected by
 
an adverse ruling in any litigation that
 
may
be filed against us in the future. In addition, such litigation could have
 
a material adverse effect on our business,
financial condition and results of operations. See Item
 
3. “Legal Proceedings.”
We have no
 
registered trademarks for
 
our Company
 
name used by
 
us in the
 
United States or
 
any other
countries, and failure to obtain those registrations
 
could adversely affect our business.
Although
 
we
 
have
 
filed
 
a
 
trademark
 
application
 
for
 
use
 
of
 
the
 
stylized
 
mark
 
“CORONADO
 
STEEL
 
STARTS
HERE” in the United States and Australia, our applications are still pending
 
and the corresponding mark has not
been registered
 
in
 
the
 
United
 
States
 
or
 
Australia.
 
We
 
have
 
not
 
filed
 
for
 
this
 
or
 
other
 
trademarks
 
in
 
any
 
other
country. During trademark registration proceedings, we may receive rejections. If so, we will have an opportunity
to respond,
 
but we
 
may be
 
unable to
 
overcome such
 
rejections. In
 
addition, Intellectual
 
Property Australia
 
and
the United
 
States Patent
 
and Trademark Office
 
and comparable agencies
 
in many
 
foreign jurisdictions
 
may permit
third parties to oppose pending trademark
 
applications and to seek to
 
cancel registered trademarks. If opposition
or
 
cancellation
 
proceedings
 
are
 
filed
 
against
 
our
 
trademark
 
application,
 
our
 
trademark
 
may
 
not
 
survive
 
such
proceedings,
 
and/or
 
we
 
may
 
be
 
required
 
to
 
expend
 
significant
 
additional
 
resources
 
in
 
an
 
effort
 
to
 
defend
ourselves in the proceedings or identify a suitable substitute
 
mark for future use.
Risks Specific to Our Common Stock
Our certificate of incorporation and bylaws include
 
provisions that may discourage a change in control.
Provisions contained in our amended and restated certificate of incorporation, or certificate of incorporation, and
amended and
 
restated bylaws, or
 
bylaws, and
 
Delaware law
 
could make
 
it more
 
difficult for a
 
third-party to acquire
us,
 
even
 
if
 
doing
 
so
 
might
 
be
 
beneficial
 
to
 
our
 
stockholders.
 
Provisions
 
of
 
our
 
bylaws
 
and
 
certificate
 
of
incorporation impose various procedural and other
 
requirements that could make it
 
more difficult for stockholders
to effect certain corporate actions.
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
70
We have elected not to be governed by Section 203 of the General Corporation Law of
 
the State of Delaware,
 
or
the DGCL (or any successor provision thereto),
 
until immediately following the time at
 
which the EMG Group no
longer beneficially
 
owns in
 
the aggregate
 
shares of
 
our common
 
stock representing
 
at least
 
10% of
 
our voting
stock, in which case we
 
shall thereafter be governed by
 
Section 203 if and
 
for so long as Section
 
203 by its terms
would apply
 
to us.
 
Section 203
 
provides that
 
an interested
 
stockholder,
 
along with
 
its affiliates
 
and associates
(i.e., a stockholder that has
 
purchased greater than 15%,
 
but less than 85%, of
 
a company’s outstanding voting
stock (with
 
some exclusions)),
 
may not
 
engage in
 
a business
 
combination
 
transaction
 
with the
 
company for
 
a
period of three years after buying more than 15% of a company’s outstanding voting stock unless certain criteria
are met or certain other corporate actions are taken by the company.
These provisions could limit the price
 
that certain investors might be willing
 
to pay in the future for
 
shares of our
common stock and may have the effect of delaying
 
or preventing a change in control.
Our
 
certificate
 
of
 
incorporation
 
limits
 
the
 
personal
 
liability
 
of
 
our
 
directors
 
for
 
certain
 
breaches
 
of
fiduciary duty.
Our
 
certificate
 
of
 
incorporation
 
and
 
bylaws
 
include
 
provisions
 
limiting
 
the
 
personal
 
liability
 
of
 
our
 
directors
 
for
breaches
 
of
 
fiduciary
 
duty
 
under
 
the
 
DGCL.
 
Specifically,
 
our
 
certificate
 
of
 
incorporation
 
contains
 
provisions
limiting
 
a
 
director’s
 
personal
 
liability
 
to
 
us
 
and
 
our
 
stockholders
 
to
 
the
 
fullest
 
extent
 
permitted
 
by
 
the
 
DGCL.
Furthermore, our
 
certificate of
 
incorporation provides
 
that no director
 
shall be
 
liable to
 
us and
 
our stockholders
for
 
monetary
 
damages
 
resulting
 
from
 
a
 
breach
 
of
 
fiduciary
 
duty
 
as
 
a
 
director,
 
except
 
to
 
the
 
extent
 
that
 
such
exemption from liability or limitation thereof is
 
not permitted under the DGCL. The principal
 
effect of this limitation
on liability
 
is that
 
a stockholder
 
will be
 
unable to
 
prosecute an
 
action for
 
monetary damages
 
against a
 
director
unless the
 
stockholder can
 
demonstrate a
 
basis for
 
liability that
 
cannot be
 
eliminated under
 
the DGCL.
 
These
provisions, however, should
 
not limit or eliminate our right or any stockholder’s right to seek non-monetary relief,
such as an injunction or rescission,
 
in the event of a
 
breach of a director’s fiduciary duty. These provisions do not
alter a director’s liability under
 
U.S. federal securities laws.
 
The inclusion of these
 
provisions in our certificate
 
of
incorporation may discourage or deter stockholders or management from bringing
 
a lawsuit against directors for
a breach of
 
their fiduciary
 
duties, even
 
though such an
 
action, if successful,
 
might otherwise have
 
benefited us
and our stockholders.
Coronado
 
Group
 
LLC
 
and
 
the
 
EMG
 
Group
 
have
 
substantial
 
control
 
over
 
us
 
and
 
are
 
able
 
to
 
influence
corporate matters.
Coronado Group
 
LLC and
 
the EMG
 
Group have
 
significant
 
influence over
 
us, including
 
control over
 
decisions
that
 
require
 
the
 
approval
 
of
 
stockholders,
 
which
 
could
 
limit
 
the
 
ability
 
of
 
other
 
stockholders
 
to
 
influence
 
the
outcome of stockholders votes.
As of
 
December 31,
 
2022, the
 
EMG Group
 
indirectly held
 
50.4%
of our
 
outstanding shares
 
of common
 
stock.
Therefore, the EMG
 
Group has
 
effective control
 
over the outcome
 
of votes on
 
all matters requiring
 
approval by
stockholders. There is a risk that the interests of the EMG Group could conflict with or differ from our interests or
the interests of
 
other stockholders.
 
In addition, pursuant
 
to the terms
 
of the Stockholder’s
 
Agreement, dated
 
as
of September
 
24, 2018,
 
between us
 
and Coronado
 
Group LLC,
 
or the
 
Stockholder’s Agreement,
 
so long
 
as it
beneficially owns in the aggregate at least 25% of the outstanding shares of our common stock, the EMG Group
will have
 
the ability
 
to exercise
 
substantial control
 
over certain
 
of our
 
transactions,
 
including change
 
of control
transactions,
 
such
 
as
 
mergers
 
and
 
capital
 
and
 
debt
 
raising
 
transactions.
 
See Item
 
5.
 
“Market
 
for
 
Registrant’s
Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities” for a description of the
Stockholder’s Agreement.
Further, pursuant to
 
the terms of the Series A
 
Share, Coronado Group and the
 
EMG Group or its successors
 
or
permitted
 
assigns,
 
as
 
the
 
beneficial
 
owner
 
of
 
the
 
Series A
 
Share,
 
at
 
its
 
option,
 
will
 
have
 
the
 
ability
 
to
 
elect
 
a
specified number of directors, or the Series A Directors, based on
 
the EMG Group’s aggregate level of beneficial
ownership of shares
 
of our common
 
stock. For more
 
details on the
 
ability of Coronado
 
Group and the
 
EMG Group
to elect Series A Directors, as
 
well as the rights of
 
stockholders to participate in the removal
 
of any such Series
A
Directors,
 
see
 
Item 5.
 
“Market
 
for
 
Registrant’s
 
Common
 
Equity,
 
Related
 
Stockholder
 
Matters
 
and
 
Issuer
Purchases of Equity Securities.”
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
71
Moreover, the
 
EMG Group’s beneficial
 
ownership of shares of
 
our common stock may
 
also adversely affect
 
the
price of our
 
common stock
 
to the extent
 
equity investors
 
perceive disadvantages
 
in owning common
 
stock of a
company with a controlling stockholder.
 
In addition, the EMG Group
 
is in the business of making
 
investments in
companies and may, from time to time, acquire interests in businesses that
 
directly or indirectly compete with us,
as well as businesses of our existing or potential significant
 
customers. The EMG Group may acquire or seek
 
to
acquire assets that
 
we seek to
 
acquire and, as
 
a result, those
 
acquisition opportunities
 
may not be
 
available to
us or
 
may be
 
more expensive
 
for us
 
to pursue,
 
and as
 
a result,
 
the interests
 
of the
 
EMG Group
 
may not
 
align
with the interests of our other stockholders.
The EMG Group has the
 
right, subject to certain conditions, to
 
require us to cooperate in
 
a sale of shares
of our common stock held by it (including in the form
 
of CDIs) under the Securities Act.
Pursuant to the Registration
 
Rights and Sell-Down Agreement,
 
dated as of September 24,
 
2018, between us and
Coronado
 
Group LLC,
 
or
 
the
 
Registration
 
Rights
 
and
 
Sell-Down
 
Agreement,
 
Coronado
 
Group LLC
 
(or
 
its
successors
 
or
 
permitted
 
assigns
 
or
 
transferees)
 
has
 
the
 
right,
 
subject
 
to
 
certain
 
conditions,
 
to
 
require
 
us
 
to
cooperate in a
 
sell-down of
 
shares of
 
our common
 
stock or
 
CDIs held by
 
it. By virtue
 
of its majority
 
ownership,
exercising its registration rights and selling a large number of shares or CDIs, Coronado Group LLC could cause
undue volatility in the
 
prevailing market price of
 
our common stock. See
 
Item 5. “Market for Registrant’s Common
Equity, Related Stockholder
 
Matters and Issuer Purchases of Equity Securities.”
Our non-employee directors and their respective
 
affiliates, including the EMG Group, may
 
be able to take
advantage of a corporate opportunity that would otherwise
 
be available to us.
The corporate opportunity
 
and related
 
party transactions provisions
 
in our
 
certificate of incorporation
 
could enable
any
 
of
 
our
 
non-employee
 
directors
 
or
 
their
 
respective
 
affiliates,
 
including
 
the
 
EMG
 
Group,
 
to
 
benefit
 
from
corporate opportunities
 
that might
 
otherwise be
 
available to
 
us. Subject
 
to the
 
limitations of
 
applicable law,
 
our
certificate of incorporation, among other things, will:
 
permit
 
us
 
to
 
enter
 
into
 
transactions
 
with
 
entities
 
in
 
which
 
one
 
or
 
more
 
non-employee
 
directors
 
are
financially or otherwise interested;
 
permit any non-employee director or
 
his or her affiliates to
 
conduct a business that competes
 
with us and
to make investments in any kind of property in which we
 
may make investments; and
 
provide that if
 
any non-employee director
 
becomes aware of
 
a potential business
 
opportunity, transaction
or
 
other
 
matter
 
(other
 
than
 
one
 
expressly
 
offered
 
to
 
that
 
non-employee
 
director
 
solely
 
in
 
his
 
or
 
her
capacity
 
as
 
our
 
director),
 
that
 
non-employee
 
director
 
will
 
have
 
no
 
duty
 
to
 
communicate
 
or
 
offer
 
that
opportunity to
 
us, and
 
will be
 
permitted to
 
communicate
 
or offer
 
that opportunity
 
to his
 
or her
 
affiliates
and pursue or acquire such opportunity for himself
 
or herself, and that non-executive director
 
will not be
deemed
 
to
 
have
 
acted
 
in
 
a
 
manner
 
inconsistent
 
with
 
his
 
or
 
her
 
fiduciary
 
or
 
other
 
duties
 
to
 
us
 
or
 
our
stockholders regarding the opportunity or acted in bad faith or in a manner inconsistent with
 
our and our
stockholders’ best interests.
These provisions enable a
 
corporate opportunity that
 
would otherwise be available
 
to us to be taken
 
by or used
for the
 
benefit of
 
the
 
non-employee
 
directors
 
or their
 
respective
 
affiliates,
 
which
 
include the
 
EMG Group
 
as a
result of the rights granted to it under the Stockholder’s Agreement.
General Risk Factors
Any
 
failure
 
to
 
maintain
 
effective
 
internal
 
control
 
over
 
financial
 
reporting
 
may
 
adversely
 
affect
 
our
financial condition and results of operations.
Our
 
management
 
is
 
responsible
 
for
 
establishing
 
and
 
maintaining
 
adequate
 
internal
 
control
 
over
 
financial
reporting.
 
Internal
 
control
 
over
 
financial
 
reporting
 
is
 
a
 
process
 
designed
 
to
 
provide
 
reasonable
 
assurance
regarding
 
the
 
reliability
 
of
 
financial
 
reporting
 
and
 
the
 
preparation
 
of
 
financial
 
statements
 
in
 
accordance
 
with
generally accepted accounting principles in the United
 
States, or U.S. GAAP.
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
72
During the course of the preparation of our financial statements,
 
we evaluate and correct any deficiencies in
 
our
internal controls over
 
financial reporting. If we
 
fail to maintain an
 
effective system of disclosure
 
or internal controls
over financial
 
reporting, including
 
satisfaction of
 
the requirements
 
of Section
 
404 of
 
the Sarbanes-Oxley
 
Act of
2002, we may not be able to report
 
accurately or timely on our financial results or adequately identify and reduce
fraud. Therefore, the financial condition of our business could be adversely
 
affected, current and potential future
stockholders could lose confidence in us and/or
 
our reported financial results, which may cause
 
a negative effect
on the trading price of our
 
CDIs, and we could be exposed
 
to litigation or regulatory proceedings,
 
which may be
costly or divert management attention.
 
The requirements of
 
being a public company
 
in the United
 
States and Australia may
 
strain our resources,
divert
 
management’s
 
attention,
 
and
 
affect
 
our
 
ability
 
to
 
attract
 
and
 
retain
 
executive
 
management
 
and
qualified board members.
Our CDIs are
 
currently listed on
 
the ASX and
 
we are registered
 
as a foreign
 
company in
 
Australia. As such
 
we
need to ensure continuous compliance with relevant Australian laws
 
and
 
regulations, including the listing rules of
the ASX, as amended from time to time, or the ASX Listing
 
Rules,
 
and certain provisions of the Corporations Act
2001 (Cth), or the Corporations Act.
 
As a U.S.
 
public company, we are subject
 
to the reporting
 
requirements of the
 
Exchange Act, the
 
Sarbanes-Oxley
Act
 
of
 
2002,
 
the
 
Dodd-Frank
 
Wall
 
Street
 
Reform
 
and
 
Consumer
 
Protection
 
Act
 
of
 
2010
 
and
 
other
 
applicable
securities laws, rules and regulations. Compliance with these laws,
 
rules, and regulations may increase our legal
and
 
financial
 
compliance
 
costs,
 
make
 
some
 
activities
 
more
 
difficult,
 
time-consuming,
 
or
 
costly,
 
and
 
increase
demand on
 
our systems
 
and resources.
 
The Exchange
 
Act requires,
 
among other
 
things,
 
that
 
we file
 
annual,
quarterly, and
 
current reports with respect
 
to our business and
 
results of operations. In
 
the absence of a waiver
from the ASX
 
Listing Rules, these
 
SEC periodic reports
 
will be in addition
 
to our periodic
 
filings required by
 
the
ASX Listing
 
Rules.
 
The
 
Sarbanes-Oxley
 
Act of
 
2002 requires,
 
among
 
other things,
 
that we
 
maintain
 
effective
disclosure
 
controls
 
and
 
procedures
 
and
 
internal
 
control
 
over
 
financial
 
reporting.
 
In
 
order
 
to
 
maintain
 
and,
 
if
required, improve our disclosure
 
controls and procedures and
 
internal control over financial
 
reporting to meet this
standard, significant resources and management oversight will be required. As a result, management’s attention
may be diverted from other
 
business concerns and our
 
costs and expenses will increase,
 
which could harm our
business
 
and results
 
of
 
operations,
 
all of
 
which
 
could
 
be magnified
 
during the
 
COVID-19
 
pandemic.
 
We
 
may
need
 
to
 
hire
 
more
 
employees
 
in
 
the
 
future
 
or
 
engage
 
outside
 
consultants,
 
which
 
will
 
increase
 
our
 
costs
 
and
expenses.
In addition, changing laws,
 
regulations, and standards relating to
 
corporate governance and public disclosure
 
are
creating
 
uncertainty
 
for
 
public
 
companies,
 
increasing
 
legal
 
and
 
financial
 
compliance
 
costs
 
and
 
making
 
some
activities more time consuming.
 
These laws, regulations
 
and standards are subject
 
to varying interpretations, in
many cases due to their
 
lack of specificity and,
 
as a result, their
 
application in practice may
 
evolve over time as
new
 
guidance
 
is
 
provided
 
by
 
regulatory
 
and
 
governing
 
bodies.
 
This
 
could
 
result
 
in
 
continuing
 
uncertainty
regarding compliance matters and higher costs necessitated by ongoing revisions to disclosure and governance
practices.
 
We
 
intend
 
to
 
invest
 
resources
 
to
 
comply
 
with
 
evolving
 
laws,
 
regulations
 
and
 
standards,
 
and
 
this
investment may result in increased
 
general and administrative expenses
 
and a diversion of management’s
 
time
and
 
attention
 
from
 
sales-generating
 
activities
 
to
 
compliance
 
activities.
 
If
 
our
 
efforts
 
to
 
comply
 
with
 
new
 
laws,
regulations and standards differ from the activities intended by
 
regulatory or governing bodies due to ambiguities
related
 
to
 
their
 
application
 
and
 
practice,
 
regulatory
 
authorities
 
may
 
initiate
 
legal,
 
administrative
 
or
 
other
proceedings against us and our business may be harmed.
A state
 
court located within
 
the State
 
of Delaware (or, if
 
no state court
 
located within the
 
State of
 
Delaware
has jurisdiction, the
 
federal district court
 
for the District
 
of Delaware) will
 
be, to the
 
extent permitted by
law,
 
the
 
sole
 
and
 
exclusive
 
forum
 
for
 
substantially
 
all
 
state
 
law
 
based
 
disputes
 
between
 
us
 
and
stockholders.
Our bylaws provide
 
that, unless we
 
consent in writing
 
to the selection
 
of an alternative
 
forum, a state
 
or federal
court within the State of Delaware will be the sole and
 
exclusive forum for:
 
any derivative action or proceeding brought on our behalf;
 
any action or proceeding asserting a claim of breach of
 
a fiduciary duty owed by any director or
 
officer or
other employee or
 
agent of the
 
Company to the
 
Company or the
 
Company’s stockholders or debtholders;
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
73
 
any
 
action
 
or
 
proceeding
 
asserting
 
a
 
claim
 
against
 
the
 
Company
 
or
 
any
 
director
 
or
 
officer
 
or
 
other
employee or
 
agent of
 
the Company
 
arising pursuant
 
to any
 
provision of
 
the DGCL
 
or our
 
certificate of
incorporation or bylaws; or
 
any action
 
asserting
 
a claim
 
against
 
the
 
Company
 
or
 
any
 
director
 
or
 
officer
 
or
 
other
 
employee
 
of
 
the
Company
 
governed
 
by
 
the
 
internal
 
affairs
 
doctrine
 
or
 
other
 
“internal
 
corporate
 
claims”
 
as
 
defined
 
in
Section 115 of the DGCL.
The choice of
 
forum provision may limit
 
a stockholder’s ability
 
to bring a claim
 
against us or our
 
directors, officers,
employees or
 
agents in
 
a forum
 
that it
 
finds favorable,
 
which may
 
discourage stockholders
 
from bringing
 
such
claims
 
at
 
all.
 
Alternatively,
 
if a
 
court
 
were
 
to
 
find
 
the
 
choice
 
of forum
 
provision
 
contained
 
in
 
our
 
bylaws
 
to
 
be
inapplicable or unenforceable
 
in an action,
 
we may incur
 
additional costs associated
 
with resolving such
 
action
in
 
another
 
forum,
 
which
 
could
 
materially
 
adversely
 
affect
 
our
 
business,
 
financial
 
condition
 
and
 
results
 
of
operations. However, the choice of forum provision does
 
not apply to any actions
 
arising under the Securities Act
or the Exchange Act.
The issuance of additional
 
common stock or securities
 
convertible into our
 
common stock could
 
result
in dilution of the ownership interest in us held by existing
 
stockholders.
We may
 
issue more
 
CDIs in
 
the future
 
in order
 
to fund
 
future investments, acquisitions,
 
capital raising
 
transactions
or
 
to
 
reduce
 
our
 
debt.
 
While
 
we
 
will
 
be
 
subject
 
to
 
the
 
constraints
 
of
 
the
 
ASX
 
Listing
 
Rules
 
regarding
 
the
percentage of our
 
capital that we
 
are able to
 
issue within a
 
12-month period
 
(subject to applicable
 
exceptions),
any such equity raisings may dilute the ownership of existing
 
common stockholders.
 
We are subject to general
 
market risks that are
 
inherent to companies with publicly-traded securities
 
and
the price of our securities may be volatile.
We are subject to
 
the general market risks that
 
are inherent in all
 
securities traded on a
 
securities exchange. This
may result
 
in fluctuations
 
in the
 
trading price
 
of our
 
securities that are
 
not explained
 
by our
 
fundamental operations
and activities. There is
 
no guarantee that the
 
price of our securities
 
will increase in the
 
future, even if our
 
earnings
increase.
Our securities may trade at, above or below the price paid by an investor for those securities due to a number of
factors, including, among others:
 
general market conditions, including investor sentiment;
 
movements in interest and exchange rates;
 
fluctuations in the local and global market for listed stocks;
 
actual or anticipated
 
fluctuations in
 
our interim and
 
annual results and
 
those of other
 
public companies
in our industry;
 
industry cycles and trends;
 
mergers and strategic alliances in the coal industry;
 
changes in government regulation;
 
potential or actual military conflicts or acts of terrorism;
 
changes in accounting principles;
 
announcements concerning us or our competitors;
 
changes in government policy,
 
legislation or regulation;
 
inclusion of our securities in or removal from particular market
 
indices (including S&P/ASX indices); and
 
the nature of the markets in which we operate.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
74
Other factors
 
that may
 
negatively affect
 
investor sentiment
 
and influence
 
us, specifically,
 
or the
 
stock market,
more generally, include acts
 
of terrorism, an outbreak of international hostilities, fires, floods, earthquakes,
 
labor
strikes, civil wars,
 
natural disasters, outbreaks of
 
disease, including the COVID-19
 
pandemic, or other man-made
or natural events.
Stock markets have
 
experienced extreme price
 
and volume fluctuations
 
in the past
 
that are
 
often disproportionate
or
 
unrelated
 
to
 
the
 
operating
 
performance
 
of
 
companies.
 
There
 
can
 
be
 
no
 
guarantee
 
that
 
trading
 
prices
 
and
volumes of any securities
 
will be sustained. These
 
factors may materially affect the
 
market price of our
 
securities,
regardless of our
 
operational performance. This
 
may then significantly
 
impact our ability
 
to raise new
 
equity which
may be required to fund our operations if our financial
 
performance deteriorates due to other factors.
The payment of
 
dividends and repurchases
 
of our stock
 
are dependent on
 
a number
 
of factors, and
 
future
payments and repurchases cannot be assured.
The
 
payment
 
of
 
dividends
 
in
 
respect
 
of
 
our
 
common
 
stock
 
is
 
impacted
 
by
 
several
 
factors,
 
including
 
our
profitability,
 
retained earnings,
 
capital requirements
 
and free
 
cash flow,
 
as well
 
as applicable
 
covenants under
the indenture
 
governing our
 
senior secured
 
notes and
 
covenants under
 
the ABL
 
Facility.
 
Any future
 
dividends
will be determined by
 
our Board of Directors having
 
regard to these factors,
 
among others. There is
 
no guarantee
that any dividend
 
will be paid,
 
or repurchases will
 
be made, by
 
us, or if
 
paid, paid at
 
previous levels. From
 
time
to time, our Board of Directors may also cancel previously
 
announced dividends.
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
75
ITEM 1B. UNRESOLVED
 
STAFF COMMENTS
None.
 
c561202210Kp76i0
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
76
ITEM 2.
 
PROPERTIES
 
Summary Overview of Mining Operations
Coronado owns and controls a portfolio of operating mines and development projects in Queensland, Australia, and Virginia,
West
 
Virginia
 
and
 
Pennsylvania
 
in
 
the
 
United
 
States.
 
Our
 
Australian
 
Operations
 
consist
 
of
 
the
 
100%-owned
 
Curragh
producing
 
mine
 
complex.
 
With
 
respect
 
to
 
our
 
U.S.
 
Operations,
 
Coronado
 
owns
 
a
 
100%
 
interest
 
in
 
two
 
producing
 
mine
complexes (Buchanan and Logan) and
 
a 100% interest in one
 
temporarily idled, production-stage mine complex
 
(Greenbrier)
and two
 
development properties
 
(Mon Valley
 
Minerals (formerly
 
called Pangburn-Shaner-Fallowfield)
 
and Russell
 
County).
 
Figures 1 and 2 below show the locations of our mining properties in Australia and the United States, respectively.
Figure 1: Australian Operations:
c561202210Kp77i0
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
c561202210Kp77i1
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
77
14.7
10.5
25.2
13.6
12.8
26.4
12.4
13
25.3
Australia
United States
Group
ROM production (Mt)
FY20
FY21
FY22
12.0
5.1
17.0
11.1
6.3
17.4
9.8
6.2
16.0
Australia
United States
Group
Saleable production (Mt)
FY20
FY21
FY22
Figure 2: U.S. Operations:
The below charts show run-of-mine, or ROM, production and saleable production for our Australian Operations and our U.S.
Operations for the years ended December 31, 2022, 2021 and 2020.
See the descriptions
 
of our material
 
mining properties under
 
“—Curragh,” “—Buchanan,” “—Logan”
 
and “—Mon Valley” below
for more information. Table
 
1 below contains a
 
summary of the key
 
information relative to the
 
various Coronado properties.
 
Tables
 
2 and 3 provide a summary of our coal resources and reserves, respectively, as of December 31, 2022.
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
78
Table 1.
 
Summary Coronado Properties
Property
(Property
Stage)
Mineral Rights
(1)
Permit
Status
(2)
Mine Type(s)
Coal Type
Coal Seams of
Economic
Interest
(Formation)
Processing
Plants/
Facilities
Curragh
(Production)
25,586 hectares
leased; 6,381
hectares owned
Permitted
Surface
HCC, SCC,
PCI, Thermal
Various (Rangal
Coal Measures)
CPP1 - 1100 raw
Mt per hour;
CPP2 - 1200 raw
Mt per hour; Rail
Loadout
Buchanan
(Production)
25,852 hectares
leased
(3)
; 7,725
hectares owned
1 Permit
Underground
Low-Vol
Pocahontas #3
(Pocahontas
Formation)
CPP - 1270 raw
Mt per hour; Rail
Loadout
Logan
(Production)
13,183 hectares
leased
(3)
; 69
hectares owned
24 Permits
Surface &
Underground
HVA, HVB,
Thermal
Various
(Kanawha
Formation)
CPP – 1088 raw
Mt per hour; Rail
Loadout
Mon Valley
(Development)
1,339 hectares
leased
(3)
; 40,276
hectares owned
Not
Permitted
Underground
(4)
High-Vol
Upper Freeport
(Freeport
Formation)
Future
Greenbrier
(Production -
Idled)
18,907 hectares
leased
(3)
22 Permits
Surface &
Underground
Mid-Vol, PCI,
Thermal
Pocahontas #6,
#7, #8
(Pocahontas
Formation);
Various (New
River Formation)
CPP - 544 raw Mt
per hour; Rail
Loadout
Russell County
(Development)
7,111
 
hectares
leased
(3)
; 378
hectares owned
Not
Permitted
Underground
(4)
High-Vol
Lower Castle
(Norton
Formation);
Upper Horsepen
(Middle Lee
Formation)
Future
(1)
 
We are
 
not aware of
 
any significant encumbrances or
 
defects in title
 
with respect to
 
any of our
 
mining properties.
 
Certain credit
facilities of the Company are secured by a lien on
 
substantially all of the Company’s assets, including
 
mining properties.
(2)
 
We believe we
 
have secured
 
all applicable
 
environmental licenses
 
and permits
 
under applicable
 
law and
 
have all
 
necessary permits
and licenses regarding cultural heritage, native
 
title and various other social issues to support
 
current mining operations.
(3)
 
Subject to the exercise of our renewal rights thereunder, most of the leases at our U.S. mining properties expire upon exhaustion
of the relevant reserves.
(4)
 
Proposed mine type.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
79
Table 2.
 
Summary Coal Resources Exclusive of Reserves at End of the Fiscal Year Ended December 31, 2022.
(1)
Coal Resources (In Situ, MMt)
(2)
Quality (Air-Dried Basis)
Measured
Indicated
Measured
+
Indicated
Inferred
Ash
Sulfur
Volatile
Matter
Australia
Curragh
328
184
512
142
19.5%
0.5%
18.4%
Total
 
Australia
328
184
512
142
United States
Buchanan
34
6
40
25.0%
0.7%
16.0%
Logan
45
37
82
3
24.0%
1.0%
28.0%
Mon Valley
Greenbrier
19
14
33
31.0%
1.1%
20.0%
Russell County
40
4
44
29.0%
0.7%
23.0%
Total
 
United States
138
61
199
4
Total
466
245
711
147
(1)
 
For more
 
information regarding price
 
assumptions used
 
in the
 
calculation of
 
coal resources
 
as of
 
December 31,
 
2022, see
 
the
individual property disclosures below.
(2)
 
Australian resources are estimated inclusive of 5.3%
 
in-situ moisture.
 
United States resources are estimated on a
 
dry basis.
(3)
 
Some numerical figures in the
 
above table have been subject
 
to rounding adjustments. Accordingly,
 
numerical figures shown as
totals may not equal the sum of the figures that
 
precede them.
 
Table 3.
 
Summary Coal Reserves (Marketable Sales Basis) at End of the Fiscal Year Ended December 31, 2022.
(1)
Demonstrated Coal Reserves (Wet
Tons,
Washed or Direct Shipped, MMt)
(2)
Quality (Air-Dried Basis)
Proven
Probable
Total
Ash
Sulfur
Volatile
Matter
Australia
Curragh
188
18
205
10.7%
0.4%
19.0%
Total
 
Australia
188
18
205
United States
Buchanan
88
5
93
6.0%
0.7%
19.0%
Logan
53
17
71
8.0%
0.9%
36.0%
Mon Valley
78
57
134
8.0%
1.2%
35.0%
Greenbrier
4
2
7
8.0%
1.0%
26.0%
Russell County
24
5
29
8.0%
0.9%
31.0%
Total
 
United States
247
87
334
Total
435
105
539
(1)
 
For more
 
information regarding
 
price assumptions
 
used in
 
the calculation
 
of coal
 
reserves as
 
of December
 
31, 2022,
 
see the
individual property disclosures below.
(2)
 
For more information regarding moisture assumptions used in the calculation of coal
 
reserves as of December 31, 2022, see the
individual property disclosures below.
(3)
 
Some numerical figures in the
 
above table have been subject
 
to rounding adjustments. Accordingly,
 
numerical figures shown as
totals may not equal the sum of the figures that
 
precede them.
 
Curragh
Curragh is a
 
production-stage mining
 
property that consists
 
of two active,
 
open-pit, surface mines
 
(Curragh North and
 
Curragh
Main).
 
Coal mine development at the Curragh property is presently accomplished by surface mining methods and has been
so historically
 
since the mine’s
 
inception.
 
Curragh coals are
 
widely known
 
for their low
 
ash, low to
 
mid volatile matter,
 
low
sulfur and low
 
phosphorous content. Curragh Met
 
coal products are
 
also known for their
 
consistent delivered quality,
 
which
supports a consistent offtake across a diversified market base.
 
A map of Curragh is shown in Figure 3.
c561202210Kp80i0
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
80
Figure 3.
 
Coronado Curragh Mine Complex Property Location Map.
The
 
Curragh
 
mine
 
complex
 
is
 
located
 
within
 
the
 
Bowen
 
Basin
 
coalfields,
 
approximately
 
200
 
kilometers
 
by
 
road
 
west
 
of
Rockhampton,
 
Queensland,
 
Australia,
 
and
 
approximately
 
14 kilometers
 
north
 
of
 
the
 
town
 
of
 
Blackwater,
 
Queensland,
Australia. The coordinates of CPP1, which is located within Curragh Main, are 688,561 meters
 
East, 7,400,933 meters North
in
 
the
 
AMG66
 
grid
 
system.
 
Curragh
 
owns
 
and
 
operates
 
the
 
necessary
 
CPPs
 
and
 
load-out
 
system
 
for
 
dispatches
 
via
Blackwater
 
rail
 
line
 
to
 
the
 
Port
 
of
 
Gladstone
 
or
 
the
 
Stanwell
 
Power
 
Station.
 
See
 
Item
 
1.
 
“Business—Transportation—
Australian Operations” for
 
additional information regarding the
 
rail and port services
 
available to Curragh. Curragh
 
also has
maintenance
 
facilities
 
for
 
the
 
fleet
 
of
 
mining
 
equipment,
 
as
 
well
 
as
 
office
 
buildings
 
for
 
the
 
mine
 
staff
 
and
 
personnel.
 
Established
 
sealed
 
roads
 
connect
 
the
 
mine
 
to
 
the
 
town
 
of
 
Emerald,
 
Queensland,
 
Australia,
 
to
 
the
 
west
 
and
 
the
 
Port
 
of
Gladstone to the east.
 
Third-party rail providers operate
 
the Blackwater rail line
 
and transport Curragh export
 
coal, for sale
to international customers, to the RG Tanna
 
Coal Terminal
 
or Wiggins Island Coal Export Terminal
 
at the Port of Gladstone.
 
Curragh domestic coal is loaded onto train wagons for transportation to the Stanwell Power Station for power generation.
Curragh has ready access to water,
 
electricity and personnel to support its operations.
 
SunWater Ltd. supplies water to
 
the
mine complex from the Fairbairn Dam via the Bedford Weir.
 
The mine complex also recycles water from on-site dams—i.e.,
old open-cut pits that capture rainfall and water from
 
dewatering activities.
 
Curragh has a dedicated 66-kilovolt, or kV, power
supply to support the
 
mining operations with a
 
capacity of up to
 
57-megawatt, or MW, sourced from the
 
main grid power.
 
The
substation is
 
located on
 
the southwest
 
corner of
 
ML1878 with
 
both 66kv and
 
22kv distribution
 
networks to
 
supply the
 
draglines,
shovel and CPP.
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
81
The Mineral
 
Resources Act
 
1989
 
(Qld), or
 
MRA, and
 
the Mineral
 
and Energy
 
Resources (Common
 
Provisions) Act
 
2014
(Qld), or MERCPA, together,
 
provide for the assessment, development and utilization of mineral resources in Queensland to
the maximum extent
 
practicable, consistent with sound
 
economic and land use
 
management. The MRA vests
 
ownership of
minerals, with
 
limited exceptions, in
 
the “Crown,”
 
which in
 
relation to Curragh,
 
is the
 
Queensland Government.
 
A royalty is
payable to the Queensland Government for the right to extract minerals. The MRA also creates different tenures for different
mining activities, such
 
as prospecting, exploring
 
and mining. A
 
ML is the
 
most important tenure, as
 
it permits the
 
extraction
of minerals in conjunction with other required authorities. The MRA imposes general conditions on an ML.
We control the
 
coal mining rights at
 
Curragh under 14 coal
 
and infrastructure MLs
 
and three MDLs granted
 
pursuant to the
MRA.
 
We
 
refer
 
to
 
the
 
MLs
 
and
 
MDLs
 
at
 
Curragh,
 
collectively,
 
as
 
the
 
Tenements.
 
Renewal of
 
certain
 
Tenements
 
will be
required
 
during the
 
mine
 
life of
 
Curragh and
 
the Queensland
 
government can
 
vary
 
the terms
 
and conditions
 
on
 
renewal.
There are a number
 
of existing mining and
 
petroleum tenements which overlap
 
with the Tenements. The priority, consent and
coordination requirements under the MRA, MERCPA and the Petroleum and Gas (Production and
 
Safety) Act 2004 (Qld) (as
relevant) may apply
 
with respect to
 
those overlaps.
 
Extensive statutory protocols
 
govern the relationships
 
between co-existing
mining and
 
exploration rights and
 
these protocols
 
are largely focused
 
on encouraging the
 
overlapping tenement
 
holders to
negotiate and formulate arrangements that enable the
 
co-existence of their respective interests. To date, we have negotiated
arrangements
 
in place
 
with all
 
of
 
our
 
overlapping
 
tenement holders
 
and full
 
access
 
to
 
all of
 
our
 
Tenements.
See
 
Item 1.
“Business—Regulatory Matters—Australia—Tenements”
 
for additional information regarding Curragh mining tenements.
Property control and mining rights at Curragh are entirely expressed in the MLs and MDLs mentioned in Item 1. “Business—
Regulatory
 
Matters—Australia—Tenements.”
 
An
 
overlapping
 
petroleum
 
tenure
 
exists
 
over
 
the
 
southern
 
extents
 
of
 
the
Tenements.
 
Under the Mineral
 
and Energy Resources (Common
 
Provisions) Act 2014
 
(Qld), this requires annual
 
information
exchanges, including
 
the provision and
 
maintenance of joint
 
information management
 
plans with the
 
overlapping tenement
holder.
 
Curragh is compliant with the legislation and there are no current restrictions to coal mining.
As conditions to certain
 
of the Tenements,
 
Curragh is subject to
 
royalties payable to the
 
Queensland government on a
 
new
regulated tiered structure
 
introduced 1st July
 
2022. This tiered
 
royalty payment regime is
 
dependent on the
 
received AUD/t
revenue received from the coal sales, and varies from 7% for up to A$100/t sales, up to 40% payable for
 
sales over A$300/t.
These royalties are
 
in addition to
 
the Stanwell rebate,
 
as described in
 
Item 1. “Business—Customers—Stanwell.” Additionally,
if MDL
 
162 advances
 
from development
 
to production,
 
we would
 
be required
 
to pay
 
under
 
a private
 
royalty deed
 
a base
royalty of A$0.50 per Mt of coal and a royalty of A$0.70 for every Mt of SCC produced above 2.5 MMt per year.
A joint
 
venture
 
between
 
Arco Australia
 
Ltd., Australian
 
Consolidated Industries
 
Ltd.,
 
R.W.
 
Miller
 
& Co.
 
and Mitsui
 
& Co.
(Australia) first began development on certain of the Tenements in 1983.
 
Later, Arco Australia Ltd. bought out the other joint
venturers and, in 2000, sold the Property to Wesfarmers Ltd. In 2014,
 
Wesfarmers acquired MDL 162 from Peabody Budjero
Pty
 
Ltd.
 
Coronado
 
acquired
 
all
 
the
 
Tenements
 
from
 
Wesfarmers
 
Ltd.
 
in
 
March
 
2018.
 
Production
 
history
 
has
 
been
approximately 12.0 MMt in 2020, 11.1 MMt in 2021 and 9.8 MMt in 2022.
Beginning in the 1960’s, various tenement holders began
 
prospecting and exploratory drilling at Curragh. We currently have
an
 
active,
 
ongoing exploration
 
program
 
at
 
Curragh that
 
allows us
 
to update
 
and
 
refine the
 
geological
 
model ahead
 
of pit
development.
 
Coal
 
mine
 
development
 
at
 
the
 
Curragh
 
property
 
is
 
presently
 
accomplished
 
by
 
surface
 
mining
 
methods
 
and
 
has been
 
so
historically since
 
the mine’s inception.
 
The mine
 
characteristics and output
 
levels allow
 
it to
 
be ranked
 
as a
 
large coal
 
operation
when compared to domestic producers in Australia and worldwide.
 
Curragh operates four large electric draglines, one large
electric shovel
 
and a fleet
 
of smaller contractor
 
excavators.
 
Contractors are employed
 
for the
 
pre strip, post
 
strip and coal
mining activities. Contract highwall mining operations has commenced at Curragh North during the 2022 calendar year.
Curragh
 
has
 
two
 
coal
 
preparation
 
plants
 
CPP1
 
and
 
CPP2.
 
CPP1
 
is
 
the
 
oldest
 
of
 
the
 
two
 
processing
 
plants
 
and
 
has
 
a
documented nameplate
 
capacity of
 
1100
 
tph (as
 
received).
 
CPP2 has
 
a documented
 
nameplate capacity
 
of 1200
 
tph (as
received) with a capability of up to 1350 tph when processing selected
 
feed types.
 
Curragh has a loadout facility for loading
coal onto railcars, which is connected to the main Blackwater rail link.
Generally, the mining equipment and
 
facilities at Curragh
 
are in good
 
operating condition. We
 
focus on the
 
long-term potential
of
 
the
 
mine
 
complex
 
and
 
regularly
 
monitor
 
developments
 
in
 
the
 
mining
 
industry
 
for
 
technology
 
improvements
 
and
 
new
equipment
 
that
 
could
 
help
 
us
 
increase
 
efficiency
 
and
 
lower
 
our
 
costs.
 
Curragh’s
 
oldest
 
mining
 
equipment,
 
including
 
two
draglines, began operations in 1983. All of the
 
draglines have additional boom (stress) monitoring systems, which
 
allow us to
increase their
 
total suspended
 
load capacities,
 
and still
 
achieve over
 
90% mechanical
 
availability.
 
Prior to
 
our taking
 
over
mining operations, Wesfarmers Ltd. made improvements to the processing facilities at Curragh, including the commissioning
of the
 
second CPP
 
in 2012
 
and replacing
 
the raw
 
coal crushing
 
system at
 
Curragh Main
 
with an
 
updated circuit
 
in 2016.
Wesfarmers
 
Ltd. also
 
started a
 
corrosion and
 
structural
 
repair program
 
over ten
 
years ago
 
that we
 
have
 
continued since
acquiring the
 
mine complex.
 
This program
 
helps us
 
ensure that
 
the assets
 
are available
 
well into
 
the future.
 
From time
 
to
time,
 
we
 
also
 
update
 
and
 
improve
 
other
 
equipment
 
and
 
facilities
 
to
 
maintain
 
their
 
usefulness
 
and
 
optimize
 
our
competitiveness. As of
 
December 31, 2022,
 
the book value of
 
Curragh and its
 
associated plant and equipment
 
was $761.8
million.
We are not
 
aware of
 
any significant encumbrances
 
or defects
 
in title with
 
respect to
 
the Property.
 
We believe we
 
have secured
all applicable environmental
 
licenses and permits
 
under both
 
Queensland and Australian
 
Commonwealth legislation and
 
have
all
 
permits
 
and
 
licenses
 
regarding
 
cultural
 
heritage,
 
native
 
title
 
and
 
various
 
other
 
social
 
issues.
 
See
 
Item
 
1.
 
“Business—
Regulatory Matters—Australia” for a discussion of the permitting conditions applicable to Curragh.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
82
Summaries
 
of Curragh’s
 
coal resources
 
and reserves
 
as of
 
December 31,
 
2022
 
and 2021
 
are shown
 
in Tables
 
4 and
 
5,
respectively.
Table 4.
 
Curragh – Summary
 
of Coal Resources
 
Exclusive of Reserves
 
at the End
 
of the Fiscal
 
Year Ended December
31, 2022 and 2021.
(1)
Coal Resources
(Wet Tons, In Situ, MMt)
(2)(3)(4)
Quality (Air-Dried Basis)
Measured
Indicated
Measured
+
Indicated
Inferred
Ash
Sulfur
Volatile
Matter
December 31, 2022
328
184
512
142
19.5%
0.50%
18.4%
December 31, 2021
328
184
512
142
19.5%
0.50%
18.4%
(1)
 
Curragh splits the resource into
 
areas that are above and
 
below a 15:1 open cut
 
stripping ratio and considers
 
the lower ratio areas
as
 
suitable for
 
open cut
 
mining at
 
the
 
higher ratio
 
areas as
 
suitable for
 
underground mining.
 
The
 
average sales
 
price for
 
the
underground resources was estimated to be $147 per Mt (FOB).
 
Pricing for resources is described in Section 11.5 of the Curragh
TRS.
(2)
 
There are
 
resources suitable
 
for open
 
cut mining
 
outside of
 
reserves. Pricing
 
for resources
 
is described
 
in Section
 
11.5
 
of the
Curragh TRS.
 
Based on assumed long-term average sales price of $143 per Mt (FOB) representing the long-term average price
forecast for Curragh based on independent price
 
forecasts.
(3)
 
Table 1-1 of the Curragh TRS provides a summary of Curragh resource tons inclusive of
 
reserve tons as of December 31, 2021.
(4)
 
Reported on a 5.3% in-situ moisture basis.
 
(5)
 
Some numerical figures in the
 
above table have been subject
 
to rounding adjustments. Accordingly,
 
numerical figures shown as
totals may not equal the sum of the figures that
 
precede them.
Table
 
5.
 
Curragh
 
 
Summary
 
of
 
Coal
 
Reserves
 
(Marketable
 
Sales
 
Basis)
 
at
 
the
 
End
 
of
 
the
 
Fiscal
 
Year
 
Ended
December 31, 2022 and 2021.
(1)
Demonstrated Coal Reserves (Wet
Tons, Washed
or Direct Shipped, MMt)
(2)
Quality (Air-Dried Basis)
Proven
Probable
Total
Ash
Sulfur
Volatile
Matter
December 31, 2022
188
18
205
10.7%
0.4%
19.0%
December 31, 2021
198
18
215
10.7%
0.4%
19.0%
(1)
 
Based on pricing data as provided by
 
Coronado described in Section 16 of the
 
Curragh TRS. The pricing data assumes average
realized price of $141 per Mt sold over the LOM.
(2)
 
Reported on an 11.0% moisture basis.
(3)
 
Some numerical figures in the
 
above table have been subject
 
to rounding adjustments. Accordingly,
 
numerical figures shown as
totals may not equal the sum of the figures that
 
precede them.
From December 31, 2021 to
 
December 31, 2022, total reserves decreased
 
by approximately 5%, from approximately 215.0
MMt to approximately 205.0 MMt. The decrease in total reserves is attributable to mining depletion.
Barry Lay,
 
BSc Geology (Hons); MAusIMM of
 
Resology Pty Ltd, and
 
Paul Wood, B. Eng.;
 
MAusIMM(CP), who is employed
full-time as
 
the Senior Life
 
of Mine Planner
 
of our
 
subsidiary,
 
Coronado Curragh, whom
 
we refer
 
to as the
 
Australian QPs,
prepared the estimates
 
of coal
 
resources and reserves
 
summarized in Tables 4 and
 
5.
 
A copy of
 
the Australian
 
QPs’ technical
report summary,
 
or
 
TRS, with
 
respect
 
to Curragh,
 
dated
 
February 21,
 
2022, or
 
the Curragh
 
TRS, is
 
filed
 
as Exhibit
 
96.1
hereto. Neither Mr. Barry Lay nor Resology Pty Ltd is affiliated with Coronado.
 
The
 
Australian
 
QPs prepared
 
the
 
estimates
 
of
 
coal
 
resources
 
and
 
reserves
 
using
 
drilling
 
data
 
available
 
from
 
exploration
activities at Curragh conducted by numerous entities over time.
 
Most of this information was obtained prior to
 
our acquisition
of the Property,
 
using varying drilling
 
and core-logging techniques,
 
survey methods and
 
testing procedures.
 
As a result,
 
in
verifying
 
the
 
data,
 
the
 
Australian
 
QPs
 
made
 
certain
 
assumptions
 
about
 
the
 
adequacy
 
of
 
the
 
processes
 
performed
 
and
comparability of the data based on their professional experience and familiarity with Curragh.
Per Section
 
12.1 of the
 
Curragh TRS, coal
 
reserves were classified
 
as proven
 
or probable considering
 
“modifying factors,”
including mining, metallurgical, economic, marketing, legal, environmental, social and governmental factors.
 
Section 22.2 of
the Curragh
 
TRS includes
 
a risk
 
assessment of
 
the key
 
modifying factors
 
that could
 
potentially impact
 
the operations
 
and
therefore the estimate of coal reserves and resources.
c561202210Kp83i0
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
83
As
 
summarized
 
in
 
Section
 
7.1
 
of
 
the
 
Curragh
 
TRS,
 
the
 
concentration
 
of
 
exploration
 
drill
 
holes
 
varies
 
slightly
 
across
 
the
Property.
 
The location of
 
the drilling is
 
shown on the
 
maps included in
 
Section 7.
 
Points of observation
 
include exploration
drill holes and mine measurements, which
 
have been fully vetted and processed
 
into a geologic model. The geologic model
is based on seam depositional
 
modelling, the interrelationship of overlying
 
and underlying strata on seam
 
mineability, seam
thickness trends,
 
the impact
 
of seam
 
structure (i.e.,
 
faulting), intra-seam
 
characteristics, etc.
 
Section 11.6
 
of the
 
Curragh
TRS summarizes the drill hole spacings and accuracy associated with each resource category.
Coal quality is instrumental in
 
determining the viability of a
 
coal deposit. As per Table
 
11-1 of
 
the Curragh TRS, coal quality
conforms to international standards. These quality attributes aided in converting in-place tons to demonstrated coal reserves
(recoverable washed tons). Pricing data as provided by Coronado
 
is described in Table 16-1 of the Curragh TRS.
 
These are
weighted-average values across the LOM schedule.
Regarding
 
production
 
rates
 
as
 
described
 
in
 
Section 13
 
of
 
the
 
Curragh
 
TRS,
 
the
 
mine
 
plan
 
and
 
productivity
 
expectations
consider
 
historical
 
performance
 
and
 
efforts
 
have
 
been
 
made
 
to
 
adjust
 
the
 
plan
 
to
 
reflect
 
current
 
technology
 
and
 
future
conditions.
 
Mine
 
development and
 
operation
 
have
 
not been
 
optimized within
 
the Curragh
 
TRS.
 
Additional mine-specific
factors can be found in Section 13 of the Curragh TRS.
Buchanan
Buchanan is
 
a production-stage
 
mining property,
 
consisting of
 
one active
 
underground mine
 
and supporting
 
infrastructure
that produces
 
Low-Vol
 
Met coal
 
using the
 
longwall mining
 
method.
 
The mine
 
complex is
 
located in
 
Buchanan County
 
in
southwest Virginia.
 
A map of Buchanan is shown in Figure 4.
Figure 4.
 
Coronado Buchanan Mine Complex Property Location Map.
The
 
Buchanan
 
mine
 
complex
 
is
 
located
 
approximately 6.4
 
kilometers
 
southeast
 
of
 
Oakwood,
 
Virginia,
 
and
 
16
 
kilometers
southeast
 
of
 
Grundy,
 
Virginia.
 
The
 
coordinates
 
of
 
the
 
Buchanan
 
CPP
 
are
 
latitude
 
37°
 
09'
 
40"
 
and
 
longitude
 
81°
 
59'
 
13"
(Easting
 
984,100’,
 
Northing 320,100’
 
 
in the
 
VA
 
State Plane
 
South
 
NAD 27
 
grid system).
 
The
 
nearest major
 
population
centers
 
are
 
Roanoke,
 
Virginia,
 
and
 
Lexington,
 
Kentucky,
 
which
 
are
 
about
 
153
 
kilometers
 
northeast
 
and
 
290
 
kilometers
northwest of
 
the property,
 
respectively.
 
From U.S.
 
Route 460,
 
which runs
 
through Oakwood,
 
a well-developed
 
network of
improved and
 
unimproved roads
 
provides access
 
to the
 
property.
 
The surface
 
facilities at
 
Buchanan are
 
located along
 
a
Norfolk Southern
 
rail line,
 
which serves
 
as the
 
primary means
 
of transport
 
for produced
 
coal.
 
Norfolk Southern
 
transports
coal from
 
the Buchanan
 
mine complex
 
either to
 
domestic customers
 
or to
 
Lamberts Point
 
Coal Terminal
 
Pier 6
 
in Norfolk,
Virginia, for overseas shipment.
Buchanan has ready access
 
to water,
 
electricity and personnel to
 
support its operations.
 
The mine complex
 
sources water
from streams
 
that flow
 
over Company-owned
 
property.
 
The mine
 
also utilizes
 
ground water
 
from an
 
old abandoned
 
mine.
 
Electricity
 
is
 
sourced
 
from
 
American
 
Electric
 
Power.
 
Personnel
 
have
 
historically
 
been
 
sourced
 
from
 
the
 
surrounding
communities in
 
Buchanan, Tazewell,
 
McDowell and
 
Pike Counties and
 
have proven
 
to be adequate
 
in numbers to
 
operate
the mine complex.
 
As mining is common in the surrounding areas,
 
the workforce is generally familiar with mining
 
practices,
and many are experienced miners.
 
The property mineral rights
 
are composed of approximately 33,577
 
total hectares, of which 25,852
 
are leased or subleased
from private landholders under
 
approximately 150 individual coal
 
lease tracts, and
 
7,725 hectares are owned
 
by Coronado.
 
Subject to
 
Coronado’s exercising
 
its renewal
 
rights thereunder,
 
all the
 
leases expire
 
upon exhaustion
 
of the
 
relevant coal
reserves, which is expected to occur in 2044.
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
84
Under the
 
terms of the
 
relevant leases, we
 
are required
 
to pay
 
royalties ranging
 
from 4% to
 
6% of
 
the selling
 
price of coal
mined from the
 
corresponding leasehold and,
 
for the majority,
 
an annual minimum
 
royalty, irrespective
 
of production.
 
Coal
produced
 
at
 
Buchanan,
 
however,
 
is
 
not
 
subject
 
to
 
“wheelage
 
fees”
 
(i.e.,
 
fees
 
payable
 
on
 
coal
 
mined
 
and
 
removed
 
from
properties other than the particular leasehold and hauled across the leasehold premises).
The
 
property
 
was
 
formerly
 
controlled
 
by
 
Consolidation
 
Coal
 
Company,
 
or
 
CONSOL.
 
Mine
 
development
 
was
 
started
 
by
CONSOL in 1983 and
 
longwall production began in
 
1987.
 
Coronado acquired the Buchanan Mine
 
from CONSOL in March
2016.
 
Production history has been approximately 3.4 MMt in 2020, 4.4 MMt in 2021 and 3.9 MMt in 2022.
Our right to
 
commercially mine and
 
recover coal reserves
 
at Buchanan overlaps
 
with the right
 
of an affiliate
 
of CNX Resources
Corporation, which we refer to as the Gas Party, to commercially recover and develop coal gas interests from the mine area.
 
The
 
Gas
 
Party
 
and
 
we
 
have
 
entered
 
into
 
certain
 
agreements
 
to
 
regulate
 
the
 
interaction
 
between,
 
and
 
coordinate,
 
our
respective operations.
 
In general,
 
the combination
 
of these
 
overlapping interests
 
allows for
 
mutual benefits
 
to the
 
parties,
namely,
 
the degassing of our
 
coal mining operations
 
in the mine,
 
which helps assure the
 
safety of mine personnel,
 
and the
Gas Party’s
 
commercial capture and
 
sale of the
 
coal gas.
 
In addition, the
 
Gas Party’s drilling
 
activities have contributed
 
to
exploration efforts with respect to coal
 
deposits at Buchanan.
 
As the only natural gas supplier
 
in the area, we purchase our
requirements of natural gas for the operation of our thermal dryer at Buchanan from the Gas Party.
 
Before Coronado
 
took over
 
mining operations
 
at Buchanan,
 
CONSOL Energy
 
had conducted
 
extensive exploration
 
of the
property.
 
We have
 
continued exploration
 
at the
 
property through
 
a program
 
of core
 
drilling to
 
confirm reserves,
 
establish
additional resources and assess the geotechnical viability of mining.
 
Buchanan produces
 
primarily a
 
Low-Vol
 
HCC, but
 
it also
 
produces a
 
premium Low-Vol
 
PCI product.
 
The Buchanan
 
mine
extracts coal from the Pocahontas #3 seam of the Pennsylvanian-age Pocahontas Formation, which is the principal minable
coal seam of that formation.
 
The seam is situated
 
below drainage throughout the
 
Property and is accessed
 
by vertical shafts.
 
The seam thickness averages 1.58 meters within the mining area.
 
The Buchanan mine extracts coal using a single longwall system supported by six continuous miner sections, which develop
main
 
entries
 
and
 
gate
 
roads
 
in
 
preparation
 
for
 
the
 
longwall.
 
Each
 
continuous
 
miner
 
section
 
is
 
equipped
 
with
 
one
 
or
 
two
continuous miners, two
 
roof bolters and two
 
or three coal
 
haulage units.
 
After extraction, a
 
series of conveyor
 
belts deliver
raw coal
 
to an
 
underground storage
 
bunker.
 
The Buchanan
 
mine complex
 
uses a
 
skip hoist
 
system to
 
lift raw
 
coal to
 
the
surface.
 
Buchanan has
 
a CPP
 
that processes
 
raw coal
 
at a
 
rate of
 
approximately 1,270
 
raw tph,
 
as well
 
as the
 
other necessary
support infrastructure, including loadout and portal facilities.
Generally,
 
the mining
 
equipment
 
and
 
facilities
 
at
 
Buchanan
 
are
 
in
 
good
 
operating
 
condition.
 
We
 
focus
 
on
 
the
 
long-term
potential of the
 
mine complex and
 
regularly monitor developments
 
in the mining
 
industry for technology
 
improvements and
new equipment that could
 
help us increase efficiency
 
and lower our costs.
 
Since acquiring the Buchanan
 
operations, we have
implemented improvements at
 
the CPP,
 
which have resulted
 
in increased capacity.
 
From time to
 
time, we also
 
update and
improve other equipment
 
and facilities to
 
maintain their usefulness
 
and optimize our
 
competitiveness. For example,
 
we rebuild
our longwall shear, drives
 
and cycling shields
 
after every panel.
 
We have also
 
entered into life
 
cycle management agreements
for
 
our
 
continuous
 
miner
 
equipment,
 
installed
 
programmable
 
logic
 
controller,
 
or
 
PLC,
 
controls
 
on
 
the
 
skip
 
hoist
 
system,
upgraded our
 
belt drives
 
for increased
 
horsepower, deployed
 
state-of-the-art Fletcher
 
roof bolters
 
on our continuous
 
miner
sections
 
and
 
switched
 
to
 
PLC
 
control
 
systems
 
and
 
variable
 
frequency
 
drive,
 
or
 
VFD,
 
starters
 
on
 
our
 
belt
 
drives.
 
As
 
of
December 31, 2022, the book value of Buchanan and its associated plant and equipment was $387.6 million.
We are not aware of any significant
 
encumbrances or defects in title
 
with respect to the Property.
 
Additionally, we believe we
have obtained
 
all requisite
 
mining and
 
discharge permits
 
to conduct
 
our operations
 
at Buchanan
 
and expect
 
to be
 
able to
obtain all
 
required permits
 
in the
 
future. The
 
Buchanan mine
 
complex holds
 
one state
 
permit, with
 
the associated
 
NPDES
permit.
 
Buchanan is subject to a federal black lung excise tax of $1.21 per ton for underground mining and a federal reclamation tax
of $0.13
 
per ton for
 
underground mining.
 
However, the
 
federal black lung
 
excise tax
 
applies only with
 
respect to coal
 
sold
domestically.
 
Additionally, Buchanan is subject to a Virginia reclamation tax of $0.05 per ton (which amount is contributed to
a state-funded bond pool) and a Virginia severance tax of 2% for all coal sold. See Item 1. “Business—Regulatory Matters—
United States” for a discussion of the permitting conditions applicable to Buchanan.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
85
Summaries of
 
Buchanan’s coal
 
resources and
 
reserves as
 
of December
 
31, 2022
 
and 2021
 
are shown in
 
Tables
 
6 and
 
7,
respectively.
Table
 
6.
 
Buchanan
 
 
Summary
 
of
 
Coal
 
Resources
 
Exclusive
 
of
 
Reserves
 
at
 
the
 
End
 
of
 
the
 
Fiscal
 
Year
 
Ended
December 31, 2022 and 2021.
(1)
Coal Resources (Dry Tons, In Situ, MMt)
(2)(3)
Quality (Air-Dried Basis)
Measured
Indicated
Measured
+
Indicated
Inferred
Ash
Sulfur
Volatile
Matter
December 31, 2022
34
6
40
25.0%
0.7%
16.0%
December 31, 2021
11
4
15
25.0%
0.7%
16.0%
(1)
 
Pricing for resources is described in
 
Section 11.3.1 of the Buchanan TRS.
 
Based on assumed long-term average price
 
of $94 per
Mt (FOB loadout) for
 
Buchanan resources as
 
of December 31, 2021
 
and $110 per Mt (FOB loadout)for
 
resources at December 31,
2022,
 
representing the long-term average price forecast
 
for Buchanan based on independent price forecasts.
(2)
 
Exclusive of reserve
 
tons.
 
Table
 
1-1 of the
 
Buchanan TRS provides
 
a summary of
 
Buchanan resource tons
 
inclusive of reserve
tons as of December 31, 2022.
(3)
 
Reported on a dry basis.
 
Surface moisture and inherent moisture are excluded.
(4)
 
Some numerical figures in the
 
above table have been subject
 
to rounding adjustments. Accordingly,
 
numerical figures shown as
totals may not equal the sum of the figures that
 
precede them.
Table
 
7.
 
Buchanan
 
 
Summary
 
of
 
Coal
 
Reserves
 
(Marketable
 
Sales
 
Basis)
 
at
 
the
 
End
 
of
 
the
 
Fiscal
 
Year
 
Ended
December 31, 2022 and 2021.
(1)
Demonstrated Coal Reserves (Wet
Tons, Washed
or Direct Shipped, MMt)
(2)
Quality (Air-Dried Basis)
Proven
Probable
Total
Ash
Sulfur
Volatile
Matter
December 31, 2022
88
5
93
6.0%
0.7%
19.0%
December 31, 2021
87
11
98
6.0%
0.7%
19.0%
(1)
 
Pricing data as provided
 
by Coronado is described
 
in Section 16.2 of
 
the Buchanan TRS.
 
For Buchanan reserves as
 
of December
31, 2021, the pricing data assumes a weighted average domestic and
 
international FOB-mine price of approximately $197 per Mt
for calendar
 
year 2022;
 
the weighted
 
average price
 
decreases to
 
approximately $118
 
to
 
$126
 
per Mt
 
through year
 
2026 and
averages approximately $152 per Mt over
 
the LOM.
 
For Buchanan reserves as of December
 
31, 2022, the pricing
 
data assumes
a weighted average
 
domestic and international
 
FOB-mine price of
 
approximately $179 per
 
Mt for calendar
 
year 2023; the weighted
average price decreases to approximately $132 to $143 per Mt through year 2027 and averages approximately $153 per Mt over
the LOM.
(2)
 
Reported on a 6.0% moisture basis.
(3)
 
Some numerical figures in the
 
above table have been subject
 
to rounding adjustments. Accordingly,
 
numerical figures shown as
totals may not equal the sum of the figures that
 
precede them.
From December
 
31, 2021
 
to December
 
31, 2022,
 
total reserves decreased
 
by approximately
 
5%, from approximately
 
98.0
MMt to approximately 93.0 MMt.
 
This net reduction of 5.0 MMt of total reserves was attributable
 
to a combination of updates
to the mine plan along with one year of mining depletion. A TRS with respect to Buchanan, updating the TRS with respect to
Buchanan
 
filed
 
with
 
Coronado’s
 
Annual
 
Report
 
on
 
Form
 
10-K
 
for
 
the
 
year
 
ended
 
December
 
31,
 
2021,
 
was
 
prepared
 
in
February
 
2023
 
due
 
to
 
material
 
differences
 
in
 
the
 
key
 
financial
 
modifying
 
factors,
 
including coal
 
sales
 
price
 
assumptions,
operating costs and capital costs from
 
December 31, 2021 to December 31,
 
2022. Coal sales price assumptions underlying
the reserve
 
estimates are
 
discussed in
 
Sections 12
 
and 16
 
of the
 
Buchanan TRS,
 
while operating
 
costs and
 
capital costs
assumptions underlying the reserve
 
estimates are discussed in
 
Sections 18 and 19
 
of the Buchanan TRS.
 
The differences
in the
 
key financial
 
modifying factors
 
did not
 
have a
 
material impact
 
on the
 
reserve estimates
 
from December
 
31, 2021
 
to
December
 
31,
 
2022.
 
From
 
December
 
31,
 
2021
 
to
 
December
 
31,
 
2022,
 
measured
 
and
 
indicated
 
resources
 
increased
significantly,
 
by approximately 167%,
 
due to
 
evaluation of
 
additional gas
 
well data in
 
the North where
 
none had
 
previously
been analyzed.
 
Updated financial
 
inputs, including
 
coal sales
 
price assumptions
 
and operating
 
and capital
 
costs used
 
in
estimating the resources exclusive of reserves, as discussed in
 
Section 11.3.1 of the Buchanan TRS, did not have a material
impact on
 
the measured
 
and indicated
 
resource estimates
 
as of
 
December 31,
 
2022, as
 
compared to
 
the measured
 
and
indicated resource estimates as of
 
December 31, 2021. Net increase resulted
 
in an additional 25 MMt of
 
in-place resources
in the North.
Marshall Miller & Associates, Inc., a third-party firm comprising mining experts,
 
whom we refer to as the U.S. QPs, prepared
the estimates of
 
coal resources and
 
reserves as of December
 
31, 2022 summarized
 
in Tables
 
6 and 7.
 
A copy of the
 
U.S.
QPs’ TRS
 
with respect to
 
Buchanan, dated
 
as of
 
February 15, 2023,
 
or the
 
Buchanan TRS,
 
is filed
 
as Exhibit 96.2
 
hereto.
The U.S. QPs are not affiliated with Coronado.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
86
The
 
U.S.
 
QPs
 
prepared
 
the
 
estimates
 
of
 
coal
 
resources
 
and
 
reserves
 
using
 
core
 
drilling
 
data
 
available
 
from
 
exploration
activities at
 
Buchanan conducted
 
by numerous
 
entities over
 
time.
 
Most of
 
this information
 
was obtained
 
prior to
 
our acquisition
of the
 
property,
 
using varying drilling
 
and core-logging
 
techniques, survey methods
 
and testing procedures.
 
As a result,
 
in
verifying the data,
 
the U.S. QPs
 
made certain assumptions
 
about the adequacy
 
of the processes
 
performed and comparability
of the data based on their professional experience and familiarity with Buchanan.
Per Section 12.1 of the Buchanan TRS, coal reserves were classified as proven or probable considering “modifying factors,”
including mining, metallurgical, economic, marketing, legal, environmental, social and governmental factors.
 
Section 22.2 of
the Buchanan TRS includes
 
a risk assessment of the
 
key modifying factors that could
 
potentially impact the operations
 
and
therefore the estimate of coal reserves and resources.
As summarized
 
in Section
 
7.1 in
 
the Buchanan
 
TRS, the
 
U.S. QPs
 
utilized 4,589
 
available core,
 
rotary,
 
channel samples,
mine
 
measurements
 
and
 
coalbed
 
methane
 
wells
 
on
 
and
 
around
 
the
 
Buchanan
 
property.
 
Points
 
of
 
observation
 
include
exploration drill
 
holes, degas
 
holes, and
 
mine measurements,
 
which have
 
been fully
 
vetted and
 
processed into
 
a geologic
model.
 
The geologic model is based on seam depositional modeling, the interrelationship of
 
overlying and underlying strata
on seam mineability, seam thickness trends, the impact of seam structure (i.e., faulting), intra-seam characteristics, etc.
 
The
U.S. QPs completed a geostatistical analysis on drill holes within the reserve boundaries to determine the applicability of the
common United States classification system for
 
measured and indicated coal resources.
 
Historically,
 
the United States has
assumed that coal within 0.4
 
kilometers of a point of
 
observation represents a measured resource,
 
whereas coal between 0.4
kilometers and
 
1.2 kilometers
 
from a
 
point of
 
observation is
 
classified as
 
indicated.
 
Inferred resources
 
are commonly
 
assumed
to be located between 1.2
 
kilometers and 4.8 kilometers from
 
a point of observation. The
 
U.S. QPs performed a geostatistical
analysis of the Buchanan data set using
 
the Drill Hole Spacing Analysis, or DHSA,
 
method. DHSA prescribes that measured,
indicated
 
and
 
inferred
 
drill
 
hole
 
spacings
 
be
 
determined
 
at
 
the
 
10%,
 
20%,
 
and
 
50%
 
levels
 
of
 
relative
 
error,
 
respectively.
Comparing the results of
 
the DHSA to
 
the historical standards,
 
it is evident that
 
the historical standards
 
are more conservative
than
 
even
 
the
 
most
 
conservative
 
DHSA
 
model
 
with
 
regards to
 
determining
 
measured
 
resources.
 
The
 
Exponential
 
model
included in the DHSA
 
recommends using a radius
 
of 0.67 kilometers
 
for measured resources
 
compared to the historical
 
value
of
 
0.4
 
kilometers.
 
With
 
respect
 
to
 
indicated
 
resources
 
the
 
DHSA
 
falls
 
in
 
line
 
closely
 
with
 
the
 
historical
 
standards.
 
The
Exponential and Spherical models of the DHSA recommend using a radius of 1.08 kilometers from a point of observation for
indicated resources, while
 
the Gaussian model included
 
in the DHSA
 
recommends a radius
 
of 1.10 kilometers
 
from a point
of observation for indicated resources. These values line up closely with the historical radius of 1.2 kilometers. These results
have led
 
the U.S.
 
QPs to
 
report the
 
data following
 
the historical
 
classification standards,
 
rather than
 
use the
 
results of
 
the
DHSA.
Coal quality is instrumental
 
in determining the viability
 
of a coal deposit.
 
Per Section 8.2 of
 
the Buchanan TRS,
 
coal quality
conforms to the American Society
 
for Testing and Materials, or ASTM, standards. These quality
 
attributes aided in converting
dry, in-place tons to demonstrated coal reserves (recoverable washed tons).
 
The reserve and resource criteria are
 
presented
in
 
Table
 
11-1
 
of
 
the
 
Buchanan
 
TRS,
 
including
 
assumptions
 
related
 
to
 
seam
 
density,
 
minimum
 
cut-off
 
thickness,
 
and
recoveries.
 
Regarding production rates as described in
 
Section 13.2 of the Buchanan TRS,
 
the mine plan and productivity expectations
reflect historical performance and
 
efforts have been
 
made to adjust the
 
plan to reflect
 
future conditions.
 
Mine development
and operation have not been optimized within the Buchanan TRS.
Logan
Coronado’s Logan property is
 
currently in the production stage.
 
Logan consists of four
 
active underground mines (North
 
Fork
Winifrede,
 
Lower War
 
Eagle, Eagle
 
No. 1
 
and Muddy
 
Bridge) and
 
supporting infrastructure
 
that produce
 
High-Volatile
 
Met
coal using
 
the room
 
and pillar
 
mining method
 
and one
 
active surface
 
mine (Toney
 
Fork) and
 
supporting infrastructure
 
that
produce both Met and thermal coal using the contour and highwall mining methods. The
 
Logan complex life plan includes 12
proposed mines,
 
consisting of
 
nine underground
 
mines and
 
three surface
 
mines. The
 
property is
 
located in
 
Boone, Logan
and Wyoming Counties in southern West Virginia.
 
The surface facilities are located in Logan County,
 
West Virginia.
 
A map
of Logan is shown in Figure 5.
c561202210Kp87i0
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
87
Figure 5.
 
Coronado Logan Mine Complex Property Location Map.
The Logan mine complex
 
encompasses the towns of
 
Lorado and Pardee in
 
Logan County,
 
West Virginia, and
 
Cyclone and
Lacoma in Wyoming County, West
 
Virginia. The coordinates of the Saunders CPP are latitude 37° 47' 58" and longitude 81°
40'
 
01"
 
(Easting
 
1,806,880’,
 
Northing
 
291,517’
 
 
in
 
the
 
WV
 
State
 
Plane
 
South
 
NAD
 
27
 
grid
 
system).
 
The
 
nearest
 
major
population centers are
 
Huntington, West Virginia,
 
and Charleston, West
 
Virginia, which are
 
about 145 kilometers northwest
and 129
 
kilometers northeast
 
of the
 
property,
 
respectively.
 
From U.S.
 
Route 119,
 
which runs
 
through Mingo,
 
Logan and
Boone Counties to the north, a
 
well-developed network of improved and unimproved
 
roads provides access to the property,
including
 
Route
 
16
 
and
 
Route
 
10,
 
which
 
run
 
east-west
 
across
 
the
 
property
 
in
 
Logan
 
County
 
and
 
Wyoming
 
County,
respectively.
 
The Logan surface facilities
 
are located approximately 21
 
kilometers northeast of Man,
 
West Virginia, along a
CSX Corporation, or CSX, rail line,
 
which serves as the primary means
 
of transport for produced coal.
 
CSX transports coal
from Logan
 
either to
 
domestic customers
 
or to
 
the Kinder
 
Morgan Pier
 
IX and
 
Dominion Terminals
 
in Norfolk,
 
Virginia, for
overseas shipment.
Logan has
 
ready access to
 
water, electricity
 
and personnel to
 
support its operations.
 
Buffalo Creek
 
Public Service
 
District
supplies water
 
and American
 
Electric Power
 
supplies electricity
 
to the
 
mine complex.
 
Mine personnel
 
generally live
 
in the
surrounding communities of Logan, Boone, Wyoming and Mingo Counties in West Virginia.
 
The property mineral
 
rights are
 
composed of 13,183
 
total hectares, 13,114 of
 
which are leased
 
from private landholders
 
under
approximately 15
 
individual leases,
 
and 69
 
hectares are
 
owned by
 
Coronado.
 
Subject to
 
Coronado exercising
 
its renewal
rights thereunder, a majority of the leases, covering a majority of the Logan reserves, expire upon exhaustion of the relevant
coal
 
reserves,
 
which
 
is
 
expected
 
to
 
occur
 
in
 
2056.
 
One
 
lease expires
 
in
 
2032;
 
however,
 
Coronado
 
is
 
projected
 
to
 
have
previously exhausted the reserves covered thereby.
Under the
 
terms of
 
the leases,
 
we are
 
required to
 
pay royalties
 
ranging from
 
3.0% to
 
9.0% of
 
revenue from
 
sales of
 
coal
produced depending on mining
 
method. Certain of the
 
leases also provide for
 
“wheelage fees” ranging from
 
0.25% to 1.0%
of revenue from sales of coal mined
 
and removed from properties other than
 
the particular leasehold and hauled across the
leasehold premises.
The mining
 
of Logan
 
was commenced
 
in 1945
 
by Lorado
 
Mining Company,
 
or Lorado.
 
Lorado was
 
sold to
 
Buffalo Mining
Company in
 
1964 and
 
then to Pittston
 
Coal Company
 
in 1971.
 
Pittston operated
 
the property
 
until the
 
early 1990’s.
 
After
being idle for a period, the property was then sold to
 
Addington Resources in 2004.
 
Imagin Natural Resources acquired the
property in 2007 and sold
 
it to Cliffs Natural Resources Inc.
 
(now known as Cleveland-Cliffs Inc.) in 2011,
 
which in turn sold
the property to Coronado in 2014. Production history
 
has been approximately 1.6 MMt in 2020, 1.9
 
MMt in 2021 and 2.1 MMt
in 2022.
Before
 
Coronado
 
acquired
 
Logan,
 
previous
 
owners
 
had
 
conducted
 
extensive
 
exploration
 
on
 
the
 
property.
 
Coronado
 
has
continued exploration
 
at the
 
property through
 
a program
 
of core
 
drilling to
 
confirm reserves,
 
establish additional
 
resources
and assess the geotechnical viability of mining.
 
Logan
 
produces
 
primarily
 
High-Vol
 
Met
 
coal
 
(HVA
 
HCC
 
and
 
HVB
 
HCC),
 
mined
 
from
 
various
 
seams
 
of
 
the
 
Kanawha
Formation, most of which are situated below
 
drainage; however, several Met coal seams are situated above drainage.
 
Logan
also produces thermal coal from upper portions of the Kanawha Formation.
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
88
Most of Logan’s Met coal production is
 
attributable to its four active underground mines, Winifrede, Lower War
 
Eagle, Eagle
No. 1 and Muddy Bridge, each of which uses the room and
 
pillar mining method.
 
The North Fork Winifrede mine utilizes one
continuous miner
 
section to
 
extract coal
 
from the
 
Upper Winifrede
 
seam, which
 
is situated
 
above drainage
 
throughout the
property and accessed by drift entry.
 
The Lower War Eagle mine utilizes two continuous miner
 
super sections to extract coal
from the Lower War Eagle
 
seam, which is situated
 
below drainage throughout the
 
property and accessed
 
by slope. The Eagle
No. 1 mine utilizes
 
three continuous miner super
 
sections to extract coal
 
from the No. 2 Gas
 
seam, which is situated
 
above
drainage throughout the
 
property and accessed
 
by drift entry.
 
The Muddy Bridge
 
mine utilizes two
 
continuous miner super
sections to extract coal from the No. 2
 
Gas seam, which is situated above drainage
 
throughout the property and accessed by
drift entry.
A majority of the
 
sections of the active
 
underground mines at
 
Logan are configured as
 
full super sections, with
 
two continuous
miners
 
per
 
section.
 
Each
 
section
 
also
 
has
 
two
 
or
 
four
 
roof bolters,
 
three
 
or
 
six
 
shuttle
 
cars
 
and
 
two
 
scoops.
 
From
 
the
continuous miner at the production face, the shuttle cars haul extracted coal to
 
a feeder breaker, which transfers raw coal to
a conveyor belt for transport to a
 
surface stockpile holding area. A shared overland conveyor
 
carries raw coal from the Lower
War Eagle mine
 
to a CPP.
 
Trucks haul raw coal
 
from the Eagle No. 1 and
 
North Fork Winifrede mines to the
 
CPP and from
the Muddy Bridge mine to
 
the Logan overland conveyor.
 
The CPP has a feed
 
rate capacity of 1,088 raw
 
tph.
 
The CPP site
includes raw coal storage, clean coal storage, a loadout connected to a CSX rail line and refuse disposal area.
The Toney
 
Fork surface mine extracts Met and thermal coal using the area mining method. The current LOM plan for Toney
Fork also contemplates utilizing
 
contour and highwall mining
 
methods at various times
 
during the life of
 
the mine. The mine
uses a spread of front-end loaders, large tractors/dozers and rock trucks to remove overburden and
 
expose the coal. We will
deploy
 
highwall
 
mining
 
when
 
overburden
 
volumes
 
exceed
 
economical
 
stripping
 
ratios
 
associated
 
with
 
area
 
and
 
contour
mining. Trucks
 
haul raw
 
coal from
 
Toney
 
Fork to
 
the CPP
 
site for
 
cleaning or
 
to the
 
loading site
 
to be
 
shipped directly
 
to
customers.
Our current plans at Logan contemplate 12 proposed mines, consisting of nine underground mines and three surface mines,
including the five mines
 
currently in operation.
 
The proposed underground mines
 
would extract coal using
 
the room and pillar
mining method, and the proposed surface mines would
 
extract coal using area, contour or highwall
 
mining methods, or some
combination thereof.
Generally, the mining equipment and facilities at Logan are in good operating condition.
 
We focus on the long-term potential
of
 
the
 
mine
 
complex
 
and
 
regularly
 
monitor
 
developments
 
in
 
the
 
mining
 
industry
 
for
 
technology
 
improvements
 
and
 
new
equipment that could
 
help us increase
 
efficiency and lower
 
our costs. Logan’s
 
oldest mining equipment
 
and facilities, including
the CPP and
 
loadout facility,
 
began operations in
 
2008, when the Powellton
 
No. 1 mine started
 
production. Since acquiring
the Logan operations, we
 
have implemented improvements at
 
the CPP, which have resulted in increased
 
capacity. From time
to
 
time,
 
we
 
also
 
update
 
and
 
improve
 
other
 
equipment
 
and
 
facilities
 
to
 
maintain
 
their
 
usefulness
 
and
 
optimize
 
our
competitiveness. As
 
of December
 
31, 2022,
 
the book
 
value of
 
Logan and
 
its associated
 
plant and
 
equipment was
 
$232.1
million.
We are not aware of any significant encumbrances or
 
defects in title with respect to the property.
 
Additionally, we believe we
have obtained all requisite mining and discharge permits to conduct our operations at Logan and expect
 
to be able to obtain
or renew all required permits in the future. The Logan mine complex holds 24 state permits with associated NPDES permits.
 
Logan is subject to a federal black lung excise tax of $1.21 per ton for underground mining
 
and $0.28 per ton for surface and
highwall mining;
 
however,
 
this tax
 
applies only
 
with respect
 
to
 
coal sold
 
domestically.
 
Logan is
 
also subject
 
to a
 
federal
reclamation fee
 
of $0.13
 
per ton
 
for underground
 
mining and
 
$0.31 per
 
ton for
 
surface and
 
highwall mining.
 
Additionally,
Logan is subject to
 
a West Virginia
 
reclamation tax of $0.308 per
 
ton and a West
 
Virginia severance tax of
 
1.0% to 5.0% of
revenues for all coal produced.
 
See Item 1. “Business—Regulatory Matters—United States”
 
for a discussion of the
 
permitting
conditions applicable to Logan.
 
Summaries
 
of
 
Logan’s
 
coal
 
resources
 
and
 
reserves
 
as
 
of
 
December
 
31,
 
2022
 
and
 
2021
 
are
 
shown
 
in
 
Tables
 
8
 
and
 
9,
respectively.
Table 8.
 
Logan – Summary of Coal Resources Exclusive of Reserves at the End of the
 
Fiscal Year Ended December
31, 2022 and 2021.
(1)
Coal Resources (Dry Tons, In Situ, MMt)
(2)(3)
Quality (Air-Dried Basis)
Measured
Indicated
Measured
+
Indicated
Inferred
Ash
Sulfur
Volatile
Matter
December 31, 2022
45
37
82
3
24.0%
1.0%
28.0%
December 31, 2021
46
37
83
3
24.0%
1.0%
28.0%
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
89
(1)
 
Pricing for resources is described in Section 11.3.1 of the Logan TRS.
 
For Logan resources as of December 31, 2021, based on
assumed long-term average price of $130 per
 
ton (FOB loadout) for underground-mineable
 
resources, representing the long-term
average price
 
forecast for
 
HVB provided
 
by Coronado;
 
surface resources
 
were assessed
 
at a
 
sales price
 
of $52
 
per Mt
 
(FOB
loadout) based on estimated historical
 
pricing for Coronado’s surface operations.
 
For Logan resources as of December
 
31, 2022,
based on assumed long-term average price of $154 per Mt (FOB loadout) for underground-mineable resources, representing the
long-term average price forecast for HVB provided by Coronado; surface resources were assessed at a sales price of $83 per Mt
(FOB loadout) based on estimated historical pricing
 
for Coronado’s surface operations.
(2)
 
Exclusive of reserve tons.
 
Table 1-1 of the Logan TRS provides a summary of Logan
 
resource tons inclusive of reserve tons
 
as of
December 31, 2022.
(3)
 
Reported on a dry basis.
 
Surface moisture and inherent moisture are excluded.
(4)
 
Some numerical figures in the
 
above table have been subject
 
to rounding adjustments. Accordingly,
 
numerical figures shown as
totals may not equal the sum of the figures that
 
precede them.
Table 9.
 
Logan – Summary of
 
Coal Reserves (Marketable Sales
 
Basis) at the End
 
of the Fiscal Year Ended December
31, 2022 and 2021.
(1)
Demonstrated Coal Reserves (Wet
Tons,
Washed or Direct Shipped, MMt)
(2)
Quality (Air-Dried Basis)
Proven
Probable
Total
Ash
Sulfur
Volatile
Matter
December 31, 2022
53
17
71
8.0%
0.9%
36.0%
December 31, 2021
53
20
74
8.0%
0.9%
35.0%
(1)
 
Pricing data as
 
provided by Coronado is
 
described in Section
 
16.2 of the
 
Logan TRS.
 
For Logan reserves
 
as of December
 
31,
2021, the
 
pricing data
 
assumes respective
 
HVA,
 
HVB, specialty
 
markets and
 
thermal FOB-mine
 
prices of
 
approximately $224,
$123, and $51 per Mt for calendar year 2022; HVA, HVB, and thermal prices decrease to approximately $145, $115, and $51 per
Mt, respectively, through year 2026,
 
and then increase
 
to $227, $189, and
 
$51 per Mt,
 
respectively, through year 2050 (after
 
which
sales prices were held constant). For
 
Logan reserves as of December 31,
 
2022, the pricing data assumes
 
respective HVA, HVB
and thermal FOB-mine
 
prices of approximately
 
$192, $170, and
 
$227 per Mt
 
for calendar
 
year 2023; HVA, HVB,
 
and thermal prices
decrease to approximately
 
$151, $132, and
 
$83 per Mt,
 
respectively, through
 
year 2027, and
 
then increase to
 
$271, $237, and
$150 per Mt, respectively, through year 2056.
(2)
 
Reported on a 4.5% - 6.0% moisture basis.
(3)
 
Some numerical figures in the
 
above table have been subject
 
to rounding adjustments. Accordingly,
 
numerical figures shown as
totals may not equal the sum of the figures that
 
precede them.
From December 31, 2021 to December 31, 2022, total reserves decreased by approximately 3.9%, from approximately 73.5
MMt to 70.6
 
MMt.
 
This net reduction
 
of 2.9 MMt
 
of total reserves
 
was attributable to
 
a combination of
 
updates to the
 
mine
plans along
 
with one year
 
of mining
 
depletion. A
 
TRS with
 
respect to
 
Logan, updating
 
the TRS
 
with respect
 
to Logan
 
filed
with Coronado’s Annual
 
Report on Form
 
10-K for the
 
year ended December
 
31, 2021, was
 
prepared in February
 
2023 due
to
 
material
 
differences
 
in
 
the
 
key
 
financial
 
modifying
 
factors
 
including
 
coal
 
sales
 
price
 
assumptions,
 
operating
 
costs
 
and
capital costs from
 
December 31, 2021,
 
to December 31,
 
2022. Coal sales
 
price assumptions underlying
 
the reserve estimates
are discussed in Sections
 
12 and 16 of the
 
Logan TRS, while operating
 
costs and capital costs
 
assumptions underlying the
reserve estimates
 
are discussed
 
in Sections
 
18 and
 
19 of
 
the Logan
 
TRS.
 
The differences
 
in the
 
key financial
 
modifying
factors
 
did
 
not
 
have
 
a
 
material
 
impact
 
on
 
the
 
reserve
 
estimates
 
as
 
of
 
December
 
31,
 
2022,
 
as
 
compared
 
to
 
the
 
reserve
estimates as of
 
December 31, 2021.
 
From December 31,
 
2021, to December
 
31, 2022, measured
 
and indicated resources
decreased by approximately 0.7%,
 
from approximately 82.8 MMt
 
to 82.2 MMt. This
 
net reduction of 0.6
 
MMt of measured
 
and
mineral resources
 
was attributable
 
to one
 
year of
 
mining depletion
 
along with
 
changes to the
 
mine plan.
 
Updated financial
inputs, including coal sales price assumptions and
 
operating and capital costs used in estimating
 
the resources exclusive of
reserves, as discussed
 
in Section 11.3.1
 
of the Logan
 
TRS, did not
 
have a material
 
impact on the
 
measured and indicated
resource
 
estimates
 
as
 
of
 
December
 
31,
 
2022,
 
as
 
compared
 
to
 
the
 
measured
 
and
 
indicated
 
resource
 
estimates
 
as
 
of
December 31, 2021.
Marshall Miller & Associates, Inc., a third-party firm comprising mining experts,
 
whom we refer to as the U.S. QPs, prepared
the estimates of
 
coal resources
 
and reserves as of
 
December 31, 2022 summarized
 
in Tables
 
8 and 9.
 
A copy of the
 
U.S.
QPs’ TRS with respect to Logan, dated as
 
of February 15, 2023, or the Logan TRS,
 
is filed as Exhibit 96.3 hereto. The
 
U.S.
QPs are not affiliated with Coronado.
The
 
U.S.
 
QPs
 
prepared
 
the
 
estimates
 
of
 
coal
 
resources
 
and
 
reserves
 
using
 
core
 
drilling
 
data
 
available
 
from
 
exploration
activities at Logan conducted
 
by numerous entities over
 
time.
 
Most of this information
 
was obtained prior to
 
our acquisition
of the
 
property,
 
using varying drilling
 
and core-logging
 
techniques, survey methods
 
and testing procedures.
 
As a result,
 
in
verifying the data,
 
the U.S. QPs
 
made certain assumptions
 
about the adequacy
 
of the processes
 
performed and comparability
of
 
the
 
data
 
based
 
on
 
their
 
professional
 
experience
 
and
 
familiarity
 
with
 
Logan.
 
Per
 
Section
 
12.1
 
of
 
the
 
Logan
 
TRS,
 
coal
reserves were
 
classified as
 
proven or
 
probable considering
 
“modifying factors,”
 
including mining,
 
metallurgical, economic,
marketing, legal, environmental, social
 
and governmental factors.
 
Section 22.2 of the
 
Logan TRS includes a
 
risk assessment
of
 
the
 
key
 
modifying
 
factors
 
that
 
could
 
potentially
 
impact the
 
operations
 
and
 
therefore
 
the
 
estimate
 
of
 
coal
 
reserves
 
and
resources.
c561202210Kp90i0
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
90
As summarized in
 
Section 7.1 in the
 
Logan TRS, the U.S.
 
QPs utilized 1,131 available
 
core, rotary,
 
and gas well drilling
 
on
and around the Logan property.
 
Points of observation include exploration drill holes,
 
degas holes, and mine measurements,
which
 
have
 
been
 
fully
 
vetted
 
and
 
processed
 
into
 
a
 
geologic
 
model.
 
The
 
geologic
 
model
 
is
 
based
 
on
 
seam
 
depositional
modeling, the interrelationship
 
of overlying and underlying
 
strata on seam mineability,
 
seam thickness trends,
 
the impact of
seam structure (i.e., faulting), intra-seam characteristics, etc.
 
The U.S. QPs completed a geostatistical analysis on
 
drill holes
within the reserve boundaries to determine the applicability of the common United States classification system for measured
and
 
indicated
 
coal
 
resources.
 
Historically,
 
the
 
United
 
States
 
has
 
assumed
 
that
 
coal
 
within
 
0.4
 
kilometers
 
of
 
a
 
point
 
of
observation
 
represents
 
a
 
measured
 
resource
 
whereas
 
coal
 
between
 
0.4
 
kilometers
 
and
 
1.2
 
kilometers
 
from
 
a
 
point
 
of
observation is classified as indicated.
 
Inferred resources are commonly assumed to be located
 
between 1.2 kilometers and
4.8 kilometers from a point of observation. The U.S. QPs performed a geostatistical analysis of the Logan data set using the
DHSA method. DHSA prescribes measured, indicated, and
 
inferred drill hole spacings be determined at
 
the 10%, 20%, and
50% levels of relative error, respectively.
 
Comparing the results of the DHSA to the historical standards, it is evident that the
historical
 
standards
 
are
 
more
 
conservative
 
than
 
even
 
the
 
most
 
conservative
 
DHSA
 
model
 
with
 
regards
 
to
 
determining
measured
 
resources. The
 
Exponential and
 
Spherical models
 
recommend using
 
a
 
radius of
 
0.87 kilometers
 
for measured
resources
 
compared
 
to
 
the
 
historical
 
value
 
of
 
0.4
 
kilometers.
 
With
 
respect
 
to
 
indicated
 
resources
 
the
 
Spherical
 
and
Exponential models recommend using a radius
 
1.53 kilometers.
 
The historical radius of 1.2
 
kilometers is therefore also more
conservative than the DHSA results for
 
indicated resources.
 
These results have led the U.S.
 
QPs to report the data following
the historical classification standards, rather than use the results of the DHSA.
Coal
 
quality
 
is
 
instrumental
 
in
 
determining
 
the
 
viability
 
of
 
a
 
coal
 
deposit.
 
Per
 
Section
 
8.2 of
 
the
 
Logan
 
TRS,
 
coal
 
quality
conforms
 
to
 
the
 
ASTM
 
standards.
 
These
 
quality
 
attributes
 
aided
 
in
 
converting
 
dry,
 
in-place
 
tons
 
to
 
demonstrated
 
coal
reserves
 
(recoverable
 
washed
 
tons).
 
The
 
reserve
 
and
 
resource
 
criteria
 
are
 
presented
 
in
 
Table
 
11-1
 
of
 
the
 
Logan
 
TRS,
including
 
assumptions
 
related
 
to
 
seam
 
density,
 
minimum
 
cutoff
 
thickness,
 
and
 
recoveries.
 
Pricing
 
data
 
as
 
provided
 
by
Coronado is described in Section 16.2 of the Logan TRS.
 
Regarding production
 
rates as
 
described in
 
Section 13.2
 
of the
 
Logan TRS,
 
the projected
 
underground mines
 
are set
 
up
similarly to the four
 
active underground operations as
 
of December 31, 2022.
 
Each mine is scheduled
 
to operate one to
 
three
production sections.
 
A majority of the sections are configured as full super sections with two continuous miners
 
per section.
 
Three
 
surface resource
 
areas were
 
modeled.
 
Mining
 
operations are
 
projected to
 
utilize area,
 
as well
 
as contour,
 
mining
methods.
 
The three areas
 
planned for highwall
 
mining are assumed
 
to be mined
 
by a contractor;
 
therefore, the contractor
costs
 
included
 
in
 
the
 
financial
 
model
 
assume
 
that
 
the
 
contractor
 
is
 
responsible
 
for
 
staffing
 
those
 
operations
 
along
 
with
providing necessary equipment
 
capital. Spoil for
 
final highwall reclamation is
 
expected to come
 
from strategic placement of
spoil on pre-existing benches by haul trucks such that they are within the push distance of the reclamation dozer.
 
Additional
information regarding mine-specific production factors can be found in Section 13.4 of the Logan TRS.
Mon Valley
The
 
Mon
 
Valley
 
mine
 
complex
 
comprises
 
three
 
development-stage
 
mining
 
properties,
 
namely,
 
Pangburn,
 
Shaner
 
and
Fallowfield, each consisting of a proposed underground
 
mine that would produce High-Vol Met coal using the room and pillar
mining method.
 
The preliminary design for the properties also includes plans for surface facilities and a preparation plant
 
for
each mine.
 
The properties reside
 
in Allegheny, Washington and Westmoreland Counties in
 
southwestern Pennsylvania.
 
The
proposed
 
facilities
 
include
 
a
 
barge
 
loading
 
dock
 
and
 
CSX
 
rail
 
loadout
 
on
 
the
 
Monongahela
 
River
 
in
 
Allegheny
 
County,
Pennsylvania, which would ship
 
clean coal from all three
 
mines to end customers.
 
A map of Mon Valley
 
is shown in Figure
6.
Figure 6.
 
Coronado Mon Valley Mine Complex Property Location Map.
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
91
Mon
 
Valley
 
is
 
located
 
approximately
 
22.5
 
kilometers
 
southeast
 
of
 
Pittsburgh,
 
Pennsylvania,
 
near
 
the
 
communities
 
of
Bentleyville,
 
Lockview,
 
Monongahela,
 
Elizabeth,
 
Sutersville
 
and
 
Irwin,
 
Pennsylvania.
 
The
 
coordinates
 
of
 
the
 
proposed
infrastructure are latitude 40°
 
15' 24" and longitude
 
79° 53' 50"
 
(Easting 1,398,821’, Northing 343,480’
 
– in the
 
PA State Plane
South NAD 27
 
grid system). From
 
U.S. Interstate
 
70 and Pennsylvania
 
Route 51, which
 
traverse the
 
Fallowfield and Pangburn
areas, respectively, a well-developed network of improved and
 
unimproved roads allows general access
 
to the property.
 
The
Monongahela and
 
Youghiogheny
 
Rivers also
 
run through
 
the property.
 
The primary
 
means of
 
transport for
 
produced coal
would be by barge on the Monongahela River/Ohio River
 
system.
 
Additionally, a CSX rail line located along the banks of the
Monongahela River would provide another option for the shipment of coal.
Mon Valley has sources of water, power,
 
and supplies readily available for use.
 
Personnel in the area have historically been
sourced from the
 
surrounding communities in
 
Allegheny,
 
Washington, and
 
Westmoreland Counties, and
 
have proven to
 
be
adequate in numbers to
 
operate the mines.
 
As mining is
 
common in the surrounding
 
areas, the workforce
 
is generally familiar
with mining practices, and many are
 
experienced miners.
 
Water is expected to be sourced locally from
 
a nearby public water
sources
 
or
 
rivers.
 
Electricity
 
is
 
anticipated
 
to
 
be
 
sourced
 
from
 
West
 
Penn
 
Power.
 
The
 
service
 
industry
 
in
 
the
 
areas
surrounding the proposed mine complex has historically provided supplies, equipment repairs and fabrication, etc.
The property mineral rights are composed of 41,615
 
total hectares, of which 1,339 are leased from
 
private landholders under
two leases, and
 
40,276 hectares are
 
owned by Coronado.
 
Subject to
 
Coronado’s exercising its
 
renewal rights thereunder,
both of the leases expire upon exhaustion of the relevant coal reserves, which is expected to occur in 2100.
 
A predecessor of CONSOL
 
Energy previously controlled the
 
properties.
 
We acquired the properties
 
from CONSOL Energy
in March 2016 in connection with the acquisition of the Buchanan property.
Before we acquired Mon
 
Valley,
 
CONSOL Energy had conducted
 
extensive exploration of Mon
 
Valley.
 
We have continued
an exploration program focused on defining reserves and assessing the geotechnical viability of mining.
 
Mon Valley
 
is capable
 
of producing
 
primarily a
 
High-Vol
 
Met coal
 
from the
 
Upper Freeport
 
seam of
 
the Pennsylvania-age
Allegheny Formation.
 
The seam
 
is situated
 
below drainage
 
throughout the
 
properties and
 
would be
 
accessed with
 
slopes
and shafts.
 
The seam thickness in the projected mining areas averages 1.95 meters.
 
Under our current
 
mine development plans,
 
production would begin
 
at the Pangburn
 
mine in 2032,
 
followed by the
 
Shaner
mine in 2038
 
and, finally,
 
the Fallowfield mine
 
in 2057.
 
The proposed Mon
 
Valley
 
underground mines would
 
use the room
and pillar
 
mining method
 
with limited
 
pillaring as
 
to cause
 
no subsidence.
 
Each mine
 
would have
 
three continuous
 
miner
sections, with two continuous miners, two roof bolters,
 
four shuttle cars and two scoops per section.
 
The shuttle cars would
haul extracted coal
 
from the production
 
face to a
 
feeder breaker-conveyor system,
 
which would carry
 
raw coal to
 
a surface
stockpile and CPP.
 
The CPPs and surface facilities would have large raw
 
and clean coal storage areas to facilitate efficient
loading of clean coal into
 
barges or rail cars for
 
transport.
 
We have not yet
 
completed detailed designs of the
 
infrastructure
or surface facilities for the proposed Shaner and Fallowfield mines.
As of December 31, 2022, the book value of Mon Valley was $17.4 million.
We
 
are not
 
aware
 
of
 
any significant
 
encumbrances or
 
defects
 
in
 
title
 
with
 
respect to
 
the properties.
 
However,
 
we will
 
be
required
 
to obtain
 
alternate zoning
 
approval
 
from the
 
local township.
 
Further,
 
we will
 
be required
 
to submit
 
formal permit
applications to state or federal regulatory agencies.
 
Although we have commenced the work to
 
obtain the necessary permits
and
 
zoning
 
variances,
 
we
 
are
 
aware
 
that
 
the
 
period
 
of
 
time
 
necessary
 
to
 
obtain
 
final
 
authorizations,
 
for
 
purposes
 
of
commencing the development, construction and ultimate production at the proposed mine site, may be significant, and there
can be
 
no assurance
 
that we
 
can obtain
 
the necessary
 
zoning and
 
permits. See
 
Item 1.
 
“Business—Regulatory Matters—
United States” for a discussion of the permitting conditions applicable to Mon Valley.
 
Coal
 
mined
 
from
 
the
 
Mon
 
Valley
 
mine
 
complex
 
would
 
be
 
subject
 
to
 
a
 
federal
 
black
 
lung
 
excise
 
tax
 
of
 
$1.21
 
per
 
ton
 
for
underground mining and a federal reclamation tax of $0.13 per ton for underground mining.
 
However, the federal black lung
excise tax will only apply with respect to coal sold domestically.
Mon Valley contains no resources exclusive of reserve tons as of December 31, 2022 and 2021. Table 1-1 of the Mon Valley
TRS provides a summary of Mon Valley resource tons inclusive of reserve tons as of December 31, 2022.
A summary of Mon Valley’s coal reserves as of December 31, 2022 and 2021 is shown in Table
 
10.
Table
 
10.
 
Mon Valley
 
– Summary
 
of Coal
 
Reserves (Marketable
 
Sales Basis)
 
at the
 
End of
 
the Fiscal
 
Year
 
Ended
December 31, 2022 and 2021.
(1)
Demonstrated Coal Reserves (Wet
Tons, Washed
or Direct Shipped, MMt)
(2)
Quality (Air-Dried Basis)
Proven
Probable
Total
Ash
Sulfur
Volatile
Matter
December 31, 2022
78
57
134
8.0%
1.2%
35.0%
December 31, 2021
78
57
134
8.0%
1.2%
35.0%
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
92
(1)
 
Pricing data
 
as provided
 
by Coronado
 
is described
 
in Section
 
16.2 of
 
the Mon
 
Valley TRS.
 
For Mon
 
Valley reserves as
 
of December
31,
 
2021,
 
the
 
pricing
 
data
 
assumes
 
HVB
 
domestic
 
and
 
export
 
FOB-mine
 
prices
 
of
 
approximately
 
$137
 
and
 
$120
 
per
 
Mt,
respectively,
 
for
 
calendar
 
year
 
2027;
 
HVB
 
domestic
 
and
 
export
 
prices
 
increase
 
to
 
approximately
 
$221
 
and
 
$193
 
per
 
Mt,
respectively, through year 2050, and
 
then increased by 1% annual inflation thereafter.
 
For Mon Valley reserves as
 
of December
31,
 
2022,
 
the
 
pricing
 
data
 
assumes
 
HVB
 
domestic
 
and
 
export
 
FOB-mine
 
prices
 
of
 
approximately
 
$130
 
and
 
$114
 
per
 
Mt,
respectively,
 
for
 
calendar
 
year
 
2028;
 
HVB
 
domestic
 
and
 
export
 
prices
 
increase
 
to
 
approximately
 
$204
 
and
 
$178
 
per
 
Mt,
respectively, through year 2050, and then increased by 2% annual inflation
 
thereafter.
(2)
 
Reported on a 6.0% moisture basis.
(3)
 
Some numerical figures in the
 
above table have been subject
 
to rounding adjustments. Accordingly,
 
numerical figures shown as
totals may not equal the sum of the figures that
 
precede them.
Total
 
reserves did not change from December 31, 2021, to December 31, 2022. A TRS with respect to Mon Valley,
 
updating
the TRS
 
with respect
 
to Mon
 
Valley
 
filed with
 
Coronado’s Annual
 
Report on
 
Form 10-K
 
for the
 
year ended
 
December 31,
2021, was prepared
 
in February 2023
 
due to material
 
differences in
 
the key financial
 
modifying factors including
 
coal sales
price
 
assumptions,
 
operating
 
costs
 
and
 
capital
 
costs
 
from
 
December
 
31,
 
2021,
 
to
 
December
 
31,
 
2022.
 
Coal
 
sales
 
price
assumptions
 
are
 
discussed
 
in
 
Sections
 
12
 
and
 
16
 
of
 
the
 
Mon
 
Valley
 
TRS,
 
while
 
operating
 
costs
 
and
 
capital
 
costs
 
are
discussed in Sections 18 and 19 of the Mon Valley TRS.
Marshall
 
Miller
 
& Associates,
 
Inc.,
 
a
 
third-party
 
firm comprising
 
mining,
 
whom we
 
refer to
 
as
 
the U.S.
 
QPs, prepared
 
the
estimates of coal reserves summarized in Tables 10.
 
A copy of the U.S. QPs’ TRS
 
with respect to Mon Valley (Pennsylvania
Upper Freeport
 
Holdings), dated as
 
of February 15,
 
2023, or the
 
Mon Valley
 
TRS, is filed
 
as Exhibit
 
96.4 hereto. The
 
U.S.
QPs are not affiliated with Coronado.
The
 
U.S.
 
QPs
 
prepared
 
the
 
estimates
 
of
 
coal
 
resources
 
and
 
reserves
 
using
 
core
 
drilling
 
data
 
available
 
from
 
exploration
activities
 
at
 
Mon
 
Valley
 
conducted
 
by
 
numerous
 
entities
 
over
 
time.
 
Most
 
of
 
this
 
information
 
was
 
obtained
 
prior
 
to
 
our
acquisition of the Property, using varying drilling and core-logging techniques, survey methods and testing procedures.
 
As a
result, in
 
verifying the
 
data, the
 
U.S. QPs
 
made certain
 
assumptions about
 
the adequacy
 
of the
 
processes performed
 
and
comparability of the data based on their professional experience and familiarity with Mon Valley.
 
Per Section 12.1 of the Mon
 
Valley TRS, coal reserves were classified as proven or
 
probable considering “modifying factors,”
including mining, metallurgical, economic, marketing, legal, environmental, social and governmental factors.
 
Section 22.2 of
the Mon Valley TRS includes a risk assessment of the key modifying factors that could potentially
 
impact the operations and
therefore the estimate of coal reserves and resources.
As summarized in Section
 
7.1 in the
 
Mon Valley TRS, the U.S.
 
QPs utilized approximately
 
750 available core and
 
rotary holes
on
 
and
 
around
 
the
 
Mon
 
Valley
 
properties.
 
Points
 
of
 
observation
 
include
 
exploration
 
drill
 
holes,
 
degas
 
holes,
 
and
 
mine
measurements, which have
 
been fully vetted
 
and processed into
 
a geologic model.
 
The geologic model
 
is based on
 
seam
depositional modeling,
 
the interrelationship
 
of overlying
 
and underlying
 
strata on
 
seam mineability,
 
seam thickness
 
trends,
the impact of seam structure (i.e. faulting), intra-seam characteristics, etc.
 
The U.S. QPs completed a geostatistical analysis
on drill holes within the
 
reserve boundaries to determine the applicability of
 
the common United States classification system
for measured and indicated coal
 
resources.
 
Historically, the United
 
States has assumed that coal
 
within 0.4 kilometers of a
point of observation represents a measured resource whereas coal between 0.4 kilometer and 1.2 kilometers from a point of
observation is classified as indicated.
 
Inferred resources are commonly assumed to be located
 
between 1.2 kilometers and
4.8 kilometers
 
from a
 
point of
 
observation. The
 
U.S. QPs
 
performed a
 
geostatistical analysis
 
of the
 
Pennsylvania data
 
set
using the
 
DHSA method.
 
DHSA prescribes
 
measured, indicated,
 
and inferred
 
drill hole
 
spacings be
 
determined at
 
the 10-
percent, 20-percent, and 50-percent levels of relative error, respectively.
 
Comparing the results of the DHSA to the historical
standards, it is evident
 
that the historical standards
 
are more conservative than
 
even the most
 
conservative DHSA model with
regards
 
to
 
determining
 
measured
 
resources.
 
The
 
Gaussian
 
and
 
Spherical
 
models
 
recommend
 
using
 
a
 
radius
 
of
 
0.72
kilometers for
 
measured resources
 
compared to the
 
historical value of
 
0.4 kilometers.
 
With respect
 
to indicated
 
resources
the
 
DHSA
 
falls
 
in
 
line
 
closely
 
with
 
the
 
historical
 
standards.
 
The
 
Exponential
 
model
 
recommends
 
using
 
a
 
radius
 
1.43
kilometers, while
 
the Spherical
 
and Gaussian
 
models recommend
 
a radius
 
of 1.42
 
kilometers, respectively.
 
These values
line up closely
 
with the historical
 
radius of 1.2
 
kilometers.
 
These results have
 
led the U.S.
 
QPs to report
 
the data following
the historical classification standards, rather than use the results of the DHSA.
Coal quality is instrumental in determining the viability of
 
a coal deposit. Per Section 8.2 of the Mon
 
Valley TRS, coal quality
conforms to the
 
ASTM standards.
 
These quality
 
attributes aided
 
in converting dry, in-place
 
tons to
 
demonstrated coal reserves
(recoverable washed tons). The reserve
 
and resource criteria are presented
 
in Table
 
11-1 of the
 
Mon Valley
 
TRS, including
assumptions related
 
to seam
 
density,
 
minimum cutoff
 
thickness, and
 
recoveries. Pricing
 
data as
 
provided by
 
Coronado is
described in Section 16.2 of the Mon Valley TRS.
 
Regarding production
 
rates as
 
described in
 
Section 13.2
 
of the
 
Mon Valley
 
TRS, the
 
Mon Valley
 
mine complex
 
is not
 
yet
active, with
 
three distinct
 
mines and
 
CPPs planned.
 
The mine
 
plan and
 
productivity expectations
 
reflect historical
 
performance
from other
 
similar mines
 
with similar
 
conditions and
 
efforts have
 
been made
 
to adjust
 
the plan
 
to reflect
 
future conditions.
Mine development and
 
operation have not been
 
optimized within the Mon
 
Valley
 
TRS.
 
Additional mine-specific factors can
be found in Section 13.4 of the Mon Valley TRS.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
93
Greenbrier (Non-Material Property)
The Greenbrier property has been idled
 
since April 1, 2020. During the
 
fourth quarter of 2020, the
 
Company committed to a
plan
 
to
 
sell
 
Greenbrier
 
on
 
the basis
 
that
 
it
 
does
 
not
 
form
 
part
 
of
 
the
 
Company’s
 
core
 
business
 
strategy.
 
The
 
Greenbrier
property is not
 
considered material to
 
Coronado’s business or
 
financial conditions. Resources
 
exclusive of reserves
 
are based
on assumed long-term average price of $154
 
per Mt (FOB loadout) for all resources,
 
representing the Company’s long-term
average
 
price
 
forecast
 
for
 
Greenbrier.
 
The
 
pricing
 
data
 
assumes
 
respective
 
Mid-Vol/Low-Vol
 
and
 
thermal/PCI
 
FOB-mine
prices of
 
approximately $152 and
 
$80 per Mt
 
for calendar year
 
2028.
 
Mid-Vol/Low-Vol
 
and thermal/PCI prices
 
increase to
approximately $206 and
 
$109 per Mt,
 
respectively, through
 
year 2043.
 
The Greenbrier operations
 
are projected to
 
be fully
depleted in
 
2043. Marketable
 
reserve tons
 
are reported
 
on a
 
moist basis,
 
including a
 
combination of
 
surface and
 
inherent
moisture.
 
The combination of surface and inherent moisture is modeled at 6.0%.
Russell County (Non-Material Property)
The Russell County property is not considered material
 
to Coronado’s business or financial conditions. In addition, pursuant
to the current mine plan,
 
the property will only
 
start generating cash flows when
 
it commences production in 2040.
 
Resources
exclusive
 
of
 
reserves
 
are
 
based
 
on
 
assumed
 
long-term
 
average
 
price
 
of
 
$143
 
per
 
Mt
 
(FOB
 
loadout),
 
representing
 
the
Company’s
 
long-term average
 
price
 
forecast for
 
Russell County.
 
The pricing
 
data assumes
 
HVA
 
FOB-mine prices
 
with a
weighted LOM
 
average of
 
approximately $228
 
per Mt.
 
Marketable reserve
 
tons are
 
reported on
 
a moist
 
basis, including
 
a
combination of surface and inherent moisture.
 
The combination of surface and inherent moisture is modeled at 6.0%.
Internal Controls
Our
 
staff
 
of
 
geologists
 
and
 
engineers
 
worked
 
with
 
the
 
qualified
 
persons
 
throughout
 
the
 
mineral
 
resource
 
and
 
reserve
estimation process and
 
provided data from
 
our own exploration
 
and operating activities
 
at the properties.
 
We have
 
internal
control procedures, including
 
quality assurance/quality
 
control procedures and
 
internal verification of
 
input data and
 
geological
modelling, subject to multi-level review,
 
to help ensure the validity of the data.
 
These procedures include, but are not limited
to:
 
Oversight and approval of each annual statement by responsible senior officers;
 
Independent, external review of new and materially changed estimates at regular intervals;
 
Annual reconciliation with internal planning
 
by our staff of geologists and
 
engineers to validate coal reserve
 
and coal
resource estimates for operating mines, including the following procedures:
 
Assessments
 
of
 
drilling,
 
sampling
 
and
 
quality
 
assurance/quality
 
control
 
data,
 
resource
 
modelling,
resource estimation, classification, and reporting;
 
Assessment
 
and
 
benchmarking
 
of
 
production
 
assumptions,
 
mining
 
rate
 
and
 
production
 
schedules
against historical production data;
 
Assessments of capital and operating costs against other comparable projects for reasonableness;
 
Continual identification and evaluation
 
of material technical
 
issues likely to impact
 
the five-year plan and
the future performance of producing properties;
 
An examination of historical information and results in respect of the technical aspects of
 
the properties by our staff
of geologists and engineers, including a review of the following key elements:
 
 
Geology mapping, reports and models, including geotechnical and hydrology aspects;
 
Coal resource and coal reserve estimates;
 
Mining operations and proposed growth options;
 
Coal preparation facilities;
 
Coal handling and transport;
 
Environmental matters and approvals;
 
Land management, including leases and other pertinent agreements;
 
Veracity of existing information supporting five-year plans and business plans;
 
Identification of key project drivers; and
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
94
 
Risks and opportunities.
The pricing information used
 
for preliminary resource valuation
 
and to estimate our
 
proven and probable coal
 
reserves was
based on
 
prices under
 
our existing
 
contracts and
 
price forecasts.
 
Below is
 
a description
 
of some
 
of the
 
factors that
 
could
affect price forecasts
 
for Met
 
and thermal
 
coal products
 
on a
 
mine-by-mine and
 
product-by-product basis.
 
Differences between
the assumptions and analyses included
 
in the price forecasts
 
and realized factors could cause
 
actual pricing to differ from
 
the
forecasts.
Metallurgical.
 
Several
 
factors
 
can
 
influence
 
Met
 
coal
 
supply
 
and
 
demand
 
and
 
pricing.
 
Demand
 
is
 
impacted
 
by
 
economic
conditions and demand for steel
 
and is also impacted by competing
 
technologies used to make steel, some
 
of which do not
use coal as a
 
manufacturing input. Competition
 
from other types
 
of coal is
 
also a key price
 
consideration and can be
 
impacted
by coal quality and characteristics, delivered
 
energy cost (including transportation costs), customer service
 
and support and
reliability of supply.
Seaborne Met
 
coal import
 
demand can
 
be significantly
 
impacted by
 
the availability
 
of local
 
coal production,
 
particularly in
leading Met coal
 
import countries such
 
as China and
 
India, among others,
 
as well as
 
country-specific policies
 
restricting or
promoting
 
domestic supply.
 
The competitiveness
 
of seaborne
 
Met coal
 
supply
 
from
 
leading Met
 
coal
 
exporting countries,
such as Australia, the United States, Russia, Canada and Mongolia, among others, is also an important price consideration.
In
 
addition
 
to
 
the
 
factors
 
noted
 
above,
 
the
 
prices
 
which
 
may
 
be
 
obtained
 
at
 
each
 
individual
 
mine
 
or
 
future
 
mine
 
can
 
be
impacted by factors such as (i) the
 
mine’s location, which impacts the total delivered
 
energy costs to its customers, (ii)
 
quality
characteristics, particularly
 
if they
 
are unique
 
relative to
 
competing mines,
 
(iii) assumed
 
transportation costs
 
and (iv)
 
other
mine costs that are contractually passed on to customers in certain commercial relationships.
Thermal.
 
Several factors
 
can influence
 
thermal coal
 
supply and
 
demand and
 
pricing. Demand
 
is sensitive
 
to total
 
electric
power generation volumes, which are determined in part by the impact of weather on heating and cooling demand, inter-fuel
competition in the electric power generation mix, changes in capacity (additions and retirements), inter-basin or inter-country
coal
 
competition,
 
coal
 
stockpiles
 
and
 
policy
 
and
 
regulations.
 
Supply
 
considerations
 
impacting
 
pricing
 
include
 
reserve
positions, mining methods, strip ratios, production costs
 
and capacity and the cost of new
 
supply (new mine developments or
extensions at existing mines).
The cost information that the QPs used for preliminary resource valuation and to estimate our proven and probable reserves
were
 
generally
 
internal
 
projected
 
future
 
costs
 
based
 
on
 
historical
 
costs
 
and
 
expected
 
future
 
trends.
 
The
 
estimated
 
costs
normally include
 
mining, processing,
 
transportation, royalty,
 
tax and
 
other mining-related
 
costs. Our
 
estimated mining
 
and
processing costs reflect projected changes in prices of
 
consumable commodities (mainly diesel fuel, natural gas, explosives
and steel), labor costs, geological
 
and mining conditions, targeted
 
product qualities and other
 
mining-related costs. Estimates
for other sales-related
 
costs (mainly transportation,
 
royalty and tax)
 
are based on
 
contractual prices
 
or fixed rates.
 
Specific
factors that may impact the cost at our various operations include:
Geological settings.
 
The geological
 
characteristics of
 
each mine
 
are among
 
the most
 
important factors
 
that determine
the mining cost. Our geology department conducts
 
the exploration program and provides geological models for
 
the
life-of-mine process. Coal seam depth, thickness, dipping angle, partings and quality constrain the available mining
methods and
 
size of
 
operations. Shallow
 
coal is
 
typically mined
 
by surface
 
mining methods
 
by which
 
the primary
cost is overburden removal.
 
Deep coal is typically mined
 
by underground mining methods where
 
the primary costs
include coal extraction, conveyance and roof control.
Scale of operations
 
and the equipment
 
sizes.
 
For surface mines,
 
our dragline systems
 
generally have a
 
lower unit
cost
 
than
 
truck-and-shovel
 
systems
 
for
 
overburden
 
removal.
 
The
 
longwall
 
operations
 
generally
 
are
 
more
 
cost
effective than bord-and-pillar operations for underground mines.
Commodity
 
prices.
 
For surface
 
mines, the
 
costs of
 
diesel fuel
 
and explosives
 
are major
 
components
 
of the
 
total
mining cost.
 
For underground
 
mines, the
 
steel used
 
for roof
 
bolts represents
 
a significant
 
cost. Commodity
 
price
forecasts are used to project those costs in the financial models we use to establish our reserves.
Target
 
product
 
quality.
 
By
 
targeting
 
a
 
premium
 
quality,
 
product,
 
our
 
mining
 
and
 
processing
 
processes
 
may
experience more coal
 
losses. By lowering product
 
quality,
 
the coal losses
 
can be minimized
 
and therefore a
 
lower
cost per
 
Mt can
 
be achieved.
 
In our
 
mine plans,
 
the product
 
qualities are
 
estimated to
 
correspond to
 
existing contracts
and forecasted market demands.
Transportation
 
costs.
 
We
 
have
 
entered
 
into
 
arrangements
 
with
 
third
 
parties
 
to
 
gain
 
access
 
to
 
transportation
infrastructure and
 
services where required,
 
including rail carriers
 
and port owners.
 
Where coal is
 
exported or sold
other than at the mine gate,
 
the costs associated with these
 
arrangements represent a significant portion of
 
both the
total cost
 
of supplying
 
coal to
 
customers and
 
of our
 
production costs.
 
As a
 
result, the
 
cost of
 
transportation is
 
not
only a key factor in our cost base but also in the purchasing decision of customers.
 
Our transportation costs vary by
region. See Item 1. “Business—Transportation”
 
for more information regarding transportation arrangements for
 
our
operations.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
95
Royalty costs.
 
As conditions to certain of the Tenements, Curragh is subject to royalties payable to the Queensland
government
 
as
 
described
 
in
 
Item
 
1.
 
“Business—Regulatory
 
Matters—Australia—Mineral
 
Resources
 
Act
 
1989
(Qld)”).
 
These
 
royalties
 
are
 
in
 
addition
 
to
 
the
 
Stanwell
 
rebate,
 
as
 
described
 
in
 
Item
 
1.
 
“Business—Customers—
Australia
 
Sales
 
and
 
Marketing—Stanwell.”
 
Royalty
 
costs
 
at
 
our
 
U.S.
 
Operations
 
are
 
based
 
upon
 
contractual
agreements for the coal leased from private owners and vary
 
from property to property and by the type of
 
mine (i.e.,
surface or underground). The
 
royalty rates under leases
 
at our U.S. Operations
 
range between 3% -
 
9% of revenues
from coal
 
sales. Under
 
some of
 
the leases,
 
we are
 
required to
 
pay minimum
 
royalties, regardless
 
of
 
production,
and/or
 
“wheelage
 
fees”
 
(i.e., fees
 
payable
 
on
 
coal
 
mined
 
and
 
removed
 
from
 
properties
 
other
 
than
 
the
 
particular
leasehold and hauled across the leasehold premises).
Black lung, severance and reclamation taxes.
 
Our U.S. Operations are subject to a federal black lung excise tax on
coal sold domestically.
Exchange rates.
 
Costs related
 
to our
 
Australian Operations
 
are predominantly
 
denominated in
 
A$, while
 
the coal
that our Australian Operations export is sold in
 
US$. As a result, A$-US$ exchange rates
 
impact the U.S. dollar cost
of our Australian Operations’ production.
For
 
further
 
discussion
 
of
 
comprehensive
 
risk
 
inherent
 
in
 
the
 
estimation,
 
see
 
Item
 
1A.
 
“Risk
 
Factors—Operational
 
and
Technology
 
Risks—We rely on
 
estimates of our
 
recoverable resources and
 
reserves, which are
 
complex due to
 
geological
characteristics of the properties and the number of assumptions made.”
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
96
ITEM 3.
 
LEGAL PROCEEDINGS.
We are
 
involved in
 
various
 
legal proceedings
 
occurring
 
in the
 
ordinary course
 
of business.
 
It is
 
the opinion
 
of
management, after consultation
 
with legal counsel,
 
that these matters
 
will not materially
 
affect our consolidated
financial position, results of operations or cash flows.
The Company is subject to a wide
 
variety of laws and regulations within the legal jurisdiction in
 
which it operates.
See “Part I, Item 1. Business—Regulatory Matters”
 
for additional information. The Company believes that
 
it is in
substantial compliance with federal, state and local laws
 
and regulations.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
97
ITEM 4. MINE SAFETY DISCLOSURES
Safety is the cornerstone of the Company’s values and is the number one priority
 
for all employees at Coronado
Global Resources.
 
Our U.S. Operations
 
include multiple mining
 
complexes across
 
three states and
 
are regulated by
 
both the U.S.
Mine Safety
 
and Health
 
Administration, or
 
MSHA, and
 
state regulatory
 
agencies. Under
 
regulations mandated
by the Federal Mine Safety and Health Act of 1977, or the Mine Act, MSHA inspects our U.S. mines on a regular
basis and issues various citations and orders when it believes
 
a violation has occurred under the Mine Act.
In accordance
 
with
 
Section
 
1503(a) of
 
the Dodd-Frank
 
Wall
 
Street Reform
 
and
 
Consumer Protection
 
Act and
Item 104 of Regulation S-K (17 CFR 229.104), each operator of a coal or other mine is required to report certain
mine safety results in its periodic reports filed with the SEC
 
under the Exchange Act.
Information pertaining to mine safety
 
matters is included in Exhibit
 
95.1 attached to this Annual
 
Report on Form
10-K. The disclosures reflect the
 
United States mining operations only, as these requirements do
 
not apply to our
mines operated outside the United States.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
98
ITEM 5.
 
MARKET FOR REGISTRANT’S COMMON EQUITY,
 
RELATED
 
STOCKHOLDER MATTERS
 
AND
ISSUER PURCHASES OF EQUITY SECURITIES.
Market Information
Our CDIs, each
 
representing one-tenth
 
of one share
 
of our common
 
stock, have
 
been listed on
 
the ASX under
the
 
trading
 
symbol
 
“CRN”
 
since
 
October 23,
 
2018.
 
Prior
 
to
 
such
 
time,
 
there
 
was
 
no
 
public
 
market
 
for
 
our
securities. There is no principal market in the United States
 
for our CDIs or shares of our common stock.
Holders
As of December 31, 2022, we had 167,645,373
 
shares of our common stock issued
 
and outstanding with 7,513
holders of record.
 
The holders included CHESS
 
Depositary Nominees Pty Limited,
 
which held 90,337,270 shares
of our common stock in the form of
 
CDIs on behalf of the CDI holders; there were 7,512 registered owners
 
of our
CDIs on December 31, 2022.
Series A Preferred Share
On September
 
20, 2018,
 
we issued
 
the Series
 
A Preferred
 
Share to
 
Coronado
 
Group LLC,
 
at par
 
value.
 
The
offer, sale, and issuance of the Series A Share were deemed to be exempt from registration under
 
the Securities
Act in reliance on Section
 
4(a)(2) of the Securities Act as
 
transactions by an issuer not involving
 
a public offering.
The recipient of the Series A Share acquired the Series A Share for investment only and not with a view to or for
sale in connection with any distribution thereof and appropriate
 
legends were affixed to the Series A Share.
Dividends
The
 
payment
 
of
 
dividends
 
is
 
at
 
the
 
discretion
 
of
 
the
 
Board
 
of
 
Directors.
 
The
 
decision
 
as
 
to
 
whether
 
or
 
not
 
a
dividend will be
 
paid will
 
be subject to
 
a number of
 
considerations including
 
the general
 
business environment,
operating
 
results,
 
cash
 
flows,
 
future
 
capital
 
requirements,
 
regulatory
 
and
 
contractual
 
restrictions,
 
as
 
well
 
as
applicable
 
covenants
 
under
 
the
 
indenture
 
governing
 
our
 
senior
 
secured
 
notes
 
and
 
covenants
 
under
 
the
 
ABL
Facility and any other factors the Board of Directors may
 
consider relevant.
 
Our objective in setting our dividend policy is to deliver
 
stockholder returns while maintaining flexibility to pursue
our strategic
 
initiatives within
 
a prudent
 
capital structure.
 
Our dividend
 
policy is
 
to distribute
 
between 60%
 
and
100%
 
of
 
available
 
free
 
cash.
 
Available
 
free
 
cash
 
is
 
defined
 
as
 
net
 
cash
 
from
 
operating
 
activities
 
less
 
capital
expenditure, acquisition expenditure,
 
amounts reserved for
 
capital expenditure and
 
acquisition expenditure and
amounts required for
 
debt servicing. In
 
circumstances where there is
 
surplus available free cash,
 
at the discretion
of
 
our
 
Board
 
of
 
Directors
 
and
 
in
 
light
 
of
 
business
 
and
 
market
 
conditions,
 
we
 
may
 
consider
 
the
 
potential
 
for
additional
 
stockholder
 
returns
 
through
 
special
 
dividends
 
and
 
share
 
buy-backs
 
as
 
part
 
of
 
its
 
broader
 
capital
management strategy.
Summary Description of the Company’s
 
Non-Stockholder Approved Equity Compensation
 
Plans
The Company does not have any non-stockholder approved
 
equity compensation plans.
Recent Sales of Unregistered Securities
Other than as previously
 
disclosed in a Quarterly
 
Report on Form 10-Q
 
or in a Current
 
Report on Form 8-K,
 
we
did not issue
 
any shares of
 
our common stock
 
in a transaction
 
that was
 
not registered under
 
the Securities Act
during the year ended December 31, 2022.
Purchases of Equity Securities by the Issuer and
 
Affiliated Purchases
We had no repurchases of equity securities for the
 
three months ended December 31, 2022.
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
99
ITEM 6.
 
[Reserved]
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
100
ITEM 7.
 
MANAGEMENT’S DISCUSSION
 
AND ANALYSIS
 
OF FINANCIAL
 
CONDITION AND
 
RESULTS
 
OF
OPERATIONS
The following
 
Management’s Discussion
 
and Analysis
 
of our Financial
 
Condition and
 
Results of
 
Operations, or
MD&A, should be read in conjunction with the Consolidated Financial Statements and the related notes to those
statements included elsewhere in this Annual Report on Form
 
10-K.
 
Overview
For the year ended December 31,
 
2022, we produced 16.0
MMt and sold 16.4 MMt of
 
coal. Met coal and thermal
coal sales
 
represented
 
77.2%
 
and 22.8%,
 
respectively,
 
of our
 
total volume
 
of coal
 
sold and
 
95.3% and
 
4.7%,
respectively, of total
 
coal revenues.
 
During the year
 
ended December 31,
 
2022, seaborne index
 
prices reached record
 
highs globally,
 
driven by the
continued impact
 
of the
 
Russian invasion
 
of Ukraine,
 
which removed
 
Russian Met
 
coal from
 
key markets,
 
Met
coal crossover trades
 
into thermal market
 
due to
 
elevated demand for
 
thermal coal and
 
supply constraints caused
by wet weather and logistical issues.
Coronado has
 
continued to
 
take advantage
 
of its
 
unique geographical
 
diversification as
 
a Met
 
coal supplier
 
of
scale to meet the requirements of steel customers across the globe. Our U.S. Operations have taken advantage
of current unique market fundamentals created
 
by the trade restrictions on Russian coal
 
by switching coal sales
from
 
China
 
to
 
Europe
 
providing
 
higher
 
returns
 
for
 
our
 
products.
 
In
 
addition
 
to
 
geographical
 
diversification,
Coronado is well
 
positioned to take
 
advantage of price
 
arbitrage between the
 
Thermal and Met
 
coal markets to
maximize price realizations.
Our results
 
of operations
 
for the
 
year ended
 
December 31,
 
2022 benefited
 
from higher
 
averaged realized
 
Met
price per Mt sold,
 
partially offset by (1) significant unprecedented
 
wet weather events impacting production at
 
our
Australian
 
Operations,
 
(2)
 
inflationary
 
pressure,
 
including
 
the
 
higher
 
cost
 
of
 
fuel
 
and
 
labor
 
costs,
 
(3)
 
adverse
geological
 
conditions
 
and
 
weather
 
events
 
at
 
our
 
U.S.
 
Operations
 
resulting
 
in
 
lower
 
production
 
and
 
higher
equipment
 
maintenance
 
costs,
 
(4)
 
additional
 
fleets
 
mobilized
 
at
 
our
 
Australian
 
Operations
 
to
 
improve
 
coal
recovery and (5) higher sales related costs (Stanwell rebate,
 
royalties and freight costs).
 
Coal revenues of $3.5
billion
for the year ended December 31, 2022, increased by 67.3% compared to the same
period in 2021, was largely driven by higher
 
market price of coal resulting in increased
 
average realized Met coal
pricing of $265.8 per Mt sold,
 
$127.8 per Mt sold higher than 2021. Sales
 
volumes were lower for the year ended
December
 
31,
 
2022,
 
compared
 
to
 
2021
 
primarily
 
due
 
to
 
lower
 
production
 
caused
 
by
 
significant
 
wet
 
weather
events at our Australian Operations and adverse geological
 
conditions at our U.S. Operations.
 
Operating costs for the year
 
ended December 31, 2022,
 
were $680.5 million, or
 
41.6%, higher compared to
 
the
corresponding
 
period
 
in
 
2021
 
driven
 
by
 
inflationary
 
pressures
 
on
 
labor
 
and
 
supply
 
costs,
 
adverse
 
geological
conditions
 
in
 
certain
 
mines
 
of
 
our
 
U.S.
 
Operations,
 
additional
 
contractor
 
fleets
 
deployed
 
at
 
our
 
Australian
Operations to accelerate
 
overburden removal and
 
increase coal availability, higher maintenance
 
costs and higher
sales related costs, resulting in mining costs of $88.4 per Mt sold for the year ended December 31, 2022, 34.5%
higher than 2021.
Dividends
During the year ended December 31, 2022, Coronado
 
paid total dividends of $700.2 million to stockholders
 
and
CDI holders on
 
the ASX, net
 
of $1.4 million
 
foreign exchange gain on
 
payment of dividends
 
to certain CDI
 
holders
that elected to be paid in Australian dollars.
Liquidity
As
 
of
 
December
 
31,
 
2022,
 
the
 
Company’s
 
net
 
cash
 
position
 
was
 
$92.1
 
million,
 
consisting
 
of
 
cash
 
(excluding
restricted cash) of $334.4 million and $242.3 million aggregate principal amount of Notes outstanding. Coronado
had available
 
liquidity of
 
$434.4 million
 
as of
 
December 31,
 
2022, comprising
 
cash (excluding
 
restricted cash)
and undrawn available borrowings $100.0 million under our ABL facility.
Notes redemption
During the year ended December 31, 2022, we redeemed $72.7 million
 
of the Notes,
 
$37.7 million of which were
in relation to offers made in connection with dividends
 
paid during the period.
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
101
Safety
For
 
our
 
Australian
 
Operations,
 
the
 
twelve-month
 
rolling
 
average
 
Total
 
Reportable
 
Injury
 
Frequency
 
Rate
 
at
December 31, 2022
 
was 3.92 compared
 
to 3.07
 
at the end
 
of December
 
31, 2021. At
 
our U.S. Operations,
 
the
twelve-month rolling average Total
 
Reportable Incident Rate, at December 31, 2022 was 2.42 compared to 2.51
at the
 
end of
 
December 31, 2021.
 
Reportable rates for
 
our Australian Operations
 
and U.S.
 
Operations were below
the relevant industry benchmarks.
The safety of our workforce is
 
our number one priority and we
 
remain focused on the safety and
 
wellbeing of all
employees and contracting parties.
Segment Reporting
In accordance with
 
Accounting Standards Codification,
 
or ASC, 280,
 
Segment Reporting, we
 
have adopted the
following reporting
 
segments: Australia and
 
the United
 
States. In
 
addition, “Other and
 
Corporate” is
 
not a
 
reporting
segment but is disclosed for the purposes of reconciliation
 
to our Consolidated Financial Statements.
Results of Operations
How We Evaluate Our Operations
We
 
evaluate
 
our
 
operations
 
based
 
on
 
the
 
volume
 
of
 
coal
 
we
 
can
 
safely
 
produce
 
and
 
sell
 
in
 
compliance
 
with
regulatory
 
standards,
 
and
 
the
 
prices
 
we
 
receive
 
for
 
our
 
coal.
 
Our
 
sales
 
volume
 
and
 
sales
 
prices
 
are
 
largely
dependent upon
 
the terms
 
of our
 
coal sales
 
contracts, for
 
which prices
 
generally are
 
set based
 
on daily
 
index
averages, on a quarterly basis or on annual fixed price
 
contracts.
Our management
 
uses a
 
variety of
 
financial and
 
operating metrics
 
to analyze
 
our performance.
 
These metrics
are significant factors
 
in assessing our
 
operating results
 
and profitability.
 
These financial
 
and operating metrics
include: (i) safety and environmental metrics; (ii) Adjusted EBITDA; (iii) total sales volumes and average realized
price
 
per
 
Mt
 
sold,
 
which
 
we
 
define
 
as
 
total
 
coal
 
revenues
 
divided
 
by
 
total
 
sales
 
volume;
 
(iv)
 
Met
 
coal
 
sales
volumes and average realized Met price per
 
Mt sold, which we define as Met coal
 
revenues divided by Met coal
sales volume; (v)
 
average segment mining
 
costs per Mt sold,
 
which we define
 
as mining costs
 
divided by sales
volumes (excluding
 
non-produced coal)
 
for the
 
respective segment;
 
and (vi)
 
average segment
 
operating costs
per Mt sold, which we define as segment operating costs
 
divided by sales volumes for the respective segment.
Coal revenues are shown on our Consolidated Statements of Operations
 
and Comprehensive Income exclusive
of other
 
revenues. Generally,
 
export sale
 
contracts for
 
our Australian
 
Operations require
 
us to
 
bear the
 
cost of
freight
 
from
 
our
 
mines
 
to
 
the
 
applicable
 
outbound
 
shipping
 
port,
 
while
 
freight
 
costs
 
from
 
the
 
port
 
to
 
the
 
end
destination are
 
typically borne by
 
the customer. Sales to
 
the export market
 
from our U.S.
 
Operations are generally
recognized when the title to the coal passes to the customer at the mine load out similar to a domestic sale.
 
For
our domestic sales, customers typically bear the cost of freight. As such, freight expenses are excluded from the
cost of coal revenues to allow for consistency and comparability
 
in evaluating our operating performance.
Non-GAAP Financial Measures; Other Measures
The following discussion of
 
our results includes
 
references to and analysis
 
of Adjusted EBITDA and
 
mining costs,
which
 
are
 
financial
 
measures
 
not
 
recognized
 
in
 
accordance
 
with
 
U.S.
 
GAAP.
 
Non-GAAP
 
financial
 
measures,
including Adjusted EBITDA, are used by investors to
 
measure our operating performance.
Adjusted EBITDA, a non-GAAP measure, is defined as earnings before interest, tax, depreciation, depletion and
amortization
 
and
 
other
 
foreign
 
exchange
 
losses.
 
Adjusted
 
EBITDA
 
is
 
also
 
adjusted
 
for
 
certain
 
discrete
 
non-
recurring items that we exclude in
 
analyzing each of our segments’
 
operating performance. Adjusted EBITDA
 
is
not intended to
 
serve as an
 
alternative to U.S. GAAP
 
measures of performance
 
and may not
 
be comparable to
similarly titled measures presented by
 
other companies. A reconciliation
 
of Adjusted EBITDA to its
 
most directly
comparable measure under U.S. GAAP is included below.
 
Segment
 
Adjusted
 
EBITDA
 
is
 
defined
 
as
 
Adjusted
 
EBITDA
 
by
 
operating
 
and
 
reporting
 
segment,
 
adjusted
 
for
certain
 
transactions,
 
eliminations
 
or
 
adjustments
 
that
 
our
 
CODM
 
does
 
not
 
consider
 
for
 
making
 
decisions
 
to
allocate resources among segments or assessing segment performance.
 
Segment Adjusted EBITDA is used as
a
 
supplemental
 
financial
 
measure
 
by
 
management
 
and
 
by
 
external
 
users
 
of
 
our
 
Consolidated
 
Financial
Statements such
 
as investors,
 
industry analysts
 
and lenders
 
to assess
 
the operating
 
performance of
 
the business.
Mining costs,
 
a non-GAAP
 
measure, are
 
based on
 
the reported
 
cost of
 
coal revenues,
 
which is
 
shown on
 
our
statement of
 
operations and comprehensive
 
income exclusive of
 
freight expense, Stanwell
 
rebate, other royalties,
depreciation,
 
depletion
 
and
 
amortization
 
and
 
selling,
 
general
 
and
 
administrative
 
expenses,
 
adjusted
 
for
 
other
items that do not relate
 
directly to the costs incurred
 
to produce coal at the mine.
 
Mining costs exclude these cost
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
102
components as
 
our CODM
 
does not
 
view these
 
costs as
 
directly attributable
 
to the
 
production of
 
coal. Mining
costs
 
is
 
used
 
as
 
a
 
supplemental
 
financial
 
measure
 
by
 
management,
 
providing
 
an
 
accurate
 
view
 
of
 
the
 
costs
directly attributable to the production
 
of coal at our mining
 
segments, and by external
 
users of our Consolidated
Financial Statements,
 
such as
 
investors, industry
 
analysts and
 
ratings agencies,
 
to assess
 
our mine
 
operating
performance in comparison to the mine operating performance
 
of other companies in the coal industry.
Year Ended December 31,
 
2022 Compared to Year
 
Ended December 31, 2021
Summary
The financial and operational highlights for the year ended December
 
31, 2022:
 
Net income
 
increased by
 
$582.3 million,
 
from a
 
net income
 
of $189.4
 
million for
 
the year
 
ended December
31, 2021,
 
to a
 
net income
 
of $771.7
 
million for
 
the year
 
ended December
 
31, 2022.
 
The increase
 
was
driven by higher revenues, partially offset by higher
 
operating costs and higher income tax expense.
 
Supply concerns
 
in key
 
Met coal markets
 
driven by wet
 
weather,
 
logistic issues,
 
the ongoing
 
impact of
the Russia and Ukraine
 
war on global coal
 
supply chain and Met
 
coal crossover trades into
 
the thermal
market caused considerable
 
volatility in coal pricing,
 
resulting in average
 
realized Met price
 
per Mt sold
of $265.8 for the year ended December
 
31, 2022, 92.6% higher
compared to $138.0 per Mt sold for
 
the
year ended December 31, 2021.
 
Total sales volume was 16.4 MMt for the
 
year ended December 31, 2022,
 
or 1.5 MMt lower
 
than the year
ended December
 
31, 2021.
 
The lower
 
sales volumes
 
were primarily
 
driven by
 
significant wet
 
weather
events
 
at
 
our
 
Australian
 
Operations
 
and
 
adverse
 
geological
 
and
 
weather
 
events
 
at
 
one
 
of
 
our
 
mine
complexes at our U.S. Operations.
 
Adjusted EBITDA for the year
 
ended December 31, 2022, totaled
 
$1,215.6 million, an increase of
 
$729.5
million, from Adjusted EBITDA of $486.1 million for
 
the year ended December 31, 2021, driven by
 
higher
coal revenues partially offset by higher operating
 
costs.
 
Cash
 
provided
 
by
 
operating
 
activities
 
was
 
$926.6 million
 
for
 
the
 
year
 
ended
 
December
 
31,
 
2022,
 
an
increase of $484.6 million
 
compared to $442.0 million for the year ended
 
December 31, 2021.
 
As of December
 
31, 2022 the
 
Company had total
 
available liquidity of
 
$434.4 million, consisting
 
of $334.4
million of cash (excluding restricted cash) and $100.0 million
 
of availability under the ABL Facility.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
103
For Year Ended December 31,
(US$ in thousands)
2022
2021
Change
%
Revenues:
Coal revenues
3,527,626
2,108,331
1,419,295
67.3%
Other revenues
43,916
40,140
3,776
9.4%
Total
 
revenues
3,571,542
2,148,471
1,423,071
66.2%
Costs and expenses:
Cost of coal revenues (exclusive of items shown
separately below)
1,515,585
1,195,250
320,335
26.8%
Depreciation, depletion and amortization
167,046
177,875
(10,829)
(6.1%)
Freight expenses
249,081
241,862
7,219
3.0%
Stanwell rebate
165,995
55,403
110,592
199.6%
Other royalties
385,065
142,751
242,314
169.7%
Selling, general, and administrative expenses
42,499
30,666
11,833
38.6%
Restructuring costs
2,300
(2,300)
(100.0%)
Total
 
costs and expenses
2,525,271
1,846,107
679,164
36.8%
Other income (expenses):
Interest expense, net
(67,632)
(68,062)
430
(0.6%)
Loss on debt extinguishment
(5,336)
(8,477)
3,141
(37.1%)
(Increase) decrease in provision for discounting and
credit losses
(3,821)
8,042
(11,863)
(147.5%)
Gain on disposal of asset
14,845
(14,845)
(100.0%)
Other, net
33,795
(6,187)
39,982
(646.2%)
Total
 
other expense, net
(42,994)
(59,839)
16,845
(28.2%)
Income before tax
1,003,277
242,525
760,752
313.7%
Income tax expense
(231,574)
(53,102)
(178,472)
336.1%
Net income
771,703
189,423
582,280
307.4%
Less: Net loss attributable to noncontrolling interest
(2)
2
(100.0%)
Net income attributable to Coronado Global
Resources Inc.
771,703
189,425
582,278
307.4%
Coal revenues
Coal revenues
 
were $3,527.6
 
million
 
for the
 
year
 
ended December
 
31, 2022,
 
an
 
increase of
 
$1,419.3
 
million,
compared
 
to
 
$2,108.3 million
 
for
 
the
 
year
 
ended
 
December
 
31,
 
2021.
 
This
 
increase
 
was
 
driven
 
by
 
favorable
market conditions and higher coal
 
price indices, which resulted in
 
a higher average realized Met
 
price per Mt sold
for the year ended December
 
31, 2022 of $265.8, compared
 
to $138.0 per Mt sold
 
for the same period in
 
2021.
 
This increase was
 
partially offset by 1.8
 
MMt lower Met
 
coal sales volume
 
compared to the
 
year ended December
31,2021, primarily a result of above average rainfall impacting
 
production at our Australian Operations.
Cost of coal revenues (exclusive of Items shown
 
separately below)
Cost of
 
coal revenues is
 
comprised of
 
costs related to
 
produced tons sold,
 
along with
 
changes in
 
both the
 
volumes
and carrying values of coal inventory.
 
Cost of coal revenues include items
 
such as direct operating costs, which
include employee-related costs, materials and supplies, contractor services, coal handling and preparation costs
and production taxes.
Total
 
cost of coal revenues
 
was $1,515.6 million for
 
the year ended December
 
31, 2022, an
 
increase of $320.3
million, or
 
26.8%, compared
 
to $1,195.3
 
million for
 
the year
 
ended December
 
31, 2021.
 
Cost of
 
coal revenues
for our U.S.
 
Operations increased $171.3 million during the
 
year ended December 31, 2022,
 
driven by the impact
of
 
inflation
 
on
 
labor
 
and
 
supply
 
costs,
 
adverse
 
geological
 
conditions
 
in
 
certain
 
mines
 
of
 
our
 
U.S.
 
Operations
resulting
 
in
 
unplanned
 
maintenance
 
costs,
 
and
 
increased
 
purchased
 
coal
 
transactions
 
to
 
meet
 
certain
 
sales
commitments.
 
Cost
 
of
 
coal
 
revenues
 
for
 
our
 
Australian
 
Operations
 
for
 
the
 
year
 
ended
 
December
 
31,
 
2022
increased $149.1 million, largely due to additional fleets mobilized
 
to accelerate overburden removal, inflationary
pressure on fuel pricing and labor costs and increased purchased coal transactions to meet sales commitments.
Higher costs
 
were partially
 
offset by
 
a favorable
 
average foreign
 
exchange rate
 
on translation
 
of the Australian
Operations for
 
the year
 
ended December
 
31, 2022,
 
of A$/US$:
 
0.70 compared
 
to 0.75
 
for the
 
same period
 
in
2021.
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
104
Depreciation, depletion and amortization
Depreciation, depletion and amortization were $167.0 million for
 
the year ended December 31, 2022,
 
a decrease
of
 
$10.8 million,
 
compared
 
to
 
$177.9
 
million
 
for
 
the
 
year
 
ended
 
December
 
31,
 
2021.
 
The
 
decrease
 
was
associated with a
 
favorable average foreign
 
exchange rate on
 
translation of the
 
Australian Operations,
 
partially
offset by depreciation on equipment brought into
 
service during the year ended December 31, 2022.
Freight expenses
Freight expenses of $249.1 million for the year
 
ended December 31, 2022, increased by
 
$7.2 million, compared
to $241.9
 
million for
 
the year
 
ended December
 
31, 2021.
 
Our U.S.
 
Operations contributed
 
$15.9 million
 
to the
increase, due to certain contracts for which we arrange and pay for transportation to port that did not exist to the
same extent in 2022
 
combined with higher rail freight
 
rates due the impact of
 
inflationary pressures in the market,
partially offset by the
 
benefits of lower
 
average foreign exchange
 
rate on translation
 
of freight cost
 
from Australian
Operations.
Stanwell rebate
The Stanwell
 
rebate was
 
$166.0 million
 
for the
 
year ended
 
December 31,
 
2022, an
 
increase of
 
$110.6 million,
compared to
 
$55.4 million
 
for the
 
year
 
ended December
 
31, 2021.
 
The increase
 
was largely
 
driven by
 
higher
realized
 
export
 
reference
 
coal
 
pricing
 
for
 
the
 
prior
 
twelve-month
 
period
 
used
 
to
 
calculate
 
the
 
rebate,
 
partially
offset by the favorable average foreign exchange
 
rate on translation of the Australian Operations.
Other royalties
Other
 
royalties
 
were
 
$385.1 million
 
for
 
the
 
year
 
ended
 
December
 
31,
 
2022,
 
an
 
increase
 
of
 
$242.3 million,
 
as
compared to
 
$142.8 million
 
for the
 
year ended
 
December 31,
 
2021.
 
Higher royalties
 
were a
 
product of
 
higher
average
 
realized
 
export
 
pricing
 
and
 
the
 
adverse
 
impact
 
of
 
the
 
new
 
Queensland
 
Government
 
royalty
 
regime
applicable from July 1, 2022 to our Australian Operations.
Other, net
Other,
 
net
 
was
 
a
 
gain
 
of
 
$33.8
 
million
 
in
 
the
 
year
 
ended
 
December
 
31,
 
2022,
 
an
 
increase
 
of
 
$40.0
 
million
compared to
 
a net
 
loss of
 
$6.2 million
 
for the
 
year ended
 
December 31,
 
2021. The
 
increase largely
 
relates to
foreign exchange gains
 
recognized in the
 
translation of short-term
 
inter-entity balances in
 
certain entities within
the
 
Group
 
that
 
are
 
denominated
 
in
 
currencies
 
other
 
than
 
their
 
respective
 
functional
 
currencies
 
due
 
to
 
the
favorable average foreign exchange rate on translation.
Income tax expense
Income tax
 
expense of
 
$231.6 million
 
for the
 
year ended
 
December 31,
 
2022, increased
 
by $178.5
 
million, as
compared to $53.1 million for the year ended December
 
31, 2021.
The income tax expense
 
for the year ended
 
December 31, 2022 resulted in
 
an annual effective tax rate
 
of 23.8%,
an increase from 21.9% for the year ended December
 
31, 2021.
Year Ended December 31,
 
2021 Compared to Year
 
Ended December 31, 2020
The Company’s comparison of 2021 results to
 
2020 results is included in the
 
Company’s
, under Part II Item
 
7, “Management’s Discussion and Analysis
of Financial Condition and Results of Operations”.
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
105
Supplemental Segment Financial Data
Year Ended December 31,
 
2022 Compared to Year
 
Ended December 31, 2021
Australian Operations
For Year Ended December 31,
(US$ in thousands)
2022
2021
Change
%
Sales Volume (MMt)
10.0
11.3
(1.3)
(12.1)%
Total
 
revenues ($)
2,116,555
1,315,851
800,704
60.9%
Coal revenues ($)
2,078,518
1,279,736
798,782
62.4%
Average realized price per Mt sold ($/Mt)
208.9
113.1
95.8
84.7%
Met sales volume (MMt)
6.5
8.2
(1.7)
(20.7)%
Met coal revenues ($)
1,968,173
1,171,869
796,304
68.0%
Average realized Met price per Mt sold ($/Mt)
303.1
143.1
160.0
111.8%
Mining costs ($)
864,616
736,782
127,834
17.4%
Mining costs per Mt sold ($/Mt)
89.5
67.6
21.9
32.4%
Operating costs ($)
1,575,786
1,111,248
464,538
41.8%
Operating costs per Mt sold ($/Mt)
158.3
98.2
60.1
61.2%
Segment Adjusted EBITDA ($)
541,208
204,992
336,216
164.0%
Coal
 
revenues
 
for
 
Australian
 
Operations
 
for
 
the
 
year
 
ended
 
December
 
31,
 
2022,
 
were
 
$2,078.5 million,
 
an
increase of $798.8 million, or 62.4%, compared
 
to $1,279.7 million for the year
 
ended December 31, 2021. This
increase
 
was
 
driven
 
by
 
higher
 
average
 
realized
 
Met
 
price
 
of
 
$303.1
 
per
 
Mt,
 
an
 
increase
 
of
 
$160.0
 
per
 
Mt,
compared to $143.1 per Mt sold during the same period in 2021. The higher realized price during the period was
primarily driven by disruption in supply dynamics caused by the conflict between
 
Russia and Ukraine, as well as
supply constraints from key Met
 
coal markets due to unseasonal
 
wet weather and logistical issues. Sales
 
volume
of 10.0 MMt was 1.3 MMt lower compared to 11.3
 
MMt for the year ended December 31, 2021, mainly driven by
significant unprecedented wet
 
weather events experienced
 
at the Curragh
 
mine during 2022
 
which significantly
reduced mining activities and coal availability.
Operating costs increased by $464.5 million, or 41.8%, for the year ended December 31, 2022, compared to the
year
 
ended
 
December
 
31,
 
2021.
 
The
 
increase
 
was
 
driven
 
by
 
a
 
higher
 
mining
 
costs,
 
higher
 
Stanwell
 
rebate
(mainly due
 
to higher
 
realized coal
 
pricing) and
 
greater royalties,
 
due to higher
 
coal revenues
 
and the
 
adverse
impact of the amended royalty.
 
Mining costs were $127.8 million, or 17.4%, higher for the year ended December
31, 2022 compared to the same
 
period in 2021, primarily due
 
to inflationary pressures and additional
 
contractor
fleets mobilized
 
during the
 
first half
 
of 2022
 
at our
 
Australian Operations,
 
partially offset
 
by favorable
 
average
foreign exchange on
 
translation of our
 
Australian Operations. Increased
 
costs combined with
 
lower sales
 
volumes
resulted in higher Mining
 
and Operating costs per Mt
 
sold of $89.5 and
 
$158.3, respectively, an increase of $21.9
and $60.1, respectively,
 
compared to the same period in 2021.
For the year
 
ended December 31,
 
2022, Segment
 
Adjusted EBITDA was
 
$541.2 million, an
 
increase of $336.2
million compared
 
to Segment
 
Adjusted EBITDA
 
of $205.0
 
million for
 
the year
 
ended December
 
31, 2021.
 
This
increase was primarily driven by higher coal revenues
 
partially offset by higher operating costs.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
106
United States
For Year Ended December 31,
(US$ in thousands)
2022
2021
Change
%
Sales Volume (MMt)
6.4
6.4
(0.1)%
Total
 
revenues ($)
1,454,987
832,620
622,367
74.7%
Coal revenues ($)
1,449,108
828,595
620,513
74.9%
Average realized price per Mt sold ($/Mt)
225.2
128.6
96.6
75.1%
Met sales volume (MMt)
6.2
6.3
(0.1)
(1.7)%
Met coal revenues ($)
1,394,880
822,000
572,880
69.7%
Average realized Met price per Mt sold ($/Mt)
226.5
131.2
95.3
72.6%
Mining costs ($)
531,812
392,362
139,450
35.5%
Mining costs per Mt sold ($/Mt)
86.5
62.3
24.2
38.9%
Operating costs ($)
739,940
524,018
215,922
41.2%
Operating costs per Mt sold ($/Mt)
115.0
81.3
33.7
41.5%
Segment Adjusted EBITDA ($)
716,661
312,048
404,613
129.7%
Coal revenues increased by $620.5 million, or
 
74.9%, to $1,449,1 million for the
 
year ended December 31, 2022,
as compared
 
to
 
$828.6 million
 
for the
 
year
 
ended December
 
31, 2021.
 
This increase
 
was
 
mainly driven
 
by
 
a
higher average
 
realized
 
Met price
 
per Mt
 
sold for
 
the
 
year ended
 
December 31
 
,
 
2022 of
 
$226.5 compared
 
to
$131.2 per Mt sold for
 
the same period in 2021.
 
Higher average realized Met price benefited
 
from strong demand
and supply shortage
 
in the global
 
seaborne export markets
 
and high demand
 
of U.S.-sourced coal
 
into Europe
due to trade restrictions on Russian coal.
Operating costs
increased by $215.9 million, or 41.2%, to $739.9 million for the year ended December 31, 2022,
compared to
 
operating costs
 
of $524.0
 
million for
 
the year
 
ended December
 
31, 2021
 
driven by
 
higher mining
costs, royalties, freight expenses
 
and increase in purchase
 
d
 
coal to meet sales
 
commitments.
 
Higher operating
costs were largely driven
 
by increase in mining
 
costs of $139.5 million,
 
or 35.5%. compared to
 
the same period
in 2021, as
 
a result
 
of adverse
 
geological conditions
 
causing higher
 
maintenance costs,
 
higher subcontractor’s
costs
 
due to labor shortages and overall inflationary pressures
 
on labor, materials and supplies.
Segment Adjusted EBITDA of $716.7 million for
 
the year ended December 31, 2022 increased by
 
$404.6 million,
or
129.7%, compared to
 
$312.0 million for
 
the year ended
 
December 31,
 
2021. This increase
was primarily driven
by a higher average realized Met price per Mt sold, partially offset
 
by higher operating costs.
Corporate and Other Adjusted EBITDA
The following table presents a summary of the components
 
of Corporate and Other Adjusted EBITDA:
For Year Ended December 31,
(US$ in thousands)
2022
2021
Change
%
Selling, general, and administrative expenses
42,499
30,666
11,833
38.6%
Other, net
(254)
241
(495)
(205.4)%
Total
 
Corporate and Other Adjusted EBITDA
42,245
30,907
11,338
36.7%
Corporate
 
and
 
other
 
costs
 
increased
 
$11.3
 
million
 
to
 
$42.2
 
million
 
for
 
the
 
year
 
ended
 
December
 
31,
 
2022,
compared
 
to
 
$30.9
 
million
 
for
 
the
 
year
 
ended
 
December
 
31,
 
2021.
 
The
 
increase
 
in
 
selling,
 
general,
 
and
administrative
 
expenses
 
was
 
largely
 
driven
 
by
 
inflationary
 
pressures
 
on
 
corporate
 
and
 
labor
 
costs,
 
corporate
activities resuming to pre-COVID-19 pandemic levels and timing
 
or certain corporate costs.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
107
Mining and operating costs for the Year Ended December 31, 2022 compared to Year
 
December 31, 2021
A reconciliation of
 
segment costs and
 
expenses, segment operating
 
costs, and segment
 
mining costs is
 
shown
below:
For Year Ended December 31, 2022
(US$ in thousands)
Australia
United States
Other /
Corporate
Total
Consolidated
Total costs and
 
expenses
1,658,105
823,529
43,637
2,525,271
Less: Selling, general and administrative expense
(24)
(42,475)
(42,499)
Less: Depreciation, depletion and amortization
(82,295)
(83,589)
(1,162)
(167,046)
Total operating costs
1,575,786
739,940
2,315,726
Less: Other royalties
(330,503)
(54,562)
(385,065)
Less: Stanwell rebate
(165,995)
(165,995)
Less: Freight expenses
(153,068)
(96,013)
(249,081)
Less: Other non-mining costs
(61,604)
(57,553)
(119,157)
Total mining costs
864,616
531,812
1,396,428
Sales Volume excluding non-produced
 
coal (MMt)
9.7
6.1
15.8
Mining cost per Mt sold ($/Mt)
89.5
86.5
88.4
For Year Ended December 31, 2021
(US$ in thousands)
Australia
United States
Other /
Corporate
Total
Consolidated
Total costs and
 
expenses
1,202,807
611,611
31,689
1,846,107
Less: Selling, general and administrative expense
(30,666)
(30,666)
Less: Restructuring costs
(2,300)
(2,300)
Less: Depreciation, depletion and amortization
(89,259)
(87,593)
(1,023)
(177,875)
Total operating costs
1,111,248
524,018
1,635,266
Less: Other royalties
(117,001)
(25,750)
(142,751)
Less: Stanwell rebate
(55,403)
(55,403)
Less: Freight expenses
(161,703)
(80,159)
(241,862)
Less: Other non-mining costs
(40,359)
(25,747)
(66,106)
Total mining costs
736,782
392,362
1,129,144
Sales Volume excluding non-produced
 
coal (MMt)
10.9
6.3
17.2
Mining cost per Mt sold ($/Mt)
67.6
62.3
65.7
Average realized Met price for the Year
 
Ended December 31, 2022 compared to Year
 
December 31, 2021
A reconciliation of the Company’s average realized
 
Met coal revenue is shown below:
For Year Ended December 31,
(US$ in thousands)
2022
2021
Change
%
Met sales volume (MMt)
12.7
14.5
(1.8)
(12.4)%
Met coal revenues ($)
3,363,053
1,993,869
1,369,184
68.7%
Average realized met price per Mt sold ($/Mt)
265.8
138.0
127.8
92.6%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
108
Reconciliation of Non-GAAP Financial Measures
Adjusted EBITDA
For year ended December 31,
(US$ in thousands)
2022
2021
2020
Reconciliation to Adjusted EBITDA:
Net income (loss)
771,703
189,423
(226,537)
Add: Depreciation, depletion and amortization
167,046
177,875
191,189
Add: Interest expense, net
67,632
68,062
50,585
Add: Other foreign exchange (gains) losses
(32,259)
7,049
1,175
Add: Loss on debt extinguishment
5,336
8,477
Add: Income tax expense (benefit)
231,574
53,102
(60,016)
Add: Impairment of assets
78,111
Add: Restructuring costs
2,300
Add: Losses on idled assets held for sale
771
2,732
9,994
Add: Gain on disposal of asset held for sale
(14,845)
Add: Increase (decrease) in provision for discounting
and credit losses
3,821
(8,042)
9,298
Adjusted EBITDA
1,215,624
486,133
53,799
Liquidity and Capital Resources
Overview
Our objective is to maintain a prudent capital structure and to ensure that sufficient liquid assets and funding are
available to meet both anticipated and
 
unanticipated financial obligations, including unforeseen events that could
have an
 
adverse impact
 
on revenues
 
or costs.
 
Our principal
 
sources of
 
funds are
 
cash and
 
cash equivalents,
cash flow from operations and availability under the ABL
 
Facility.
Our main uses of cash have historically been, and are expected to continue to be, the funding of our operations,
working capital,
 
capital
 
expenditure,
 
debt
 
service
 
obligations,
 
business
 
or assets
 
acquisitions
 
and
 
payment
 
of
dividends. Based on our outlook for the next
 
twelve months and beyond,
 
which is subject to continually changing
demand from our customers, volatility in
 
coal prices, ongoing interruptions and uncertainties surrounding China’s
import restrictions,
 
such as
 
trade barriers
 
imposed by
 
China on
 
Australian sourced
 
coal and
 
the uncertainty
 
of
impacts from the Russia and Ukraine war
 
on the global supply chain, we believe
 
expected cash generated from
operations together with available borrowing facilities
 
and other strategic and financial
 
initiatives, will be sufficient
to meet
 
the needs
 
of our
 
existing operations,
 
capital expenditure,
 
service our
 
debt obligations
 
and, if
 
declared,
payment of dividends.
Our ability to generate
 
sufficient cash depends
 
on our future performance
 
which may be subject
 
to a number of
factors
 
beyond
 
our
 
control,
 
including
 
general
 
economic,
 
financial
 
and
 
competitive
 
conditions
 
and
 
other
 
risks
described in Part I, Item 1A. “Risk Factors” of this Annual
 
Report on Form 10-K.
Liquidity as of December 31, 2022 and December 31,
 
2021 was as follows:
December 31,
(US$ in thousands)
2022
2021
Cash, excluding restricted cash
334,378
437,679
Availability under ABL Facility
(1)
100,000
100,000
Total
434,378
537,679
(1)
 
The ABL Facility contains a
 
springing fixed charge coverage
 
ratio of not less than 1.00
 
to 1.00, which ratio is tested
 
if availability under the
ABL Facility is less than $17.5 million for five consecutive
 
business days or less than $15.0 million on
 
any business day.
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
109
Our total indebtedness as of December 31, 2022 and
 
December 31, 2021 consisted of the following:
(US$ in thousands)
2022
2021
Interest bearing liabilities, excluding current installments
242,326
315,000
Current installments of other financial liabilities and finance
 
lease obligations
4,585
8,634
Other financial liabilities and finance lease obligations, excluding current
installments
8,336
14,031
Total
255,247
337,665
Liquidity
As
 
of
 
December
 
31,
 
2022,
 
available
 
liquidity
 
was
 
$434.4
 
million,
 
comprising
 
of
 
cash
 
and
 
cash
 
equivalents
(excluding restricted cash) of $334.4 million and $100.0
 
million of available borrowings under our ABL Facility.
Coronado continues to actively
 
review plans for reducing
 
operating, corporate and capital
 
expenditures to ensure
sufficient available liquidity during periods of uncertainty
 
and volatility.
Cash
Cash is held in a
 
multicurrency interest bearing bank accounts available to be
 
used to service the working capital
needs of
 
the Company.
 
Cash balances
 
surplus to
 
immediate working
 
capital requirements
 
is invested
 
in short-
term interest-bearing deposit accounts or used to repay
 
interest bearing liabilities.
Senior Secured Notes
As of December 31, 2022, the outstanding principal amount of our 10.750%
 
Senior Secured Notes due 2026, or
the Notes,
 
was $242.3
million. Interest on
 
the Notes is
 
payable semi-annually in
 
arrears on
 
May 15 and
 
November
15 of each year. The Notes
 
mature on May 15, 2026 and are senior secured obligations
 
of the Company.
The Notes are guaranteed
 
on a senior secured
 
basis by the Company
 
and its wholly-owned
 
subsidiaries (other
than
 
the
 
Issuer)
 
(subject
 
to
 
certain
 
exceptions
 
and
 
permitted
 
liens)
 
and
 
secured
 
by
 
(i)
 
a
 
first-priority
 
lien
 
on
substantially all of the Company’s assets and the assets of the other
 
Guarantors (other than accounts receivable
and other rights to payment,
 
inventory,
 
intercompany indebtedness, certain
 
general intangibles and commercial
tort claims, commodities accounts, deposit accounts, securities accounts and other related assets and proceeds
and
 
products
 
of
 
each
 
of
 
the
 
foregoing,
 
or,
 
collectively,
 
the
 
ABL
 
Collateral),
 
or
 
the
 
Notes
 
Collateral,
 
and
 
(ii)
 
a
second-priority lien on the ABL Collateral, which is
 
junior to a first-priority lien, for the
 
benefit of the lenders under
the ABL Facility.
The terms
 
of the
 
Notes are
 
governed
 
by the
 
indenture.
 
The indenture
 
contains
 
customary
 
covenants
 
for high
yield bonds, including,
 
but not limited
 
to, limitations on
 
investments, liens, indebtedness,
 
asset sales, transactions
with affiliates and restricted payments, including payment
 
of dividends on capital stock.
The Company may
 
redeem some or
 
all of the
 
Notes at the
 
redemption prices and
 
on the terms
 
specified in the
Indenture. In addition, the Company may,
 
from time to time, seek to retire or purchase outstanding
 
debt through
open-market purchases,
 
privately negotiated
 
transactions or
 
otherwise. Such
 
repurchases, if
 
any,
 
will be
 
upon
such terms and at such prices as the Company may determine, and will depend on prevailing market conditions,
liquidity requirements, contractual restrictions and other
 
factors.
As of December 31, 2022, we were in compliance with all applicable
 
covenants under the Indenture.
Partial Redemption of Notes
On November
 
23, 2022,
 
the Company
 
exercised its
 
optional redemption
 
rights and
 
redeemed $35.0
 
million, or
10.0%, of the
 
original aggregate principal amount
 
of its Notes
 
at a redemption
 
price equal to
 
103% of the
 
principal
amount of the Notes, plus accrued and unpaid interest on
 
the Notes to, but not including, the date
 
of redemption.
For
 
the
 
year
 
ended
 
December
 
31,
 
2022,
 
in
 
connection
 
with
 
the
 
dividends
 
paid
 
in
 
the
 
period,
 
we
 
offered
 
to
purchase the
 
Notes pursuant
 
to the
 
terms of
 
the Indenture.
 
In connection
 
with the
 
above offers,
 
we purchased
an
 
aggregate
 
principal
 
amount,
 
for
 
accepted
 
offers,
 
of
 
$37.7
 
million
 
at
 
a
 
price
 
equal
 
to
 
104%
 
of
 
the
 
principal
amount of the Notes, plus accrued and unpaid interest on
 
the Notes to, but not including, the date
 
of redemption.
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
110
ABL Facility
The ABL
 
Facility,
 
dated May
 
12, 2021,
 
is for
 
an aggregate
 
multi-currency
 
lender commitment
 
of up
 
to $100.0
million, including a $30.0 million
 
sublimit for the issuance
 
of letters of credit and
 
$5.0 million for swingline
 
loans,
at any time outstanding, subject to borrowing base availability.
 
The ABL Facility matures on May 12, 2024.
Borrowings under the ABL Facility bear interest at a rate
 
equal to a BBSY rate plus an applicable margin.
As
 
at
 
December
 
31,
 
2022,
 
no
 
amounts
 
were
 
drawn
 
and
 
no
 
letters
 
of
 
credit
 
were
 
outstanding
 
under
 
the
 
ABL
Facility.
As of December 31, 2022, we were in compliance with all applicable
 
covenants under the ABL Facility.
Bank Guarantees and Surety Bonds
We
 
are
 
required
 
to
 
provide
 
financial
 
assurances
 
and
 
securities
 
to
 
satisfy
 
contractual
 
and
 
other
 
requirements
generated in the
 
normal course of
 
business. Some of
 
these assurances are provided
 
to comply with
 
state or other
government agencies’ statutes and regulations.
For the U.S. Operations, in
 
order to provide the required
 
financial assurance, we generally use
 
surety bonds for
post-mining reclamation.
 
We can
 
also use
 
bank letters
 
of credit
 
to collateralize
 
certain other
 
obligations. As
 
of
December 31, 2022, we
 
had outstanding surety bonds of
 
$34.9 million and letters of
 
credit of $16.8 million issued
from our available bank guarantees, to meet contractual obligations under workers compensation insurance and
to secure
 
various
 
obligations
 
and commitments.
 
Future
 
regulatory
 
changes relating
 
to these
 
obligations
 
could
result in increased obligations, additional costs or additional
 
collateral requirements.
For
 
the
 
Australian
 
Operations,
 
we
 
had
 
bank
 
guarantees
 
outstanding
 
of
 
$27.3
 
million
 
at
 
December
 
31,
 
2022,
primarily in respect of certain rail and port arrangements
 
of the Company.
As of
 
December 31,
 
2022, we
 
had outstanding
 
bank guarantees
 
of $44.1
 
million to
 
secure various
 
obligations
and
 
commitments.
 
The
 
Company
 
provided
 
cash,
 
in
 
the
 
form
 
of
 
deposits,
 
as
 
collateral
 
against
 
these
 
bank
guarantees.
Dividend
During the year ended December 31, 2022, we paid $700.2
 
million in dividends to stockholders or CDI holders
on the ASX,
 
net of $1.4 million foreign exchange gain on payment
 
of dividends to certain CDI holders that
elected to be paid in Australian dollars.
On February 21,
 
2023, our Board
 
of Directors declared
 
a bi-annual fully
 
franked fixed ordinary
 
dividend of $8.4
million, or 0.5 cents per CDI. The Company
 
is not required to make an offer
 
to purchase Notes in relation to this
dividend due to the available unaccepted portion of the
 
offer to purchase Notes made in connection with
 
special
dividends declared on October 30, 2022. The dividend will have a record date of March 15, 2023, Australia time,
and be payable on April 5, 2023, Australia time. The
 
ordinary dividend will be funded from available cash.
 
Capital Requirements
Our main uses of cash have historically been the funding
 
of our operations, working capital, capital expenditure,
the payment of
 
interest and dividends.
 
We intend
 
to use cash
 
to fund debt
 
service payments
 
on our Notes,
 
the
ABL Facility and our
 
other indebtedness, to fund operating
 
activities, working capital, capital expenditures, partial
redemption of the Notes, business or assets acquisitions
 
and, if declared, payment of dividends.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
111
Historical Cash Flows
The
 
following
 
table
 
summarizes
 
our
 
cash
 
flows
 
for
 
the
 
year
 
ended
 
December
 
31,
 
2022,
 
2021
 
and
 
2020
 
as
reported in the accompanying Consolidated Financial Statements:
Cash Flow
For Year Ended December 31,
(US$ in thousands)
2022
2021
2020
Net cash provided by (used in) operating activities
926,643
442,014
(3,000)
Net cash used in investing activities
(208,343)
(134,332)
(114,128)
Net cash (used in) provided by financing activities
(784,251)
80,836
137,526
Net change in cash and cash equivalents
(65,951)
388,518
20,398
Effect of exchange rate changes on cash and restricted
 
cash
(37,351)
3,677
(1,215)
Cash and restricted cash at beginning of period
437,931
45,736
26,553
Cash and restricted cash at end of period
334,629
437,931
45,736
Operating activities
Net cash provided
 
by operating activities
 
was $926.6 million
 
for the year ended
 
December 31, 2022,
 
compared
to a
 
cash provided
 
by in
 
operating activities
 
of $442.0 million for
 
the year
 
ended December
 
31, 2021.
 
The increase
was primarily driven by higher coal revenues due to an increase in the
 
average realized Met coal pricing partially
offset by higher operating
 
costs and unfavorable working capital
 
movement due to higher trade
 
receivables and
inventories at December 31, 2022.
Net cash provided
 
by operating activities
 
was $442.0 million
 
for the year ended
 
December 31, 2021,
 
compared
to a cash used in
 
operating activities of $3.0 million for the year
 
ended December 31, 2020. The increase in cash
provided by
 
operating
 
activities
 
was driven
 
by favorable
 
movement
 
in working
 
capital and
 
an increase
 
in coal
revenues during the year partially offset by higher
 
operating costs.
Investing activities
Net cash
 
used in
 
investing activities
 
was
 
$208.3 million
 
for the
 
year
 
ended December
 
31, 2022,
 
compared
 
to
$134.3 million
 
for the
 
year ended
 
December 31,
 
2021. Cash
 
spent on
 
capital expenditures
 
for the
 
year ended
December 31,
 
2022
 
was $199.7
 
million, of
 
which $79.
 
4
 
million is
 
related to
 
the Australian
 
Operations,
 
$119.7
million is related
 
to the U.S.
 
Operations and the
 
remaining $0.6 million
 
for other and corporate.
 
During the year
ended December
 
31, 2022,
 
a net
 
of $6.5
 
million of
 
additional deposits
 
were provided
 
as collateral
 
for our
 
U.S.
workers
 
compensation
 
obligations
 
and
 
$2.4
 
million
 
of
 
the
 
additional
 
security
 
deposit
 
were
 
provided
 
by
 
our
Australian Operations to satisfy contractual requirements in
 
the normal course of business.
Net cash
 
used in
 
investing
 
activities was
 
$134.3 million
 
for the
 
year
 
ended December
 
31, 2021,
 
compared
 
to
$114.1
 
million for
 
the year
 
ended December
 
31, 2020.
 
Cash spent
 
on capital
 
expenditures for
 
the year
 
ended
December 31, 2021 was
 
$89.7 million, of
 
which $37.9 million is
 
related to the Australian
 
Operations, $50.1 million
related to
 
the
 
U.S.
 
Operations
 
and the
 
remaining
 
$1.6
 
million for
 
other
 
and corporate.
 
During
 
the
 
year
 
ended
December 31, 2021, a net of $73.7 million of additional deposits were provided as collateral for bank guarantees
and our
 
U.S. workers
 
compensation obligations.
 
Partially offsetting
 
the cash
 
used, was
 
net proceeds
 
of $27.5
million generated during the year ended December 31, 2021
 
from the sale of Amonate.
Financing activities
Net cash
 
used in
 
financing
 
activities was
 
$784.3 million
 
for the
 
year ended
 
December
 
31, 2022,
 
compared
 
to
cash provided by financing activities of
 
$80.8 million for the year ended December
 
31, 2021. The net cash used
in financing activities for
 
the year ended December
 
31, 2022, included dividend
 
payments of $700.2
million, net
of a
 
$1.4 million
 
foreign exchange
 
gain on
 
settlement
 
of dividends
 
for shareholders
 
who elected
 
to be
 
paid
 
in
Australian dollars
 
,
 
$72.7 million
 
of Notes
 
redeemed
 
and
 
$2.6 million
 
of premium
 
paid on
 
redemption,
 
and the
remainder related to repayment of other financial liabilities.
Net cash provided by financing activities was $80.8
 
million for the year ended December 31, 2021, compared
 
to
$137.5 million
 
for the year
 
ended December
 
31, 2021.
 
Included in the
 
net cash
 
provided by
 
financing activities
for
 
the
 
year
 
ended
 
December
 
31,
 
2021,
 
were
 
net
 
proceeds
 
from
 
borrowings
 
of
 
$396.3
 
million,
 
repayment
 
of
borrowings of $413.2 million and net proceeds from the stock
 
issuance of $97.7 million.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
112
Contractual Obligations
The following is a summary of our contractual obligations
 
at December 31, 2022:
Payments Due By Year
Less than
1
 
3
3
 
5
More than
(US$ in thousands)
Total
1 Year
Years
Years
5 Years
Long
term debt obligations
(1)
12,964
4,543
8,421
Senior secured notes
(2)
242,326
242,326
Mineral lease commitments
(3)
52,742
5,493
10,623
10,228
26,398
Operating and finance lease commitments
27,099
9,102
11,644
6,353
Unconditional purchase obligations
(4)
28,601
28,601
Take
or
pay contracts
(5)
932,701
96,734
203,116
206,564
426,287
Total
 
contractual cash obligations
1,296,433
144,473
233,804
465,471
452,685
(1)
 
Represents financial obligation relating to amounts outstanding
 
from financing equipment purchases,
insurance premiums and financial liabilities for a sale and lease
 
back type arrangement.
(2)
 
Represents financial obligation outstanding under the
 
Senior Secured Notes. Refer to 17 “Interest
Bearing Liabilities”
 
in the accompanying audited Consolidated Financial Statements
 
for additional
discussion.
(3)
 
Represents future minimum royalties and payments under mineral
 
leases. Refer to 27 “Commitments”
in the accompanying audited Consolidated Financial Statements
 
for additional discussion.
(4)
 
Represents firm purchase commitments for capital expenditures
 
(based on order to suppliers for capital
purchases) for 2023.
(5)
 
Represents various short-
 
and long-term take-or-pay arrangements in Australia associated
 
with rail and
port commitments for the delivery of coal.
This
 
table
 
does
 
not
 
include
 
our
 
estimated
 
Asset
 
Retirement
 
Obligations,
 
or
 
ARO.
 
As
 
discussed
 
in
 
“—Critical
Accounting
 
Policies
 
and
 
Estimates—Carrying
 
Value
 
of
 
Asset
 
Retirement
 
Obligations”
 
below,
 
the
 
current
 
and
non-current
 
carrying
 
amount
 
of
 
our
 
ARO
 
involves
 
several
 
estimates,
 
including
 
the
 
amount
 
and
 
timing
 
of
 
the
payments required to satisfy
 
these obligations. The timing
 
of payments is based on numerous
 
factors, including
projected
 
mine
 
closure
 
dates.
 
Based
 
on
 
our
 
assumptions,
 
the
 
carrying
 
amount
 
of
 
our
 
ARO
 
as
 
determined
 
in
accordance with U.S. GAAP was $138.5 million as of
 
December 31, 2022.
Critical Accounting Policies and Estimates
The preparation
 
of
 
our Consolidated
 
Financial
 
Statements
 
in conformity
 
with
 
U.S. GAAP
 
requires
 
us
 
to
 
make
estimates
 
and
 
assumptions
 
that
 
affect
 
the
 
reported
 
amounts
 
of
 
assets
 
and
 
liabilities
 
at
 
the
 
date
 
of
 
the
Consolidated
 
Financial
 
Statements
 
and
 
the
 
reported
 
amounts
 
of
 
revenue
 
and
 
expenses
 
during
 
the
 
reporting
period.
 
Listed
 
below
 
are
 
the
 
accounting
 
estimates
 
that
 
we
 
believe
 
are
 
critical
 
to
 
our
 
Consolidated
 
Financial
Statements due to the degree of
 
uncertainty regarding the estimates or assumptions involved and
 
the magnitude
of the asset, liability, revenue or expense being reported. All of these accounting
 
estimates and assumptions, as
well
 
as
 
the
 
resulting
 
impact
 
to
 
our
 
Consolidated
 
Financial
 
Statements,
 
have
 
been
 
discussed
 
with
 
the
 
Audit,
Governance and Risk Committee, or Audit Committee,
 
of our Board of Directors.
See Note 2.
 
“Summary of Significant
 
Accounting Policies”
 
to the accompanying
 
audited Consolidated Financial
Statements for a summary of our significant accounting
 
policies.
Fair Value of Non-Financial Assets
Our
 
non-financial
 
assets
 
valuations
 
are
 
primarily
 
comprised
 
of
 
our
 
determination
 
of
 
the
 
estimated
 
fair
 
value
allocation of net tangible
 
and intangible assets, our
 
annual assessment of
 
the recoverability of
 
our goodwill and
our evaluation of the recoverability of our other long-lived
 
assets upon certain triggering events.
Long-Lived Assets
We review
 
the carrying
 
value of
 
intangible
 
assets with
 
definite lives
 
and
 
other long-lived
 
assets to
 
be used
 
in
operations annually
 
or whenever
 
events or
 
changes in
 
circumstances
 
indicate that
 
the carrying
 
amount of
 
the
assets or asset groups might not be recoverable.
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
113
Factors that would necessitate
 
an impairment assessment
 
include a significant adverse
 
change in the extent
 
or
manner in which an asset is
 
used, a significant adverse change in
 
legal factors or the business climate
 
that could
affect
 
the
 
value
 
of
 
the
 
asset
 
group
 
or
 
a significant
 
decline
 
in
 
the
 
observable
 
market
 
value
 
of
 
an
 
asset
 
group,
among others. If such facts
 
indicate a potential impairment,
 
the recoverability of the asset
 
group is assessed by
determining whether the carrying value
 
of the asset group exceeds
 
the sum of the projected
 
undiscounted cash
flows expected to
 
result from
 
the use and
 
eventual disposition
 
of the asset
 
group over the
 
remaining economic
life of the asset
 
group. If the projected undiscounted cash
 
flows are less than
 
the carrying amount, an impairment
is recorded
 
for the
 
excess of
 
the carrying
 
amount over
 
the estimated
 
fair value,
 
which is
 
generally determined
using discounted future cash
 
flows. Any such write
 
down is included in
 
impairment expense in our
 
consolidated
statement of operations.
A high degree of
 
judgment is required
 
to estimate the
 
fair value of
 
our intangible and
 
long-lived assets, and
 
the
conclusions that
 
we reach
 
could vary
 
significantly based
 
on these
 
judgments.
 
We make
 
various
 
assumptions,
including assumptions regarding
 
future cash flows
 
in our
 
assessments of
 
fair value. The
 
assumptions about future
cash
 
flows
 
and
 
growth
 
rates
 
are
 
based
 
on
 
the
 
current
 
and
 
long-term
 
business
 
plans
 
related
 
to
 
the
 
long-lived
assets. Discount
 
rate assumptions
 
are based
 
on an
 
assessment of
 
the risk
 
inherent in
 
the future
 
cash flows
 
of
the long-lived assets.
At
 
December
 
31,
 
2022,
 
we
 
determined,
 
based
 
on
 
our
 
qualitative
 
assessment,
 
that
 
no
 
impairment
 
indicators
existed.
Goodwill Impairment
We had
 
a balance
 
of goodwill
 
of $28.0 million
 
recorded at
 
December 31,
 
2022, which
 
was generated
 
upon the
acquisition of Buchanan
 
in 2016. We
 
perform our annual assessment
 
of the recoverability of
 
our goodwill in
 
the
fourth quarter of each year. We utilize a qualitative assessment for determining whether the quantitative goodwill
impairment analysis is
 
necessary.
 
The accounting guidance
 
permits entities to
 
first assess qualitative
 
factors to
determine whether it is more
 
likely than not that the
 
fair value of a reporting
 
unit is less than its carrying
 
amount
as
 
a
 
basis
 
for
 
determining
 
whether
 
it
 
is
 
necessary
 
to
 
perform
 
the
 
quantitative
 
goodwill
 
impairment
 
test.
 
In
evaluating goodwill on
 
a qualitative basis,
 
we review the
 
business performance
 
of the Buchanan
 
mine complex
(the only reporting
 
unit with
 
a goodwill balance)
 
and evaluate
 
other relevant
 
factors as
 
identified in the
 
relevant
accounting
 
guidance
 
to
 
determine
 
whether
 
it
 
is
 
more
 
likely
 
than
 
not
 
that
 
an
 
indicator
 
of
 
impairment
 
exists
 
at
Buchanan. We consider whether there are any negative macroeconomic conditions, industry specific conditions,
market
 
changes,
 
increased
 
competition,
 
increased
 
costs
 
in
 
doing
 
business,
 
management
 
challenges,
 
legal
environments and how these factors might
 
impact company specific performance in future periods.
 
As part of the
analysis, we
 
also consider
 
fair value
 
determinations for
 
certain reporting
 
units that
 
have been
 
made at
 
various
points throughout
 
the current
 
and prior
 
year for
 
other purposes
 
to ensure
 
there is
 
no contrary
 
evidence to
 
our
analysis. At
 
December 31,
 
2022, we
 
did not
 
perform a
 
quantitative impairment
 
assessment as
 
we determined,
based on our qualitative assessment, that no impairment
 
indicators existed.
Assets held for sale
As of December 31, 2022, the assets
 
and liabilities held for sale represent the fair value
 
of the Greenbrier mining
asset, which may be realized through a potential sale within the
 
next 12 months.
The fair value of the Greenbrier mining asset was primarily driven by indicative offers and Level 3 inputs such as
estimates
 
of
 
future
 
cash
 
flows
 
which
 
aligns
 
to
 
the
 
Company’s
 
best
 
estimate
 
of
 
future
 
market
 
and
 
operating
conditions, including
 
its current
 
life of
 
mine plan.
 
The life
 
of mine
 
plan includes
 
assumptions in
 
relation to
 
coal
price forecasts, projected mine production volumes, operating costs,
 
capital costs and discount rate.
Carrying Value of Asset Retirement
 
Obligations
The Company is required to maintain a liability
 
(and associated asset) for the expected value of future
 
retirement
obligations on their mines, in line with ASC 410, Asset
 
Retirement and Environmental Obligations.
Reclamation
 
of
 
areas
 
disturbed
 
by
 
mining
 
operations
 
must
 
be
 
performed
 
by
 
us
 
in
 
accordance
 
with
 
approved
reclamation plans and in compliance with state and federal laws in the states of West Virginia and Virginia
 
in the
U.S., and Queensland in Australia. For areas disturbed, a significant amount of the reclamation will take place in
the future, when
 
operations cease. There
 
were no assets
 
that were
 
legally restricted for
 
purposes of settling
 
asset
retirement obligations
 
as of
 
December 31,
 
2022. In
 
addition, state
 
agencies monitor
 
compliance with
 
the mine
plans, including reclamation.
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
114
We
 
record
 
the
 
fair
 
value
 
of
 
additions
 
to
 
our
 
asset
 
retirement
 
obligations
 
using
 
the
 
present
 
value
 
of
 
projected
future
 
cash
 
flows
 
discounted
 
using
 
a
 
credit-adjusted
 
risk-free
 
rate,
 
with
 
an
 
equivalent
 
amount
 
recorded
 
as
 
a
long-lived asset. An accretion
 
cost is recorded each
 
period and the capitalized cost
 
is depreciated over the
 
useful
life of the
 
related asset. As reclamation
 
work is performed or
 
liabilities are otherwise settled, the
 
recorded amount
of the liability is reduced.
A review
 
of restoration
 
and
 
decommissioning
 
provisions
 
is carried
 
out annually
 
on a
 
mine-by-mine
 
basis,
 
and
adjustments are made to reflect any changes in estimates, if necessary. On an interim basis, we may update the
liability based on significant changes to the life of mine or significant increases in disturbances during the period.
Expected Credit Losses
For trade and related party
 
receivables carried at amortized
 
cost, we determine expected
 
credit losses, or ECL,
on a forward-looking basis. The amount of ECL is updated at each reporting date to reflect changes in credit risk
since the
 
initial recognition of
 
the respective
 
financial instrument. We
 
recognize the lifetime
 
ECL. ECL is
 
estimated
based on our
 
historic credit loss
 
experience, adjusted for
 
factors that are
 
specific to the
 
financial asset, general
economic
 
conditions,
 
financial
 
asset
 
type,
 
term
 
and
 
an
 
assessment
 
of
 
both
 
the
 
current
 
as
 
well
 
as
 
forecast
conditions, including
 
the expected
 
timing of
 
collection, at
 
the reporting
 
date, modified
 
for credit
 
enhancements
such
 
as
 
letters
 
of
 
credit
 
obtained.
 
To
 
measure
 
ECL,
 
trade
 
and
 
related
 
party
 
receivables
 
have
 
been
 
grouped
based on shared credit risk characteristics and the days
 
past due.
We consider
 
an event
 
of default
 
has occurred
 
when
 
a financial
 
asset is
 
significantly
 
past due
 
or other
 
factors
indicate that the debtor
 
is unlikely to pay
 
amounts owed to us.
 
A financial asset is
 
credit impaired when there
 
is
evidence that the counterparty
 
is in significant financial
 
difficulty or a
 
breach of contract, such
 
as default or past
due event
 
has occurred.
 
We write
 
off a
 
financial asset
 
when there
 
is information
 
indicating there
 
is no
 
realistic
prospect of recovery of the asset
 
from the counterparty.
 
The amount of the impairment
 
loss is recognized in the
consolidated statement of operations
 
and other comprehensive income
 
within “Decrease (increase) in provision
for discounting
 
and
 
credit
 
losses”.
 
Subsequent
 
recoveries
 
of
 
amounts
 
previously
 
written
 
off
 
are credit
 
against
“Decrease (increase) provision for discounting and
 
credit losses” in the
 
consolidated statement of operations and
other comprehensive income.
Recoverable Coal Reserves
There are numerous uncertainties inherent
 
in estimating quantities and values of
 
economically recoverable coal
reserves,
 
including
 
many
 
factors
 
beyond
 
our
 
control.
 
As
 
a
 
result,
 
estimates
 
of
 
economically
 
recoverable
 
coal
reserves
 
are
 
by
 
their
 
nature
 
uncertain.
 
Information
 
about
 
our
 
reserves
 
consists
 
of
 
estimates
 
based
 
on
engineering,
 
economic
 
and
 
geological
 
data
 
assembled
 
and
 
analyzed
 
by
 
our
 
staff
 
and
 
third-party
 
qualified
persons. Our
 
reserves are
 
periodically reviewed
 
by an
 
independent third
 
party consultant.
 
Some of
 
the factors
and assumptions which impact economically recoverable reserve
 
estimates include:
 
geological settings;
 
historical production from the area compared with production from
 
other producing areas;
 
the assumed effects of regulations and taxes by governmental
 
agencies
;
 
assumptions governing future prices; and
 
future operating costs.
Each of these factors may in fact vary considerably from the
 
assumptions used in estimating reserves. For these
reasons,
 
estimates
 
of
 
the
 
economically
 
recoverable
 
quantities
 
of
 
coal
 
attributable
 
to
 
a
 
particular
 
group
 
of
properties, and classifications
 
of these reserves
 
based on the
 
risk of recovery
 
and estimates of
 
future net cash
flows,
 
may
 
vary
 
substantially.
 
Actual
 
production,
 
revenues
 
and
 
expenditures
 
with
 
respect
 
to
 
our
 
reserves
 
will
likely
 
vary
 
from
 
estimates,
 
and
 
these
 
variances
 
may
 
be
 
material.
 
See
 
Item 1A.
 
“Risk
 
Factors—We
 
rely
 
on
estimates of our
 
recoverable reserves,
 
which is complex
 
due to geological
 
characteristics of the
 
properties and
the number of assumptions made”
 
and Item 2. “Properties” for discussions
 
of the uncertainties in estimating
 
our
proven and probable coal reserves.
Taxes
We are required to
 
estimate the amount of
 
tax payable or
 
refundable for the
 
current year and the
 
deferred income
tax liabilities and assets
 
for the future tax consequences
 
of events that have
 
been reflected in our
 
Consolidated
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
115
Financial Statements
 
or tax
 
returns for
 
each taxing
 
jurisdiction in
 
which we
 
operate. This
 
process requires
 
our
management to
 
make judgments
 
regarding the
 
timing and
 
probability of
 
the ultimate
 
tax impact
 
of the
 
various
agreements
 
and
 
transactions
 
that
 
we
 
enter
 
into.
 
Based
 
on
 
these
 
judgments
 
we
 
may
 
record
 
tax
 
reserves
 
or
adjustments
 
to
 
valuation
 
allowances
 
on
 
deferred
 
tax
 
assets
 
to
 
reflect
 
the
 
expected
 
realizability
 
of
 
future
 
tax
benefits. Actual income
 
taxes could vary
 
from these estimates
 
due to
 
future changes in
 
income tax
 
law, significant
changes
 
in
 
the
 
jurisdictions
 
in
 
which
 
we
 
operate,
 
our
 
inability
 
to
 
generate
 
sufficient
 
future
 
taxable
 
income
 
or
unpredicted results from the final
 
determination of each year’s
 
liability by taxing authorities. These
 
changes could
have a significant impact on our financial position.
Newly Adopted Accounting Standards and Accounting
 
Standards Not Yet Implemented
See Note 2. “Summary
 
of Significant Accounting
 
Policies” to the
 
accompanying audited
 
Consolidated Financial
Statements
 
for
 
a
 
discussion
 
of
 
newly
 
adopted
 
accounting
 
standards
 
and
 
accounting
 
standards
 
not
 
yet
implemented.
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
116
ITEM 7A.
 
QUANTITATIVE
 
AND QUALITATIVE
 
DISCLOSURES ABOUT MARKET RISK
Our activities
 
expose us
 
to
 
a variety
 
of financial
 
risks, such
 
as commodity
 
price risk,
 
interest rate
 
risk, foreign
currency risk, liquidity risk and credit
 
risk. The overall risk management objective is
 
to minimize potential adverse
effects on our financial performance from those risks
 
which are not coal price related.
We manage
 
financial risk
 
through policies
 
and procedures
 
approved by
 
our Board
 
of Directors.
 
These specify
the responsibility
 
of the
 
Board
 
of Directors
 
and
 
management
 
with regard
 
to the
 
management
 
of financial
 
risk.
Financial risks are
 
managed centrally by
 
our finance
 
team under the
 
direction of the
 
Group Chief
 
Financial Officer.
The finance team manages risk exposures primarily through delegated authority limits approved by the Board of
Directors. The finance team regularly monitors our
 
exposure to these financial risks and reports
 
to management
and
 
the
 
Board
 
of
 
Directors
 
on
 
a
 
regular
 
basis.
 
Policies
 
are
 
reviewed
 
at
 
least
 
annually
 
and
 
amended
 
where
appropriate.
We may use
 
derivative financial instruments such
 
as forward fixed
 
price commodity contracts, interest
 
rate swaps
and
 
foreign
 
exchange
 
rate
 
contracts
 
to
 
hedge
 
certain
 
risk
 
exposures.
 
Derivatives
 
for
 
speculative
 
purposes
 
is
strictly prohibited by the Treasury Risk Management Policy approved by our Board of
 
Directors. We use different
methods
 
to
 
measure
 
the
 
extent
 
to
 
which
 
we
 
are
 
exposed
 
to
 
various
 
financial
 
risks.
 
These
 
methods
 
include
sensitivity analysis in
 
the case of
 
interest rate, foreign
 
exchange and other
 
price risks and
 
aging analysis for
 
credit
risk.
Commodity Price Risk
Coal Price Risk
We
 
are
 
exposed
 
to
 
domestic
 
and
 
global
 
coal
 
prices.
 
Our
 
principal
 
philosophy
 
is
 
that
 
our
 
investors
 
would
 
not
consider
 
hedging
 
of
 
coal
 
prices
 
to
 
be
 
in
 
the
 
long-term
 
interest
 
of
 
our
 
stockholders.
 
Therefore,
 
any
 
potential
hedging of coal prices through long-term fixed price contracts is subject to the approval of our Board of Directors
and would only be adopted in exceptional circumstances.
The
 
expectation
 
of
 
future
 
prices
 
for
 
coal
 
depends
 
upon
 
many
 
factors
 
beyond
 
our
 
control.
 
Met
 
coal
 
has
 
been
volatile commodity
 
over the
 
past ten
 
years. Recently,
 
in the
 
second quarter
 
of 2022,
 
seaborne prices
 
reached
record levels with both the Australian and U.S. Met coal price indices exceeding $600 per Mt, largely as result of
supply concerns
 
in key
 
Met coal
 
markets and
 
continued trade
 
flow disruptions
 
caused by
 
geopolitical tensions
following Russian
 
invasion
 
of Ukraine.
 
The demand
 
and supply
 
in the
 
Met coal
 
industry changes
 
from time
 
to
time. There are no assurances that oversupply will not occur, that demand will not decrease or that overcapacity
will not
 
occur,
 
which could
 
cause declines
 
in the
 
prices of
 
coal, which
 
could have
 
a material
 
adverse effect
 
on
our financial condition and results of operations
Additionally,
 
access to
 
international markets
 
may be
 
subject to
 
ongoing interruptions
 
and trade
 
barriers due
 
to
policies and tariffs of individual countries. For example, the imposition of restrictions
 
by China on Australian coal
into the
 
Country,
 
may in
 
the future
 
have a
 
negative impact
 
on our
 
profitability.
 
We may
 
or may
 
not be
 
able to
access alternate
 
markets for
 
our coal
 
should additional
 
interruptions and
 
trade barriers
 
occur in
 
the future.
 
An
inability
 
for
 
Met
 
coal
 
suppliers
 
to
 
access
 
international
 
markets,
 
including
 
China,
 
would
 
likely
 
result
 
in
 
an
oversupply of Met coal and may result in a decrease in
 
prices and or the curtailment of production.
We manage
 
our commodity
 
price risk
 
for our non-trading,
 
thermal coal
 
sales through
 
the use
 
of long-term
 
coal
supply agreements in our
 
U.S. Operations. In Australia, thermal
 
coal is sold
 
to Stanwell on a
 
supply contract. See
Part I, Item 1A. “Risk Factors—Risks related to the Supply Deed with Stanwell may
 
adversely affect our financial
condition and results of operations.”
Sales commitments in the
 
Met coal market are typically
 
not long-term in nature,
 
and we are therefore subject
 
to
fluctuations
 
in
 
market
 
pricing.
 
Certain
 
coal
 
sales
 
in
 
our
 
Australian
 
Operations
 
are
 
provisionally
 
priced
 
initially.
Provisionally priced sales
 
are those for
 
which price
 
finalization, referenced
 
to the relevant
 
index, is outstanding
at the reporting date. The final sales price is
 
determined within 7 to 90 days after delivery
 
to the customer.
 
As of
December 31, 2022,
 
we had $13.7
 
million of outstanding
 
provisionally priced receivables
 
subject to changes
 
in
the relevant price index. If prices decreased 10%, these provisionally priced receivables would decrease by $1.4
million.
 
See Part
 
I, Item
 
1A.
 
“Risk
 
Factors—Our
 
profitability depends
 
upon the
 
prices
 
we receive
 
for our
 
coal.
Prices for coal are volatile and can fluctuate widely based upon
 
a number of factors beyond our control.”
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
117
Diesel Fuel
We may
 
be exposed
 
to price
 
risk in
 
relation to
 
other commodities
 
from time
 
to time
 
arising from
 
raw materials
used in our operations (such as gas or
 
diesel). These commodities may be hedged through financial instruments
if the
 
exposure is
 
considered material
 
and where
 
the exposure
 
cannot be
 
mitigated through
 
fixed price
 
supply
agreements.
The fuel required for our operations in fiscal year 2023 will be purchased under fixed-price contracts or on
 
a spot
basis.
Interest Rate Risk
Interest rate risk is the risk that a change in interest rates
 
on our borrowing facilities will have an adverse impact
on financial performance, investment decisions
 
and stockholder return. Our
 
objectives in managing our exposure
to interest rates include
 
minimizing interest costs
 
in the long term,
 
providing a reliable estimate
 
of interest costs
for
 
the
 
annual
 
work
 
program
 
and
 
budget
 
and
 
ensuring
 
that
 
changes
 
in
 
interest
 
rates
 
will
 
not
 
have
 
a
 
material
impact on our financial performance.
As
 
of
 
December
 
31,
 
2022,
 
we
 
had
 
$255.2 million
 
of
 
fixed-rate
 
borrowings
 
and
 
Notes
 
and
 
there
 
were
no variable-rate borrowings outstanding.
 
We currently do not hedge against interest rate
 
fluctuations.
 
Foreign Exchange Risk
A significant portion of our
 
sales are denominated in US$.
 
Foreign exchange risk is
 
the risk that our earnings
 
or
cash flows are adversely impacted by movements in exchange
 
rates of currencies that are not in US$.
Our main exposure
 
is to the
 
A$-US$ exchange rate
 
through our Australian
 
Operations, which have
 
predominantly
A$
 
denominated
 
costs.
 
In
 
2022,
 
greater
 
than
 
60%
 
of
 
expenses
 
incurred
 
at
 
our
 
Australian
 
Operations
 
were
denominated in
 
A$. Approximately
 
40% of
 
our Australian
 
Operations’
 
purchases were
 
made with
 
reference
 
to
US$, which provides
 
a natural hedge
 
against foreign exchange
 
movements on these
 
purchases (including fuel,
several port handling charges,
 
demurrage, purchased coal
 
and some insurance
 
premiums). Appreciation of
 
the
A$ against
 
US$ will
 
increase our
 
Australian Operations’
 
US$ reported
 
cost base
 
and reduce
 
US$ reported
 
net
income. For
 
the portion
 
of US$
 
required to
 
purchase A$
 
to settle
 
our Australian
 
Operations’ operating
 
costs, a
10%
 
increase
 
in
 
the
 
A$
 
to
 
US$
 
exchange
 
rate
 
would
 
have
 
increased
 
reported
 
total
 
costs
 
and
 
expenses
 
by
approximately $99.0 million for the year ended December
 
31, 2022.
 
Under normal market conditions, we generally do not consider it necessary to hedge our
 
exposure to this foreign
exchange risk.
 
However,
 
there
 
may be
 
specific commercial
 
circumstances,
 
such
 
as the
 
hedging
 
of significant
capital
 
expenditure,
 
acquisitions,
 
disposals
 
and
 
other
 
financial
 
transactions,
 
where
 
we
 
may
 
deem
 
foreign
exchange hedging
 
as appropriate
 
and
 
where a
 
US$ contract
 
cannot
 
be negotiated
 
directly with
 
suppliers
 
and
other third parties.
 
For our Australian
 
Operations, we
 
translate all
 
monetary assets
 
and liabilities
 
at the period-end
 
exchange rate,
all non-monetary
 
assets and
 
liabilities at
 
historical
 
rates
 
and revenue
 
and expenses
 
at the
 
average exchange
rates in effect during
 
the periods. The net
 
effect of these
 
translation adjustments is
 
shown in the accompanying
Consolidated Financial Statements within components
 
of net income.
We currently do not hedge our non-US$ exposures
 
against exchange rate fluctuations.
Credit Risk
Credit risk is the risk of
 
sustaining a financial loss
 
as a result of a counterparty
 
not meeting its obligations under
a financial instrument or customer contract.
We are exposed
 
to credit risk
 
when we have financial
 
derivatives, cash deposits,
 
lines of credit, letters
 
of credit
or bank guarantees
 
in place with
 
financial institutions. To mitigate against credit risk
 
from financial counterparties,
we have minimum credit rating requirements with financial
 
institutions where we transact.
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
118
We
 
are
 
also
 
exposed
 
to
 
counterparty
 
credit
 
risk
 
arising
 
from
 
our
 
operating
 
activities,
 
primarily
 
from
 
trade
receivables. Customers who wish to trade on
 
credit terms are subject to credit
 
verification procedures, including
an assessment of their independent credit rating, financial position, past experience and industry reputation.
 
We
monitor the financial performance
 
of counterparties on a routine
 
basis to ensure credit
 
thresholds are achieved.
Where required, we will request additional credit
 
support, such as letters of credit,
 
to mitigate against credit risk.
Credit
 
risk
 
is
 
monitored
 
regularly,
 
and
 
performance
 
reports
 
are
 
provided
 
to
 
our
 
management
 
and
 
Board
 
of
Directors.
As of
 
December
 
31,
 
2022,
 
we had
 
financial
 
assets
 
of
 
$838.8
 
million,
 
comprising
 
of cash
 
and
 
restricted
 
cash,
trade receivables and
 
restricted deposits,
 
which are exposed
 
to counterparty
 
credit risk. These
 
financial assets
have been assessed under ASC 326, Financial Instruments – Credit Losses, and
 
a provision for discounting and
credit
 
losses
 
of
 
$5.1
 
million
 
was
 
recorded
 
as
 
of
 
December
 
31,
 
2022.
 
See
 
item
 
8.
 
Financial
 
Statements
 
and
Supplementary Data—Note 9. Provision for Discounting and
 
Credit Losses.
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
119
ITEM 8. FINANCIAL STATEMENTS
 
AND SUPPLEMENTARY
 
DATA
TABLE OF CONTENTS
Page
Number
120
121
122
123
124
 
(PCAOB ID: 0
1435
)
159
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
120
Consolidated Balance Sheets
(In US$ thousands, except share data)
Assets
Note
December 31,
2022
December 31,
2021
Current assets:
Cash and restricted cash
 
$
334,629
$
437,931
Trade receivables, net
8
 
409,979
271,923
Inventories
10
 
158,018
118,922
Other current assets
13
 
60,188
47,647
Assets held for sale
4
 
26,214
27,023
Total
 
current assets
 
989,028
903,446
Non-current assets:
Property, plant and
 
equipment, net
11
 
1,389,548
1,397,363
Right of use asset – operating leases, net
15
 
17,385
13,656
Goodwill
12
 
28,008
28,008
Intangible assets, net
12
 
3,311
3,514
Restricted deposits
28
 
89,062
80,981
Deferred income tax assets
24
 
14,716
Other non-current assets
13
 
33,585
19,728
Total
 
assets
 
$
2,549,927
$
2,461,412
Liabilities and Stockholders’ Equity
Current liabilities:
 
Accounts payable
 
$
61,780
$
97,514
Accrued expenses and other current liabilities
14
 
343,691
270,942
Income tax payable
24
 
119,981
25,612
Asset retirement obligations
16
 
10,646
9,414
Contract obligations
19
 
40,343
39,961
Lease liabilities
15
 
7,720
8,452
Other current financial liabilities
18
 
4,458
8,508
Liabilities held for sale
4
 
12,241
12,113
Total
 
current liabilities
 
600,860
472,516
Non-current liabilities:
Asset retirement obligations
16
 
127,844
110,863
Contract obligations
19
 
94,525
141,188
Deferred consideration liability
20
 
243,191
230,492
Interest bearing liabilities
17
 
232,953
300,169
Other financial liabilities
18
 
8,268
13,822
Lease liabilities
15
 
15,573
12,894
Deferred income tax liabilities
24
 
95,671
75,750
Other non-current liabilities
 
27,952
26,216
Total
 
liabilities
 
$
1,446,837
$
1,383,910
Common stock $
0.01
 
par value;
1,000,000,000
 
shares authorized,
167,645,373
 
shares issued and outstanding as of December 31, 2022 and
December 31, 2021
 
1,677
1,677
Series A Preferred stock $
0.01
 
par value;
100,000,000
 
shares authorized,
1
Share issued and outstanding as of December 31, 2022 and
 
December 31,
2021
Additional paid-in capital
 
1,092,282
1,089,547
Accumulated other comprehensive losses
26
 
(91,423)
(44,228)
Retained earnings
 
100,554
30,506
Total
 
stockholders’ equity
 
1,103,090
1,077,502
Total
 
liabilities and stockholders’ equity
 
$
2,549,927
$
2,461,412
See accompanying notes to consolidated financial
 
statements.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
121
Consolidated Statements of Operations and Comprehensive
 
Income
(In US$ thousands, except share data)
Year ended December 31,
Note
2022
2021
2020
Revenues:
Coal revenues
$
3,527,626
$
2,010,996
$
1,289,010
Coal revenues from related parties
29
97,335
134,589
Other revenues
43,916
40,140
38,663
Total
 
revenues
3
3,571,542
2,148,471
1,462,262
Costs and expenses:
Cost of coal revenues (exclusive of items shown
separately below)
1,515,585
1,195,250
1,014,879
Depreciation, depletion and amortization
167,046
177,875
191,189
Freight expenses
249,081
241,862
185,863
Stanwell rebate
165,995
55,403
103,039
Other royalties
385,065
142,751
84,891
Selling, general, and administrative expenses
 
42,499
30,666
30,352
Restructuring costs
2,300
Total
 
costs and expenses
2,525,271
1,846,107
1,610,213
Other income (expenses):
Interest expense, net
(67,632)
(68,062)
(50,585)
Loss on debt extinguishment
(5,336)
(8,477)
Impairment of assets
5
(78,111)
(Increase) decrease in provision for discounting and
credit losses
 
9
(3,821)
8,042
(9,298)
Gain on disposal of asset held for sale
4
14,845
Other, net
6
33,795
(6,187)
(608)
Total
 
other expense, net
(42,994)
(59,839)
(138,602)
Income (loss) before tax
1,003,277
242,525
(286,553)
Income tax (expense) benefit
 
24
(231,574)
(53,102)
60,016
Net income (loss)
771,703
189,423
(226,537)
Less: Net loss attributable to noncontrolling
interest
(2)
(69)
Net income (loss) attributable to Coronado Global
Resources Inc.
$
771,703
$
189,425
$
(226,468)
Other comprehensive income, net of income taxes:
Foreign currency translation adjustment
26
(47,195)
(17,451)
21,488
Net gain (loss) on cash flow hedges, net of tax
26
2,029
(5,088)
Total
 
other comprehensive (loss) income
(47,195)
(15,422)
16,400
Total
 
comprehensive income (loss)
724,508
174,001
(210,137)
Less: Net loss attributable to noncontrolling
interest
(2)
(69)
Total
 
comprehensive income (loss) attributable to
Coronado Global Resources Inc.
 
$
724,508
$
174,003
$
(210,068)
Earnings (loss) per share of common stock
Basic
7
4.60
1.21
(2.04)
Diluted
7
4.60
1.21
(2.04)
See accompanying notes to consolidated financial
 
statements.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December 31,
 
2022
 
122
Consolidated Statements of Stockholders’ Equity
(In US$ thousands, except share data)
Common stock
Preferred stock
Additional
paid in
capital
Accumulated
other
comprehensive
losses
Retained
earnings
(Accumulated
losses)
Noncontrolling
interest
Total
stockholders'
equity
Shares
Amount
Series A
Amount
Balance December 31, 2019
96,651,692
$
967
1
$
$
820,247
$
(45,206)
$
91,712
$
221
$
867,941
Net loss
(226,468)
(69)
(226,537)
Other comprehensive income (net of
$
2,108
 
deferred income tax)
16,400
16,400
Total comprehensive income (loss)
16,400
(226,468)
(69)
(210,137)
Issuance of common stock, net
41,736,198
417
171,168
171,585
Stock-based compensation for equity
classified awards
1,637
1,637
Dividends
(24,163)
(24,163)
Balance December 31, 2020
138,387,890
$
1,384
1
$
$
993,052
$
(28,806)
$
(158,919)
$
152
$
806,863
Net income (loss)
189,425
(2)
189,423
Other comprehensive income (net of
$
870
 
deferred income tax)
(15,422)
(15,422)
Total comprehensive (loss) income
(15,422)
189,425
(2)
174,001
Issuance of common stock, net
29,257,483
293
97,448
97,741
Stock-based compensation for equity
classified awards
(250)
(250)
Acquisition of non-controlling interest
(703)
(150)
(853)
Balance December 31, 2021
167,645,373
$
1,677
1
$
$
1,089,547
$
(44,228)
$
30,506
$
$
1,077,502
Net income
771,703
771,703
Other comprehensive loss
(47,195)
(47,195)
Total comprehensive (loss) income
(47,195)
771,703
724,508
Stock-based compensation for equity
classified awards
2,735
2,735
Dividends
(701,655)
(701,655)
Balance December 31, 2022
167,645,373
$
1,677
1
$
$
1,092,282
$
(91,423)
$
100,554
$
$
1,103,090
See accompanying notes to consolidated financial
 
statements
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
123
Consolidated Statements of Cash Flows
(In US$ thousands)
Year Ended December 31,
2022
2021
2020
Cash flows from operating activities:
Net income (loss)
$
771,703
$
189,423
$
(226,537)
Adjustments to reconcile net income to cash and
 
restricted cash provided by
operating activities:
Depreciation, depletion and amortization
165,503
175,814
197,162
Impairment of Assets
78,111
Amortization of right of use asset - operating leases
6,704
8,899
13,285
Amortization of deferred financing costs
1,933
3,133
5,546
Non-cash interest expense
31,362
29,120
22,410
Amortization of contract obligations
(36,519)
(33,967)
(33,172)
Loss on disposal of property, plant and equipment
855
415
131
Decrease in contingent royalty consideration
(1,543)
Gain on operating lease derecognition
(1,184)
Equity-based compensation expense (gain)
2,735
(250)
1,637
Loss on debt extinguishment
5,336
8,477
Deferred income taxes
40,423
24,417
(11,247)
Reclamation of asset retirement obligations
(4,543)
(4,273)
(2,859)
Change in estimate of asset retirement obligation
1,543
2,061
(5,973)
Gain on disposal of asset held for sale
(14,845)
Increase (decrease) in provision for discounting and
 
credit losses
3,821
(8,042)
9,298
Changes in operating assets and liabilities:
Accounts receivable - including related party receivables,
 
net
(156,818)
(33,545)
(38,025)
Inventories
(41,243)
(9,637)
53,652
Other current assets
(12,365)
24,573
(1,921)
Accounts payable
(27,664)
24,166
6,833
Accrued expenses and other current liabilities
84,041
64,285
(27,829)
Operating lease liabilities
(8,244)
(10,986)
(15,329)
Income tax payable
96,326
Change in other liabilities
1,754
2,776
(25,446)
Net cash provided by (used in) operating activities
926,643
442,014
(3,000)
Cash flows from investing activities:
Capital expenditures
(199,716)
(89,661)
(117,856)
Proceeds from the disposal of property, plant, and equipment
318
1,594
Proceeds from disposal of assets held for sale
27,451
Purchase of restricted deposits
(9,761)
(103,997)
(2,302)
Redemption of restricted deposits
816
30,281
6,030
Net cash used in investing activities
(208,343)
(134,332)
(114,128)
Cash flows from financing activities:
Proceeds from interest bearing liabilities and other
 
financial liabilities
411,524
216,953
Debt issuance costs and other financing costs
(15,263)
(2,955)
Principal payments on interest bearing liabilities
 
and other financial liabilities
(81,310)
(412,046)
(221,414)
Call premiums paid on early redemption of debt
(2,557)
(1,050)
Principal payments on finance lease obligations
(140)
(70)
(2,481)
Dividends paid
(700,244)
(24,162)
Proceeds from stock issuance, net
97,741
171,585
Net cash (used in) provided by financing activities
(784,251)
80,836
137,526
Net (decrease) increase in cash and restricted
 
cash
(65,951)
388,518
20,398
Effect of exchange rate changes on cash and restricted
 
cash
(37,351)
3,677
(1,215)
Cash and restricted cash at beginning of period
437,931
45,736
26,553
Cash and restricted cash at end of period
$
334,629
$
437,931
$
45,736
Supplemental disclosure of cash flow information:
Cash payments for interest
$
36,728
$
33,462
$
23,538
Cash paid (refund) for taxes
$
90,888
$
(16,582)
$
1,955
See accompanying notes to consolidated financial
 
statements
 
 
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
124
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
1.
 
Description of Business, Basis of Presentation
(a)
Nature of operations
Coronado
 
Global
 
Resources Inc.
 
(together
 
with
 
its
 
subsidiaries,
 
the
 
“Company”
 
or
 
“Coronado”)
 
is
 
a
 
global
producer, marketer,
 
and exporter of a full range
 
of metallurgical coals, an
 
essential element in the production
 
of
steel. The Company
 
has a portfolio
 
of operating mines
 
and development projects
 
in Queensland, Australia
 
and
in the
 
states of Pennsylvania,
 
Virginia and West
 
Virginia in the
 
United States, or
 
U.S. For details
 
of the
 
Company’s
capital structure, refer to Note 7 “Capital Structure” for
 
further information.
(b)
Basis of Presentation
The
 
Consolidated
 
Financial
 
Statements
 
have
 
been
 
prepared
 
in
 
accordance
 
with
 
requirements
 
of
 
the
 
U.S.
Generally Accepted
 
Accounting
 
Principles,
 
or U.S.
 
GAAP and
 
are presented
 
in U.S.
 
dollars,
 
unless otherwise
stated.
The Consolidated Financial Statements include the accounts of the Company and its
 
affiliates. The Company, or
Coronado, are used interchangeably to refer to Coronado Global Resources Inc. or Coronado Global Resources
Inc. and
 
its subsidiaries,
 
as appropriate
 
to the
 
context. Interests
 
in subsidiaries
 
controlled by
 
the Company
 
are
consolidated
 
with
 
any
 
outside
 
stockholder
 
interests
 
reflected
 
as
 
noncontrolling
 
interests.
 
All
 
intercompany
balances and transactions have been eliminated on consolidation.
(c)
Certain Significant Risks and Uncertainties
External
 
factors,
 
including
 
general
 
economic
 
conditions,
 
international
 
events
 
and
 
circumstances,
 
competitor
actions, governmental actions
 
and regulations are beyond
 
the Company’s control
 
and can cause fluctuations
 
in
demand for coal and
 
volatility in the price
 
of commodities. This
 
in turn may adversely
 
impact on the
 
Company’s
future operating results, purchase or investment opportunities
 
in the coal mining industry.
Concentration of customers
The Company
 
has a
 
formal written
 
credit policy
 
that establishes
 
procedures to
 
determine creditworthiness
 
and
credit
 
limits
 
for
 
trade
 
customers
 
and
 
counterparties
 
in
 
the
 
over-the-counter
 
coal
 
market.
 
Generally,
 
credit
 
is
extended based on
 
an evaluation of
 
the customer’s financial
 
condition. Collateral is not
 
generally required, unless
credit cannot be established.
 
Payments from customers are generally due between
 
30 to 60 days after
 
invoicing. Invoicing usually occurs after
shipment
 
or
 
delivery
 
of
 
goods.
 
The
 
timing
 
between
 
the
 
recognition
 
of
 
revenue
 
and
 
receipt
 
of
 
payment
 
is
 
not
significant.
The Company had certain customers
 
whose accounts receivable balances individually represented
10
% or more
of
 
the
 
Company’s
 
total
 
accounts
 
receivable,
 
or
 
whose
 
revenue
 
individually
 
represented
10
%
 
or
 
more
 
of
 
the
Company’s total revenue.
The
 
following
 
table
 
summarizes
 
any
 
customer
 
whose
 
revenue
 
individually
 
represented
10
%
 
or
 
more
 
of
 
the
Company’s total revenue in the years ended December
 
31, 2022, 2021 and 2020.
Year Ended December 31,
2022
2021
2020
Xcoal
12%
11%
9%
Tata
 
Steel
19%
17%
17%
For the
 
year ended
 
December 31,
 
2022, $
1,848.8
 
million, or
52.6
% of
 
total revenues,
 
were attributable
 
to five
customers. In
 
comparison,
 
for the
 
year ended
 
December 31,
 
2021, $
971.6
 
million, or
46.3
% of
 
total revenues
were attributable to five customers and
 
for the year ended December 31,
 
2020, $
671.9
 
million, or
47.1
% of total
revenues were attributable
 
to five customers.
 
As of December
 
31, 2022, the
 
Company had
 
four customers that
accounted
 
for $
212.5
 
million,
 
or
51.6
%, of
 
accounts
 
receivable.
 
As of
 
December
 
31, 2021,
 
the
 
Company
 
had
four customers that accounted for $
149.2
 
million, or
54.7
%, of accounts receivable.
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
125
The
 
following
 
table
 
presents
 
revenues
 
as
 
a
 
percent
 
of
 
total
 
revenue
 
from
 
external
 
customers
 
by
 
geographic
region:
Year Ended December 31,
2022
2021
2020
North America
12%
7%
13%
Australia
4%
6%
6%
Asia
46%
48%
50%
Europe
11%
12%
13%
South America
8%
6%
4%
Brokered sales
19%
21%
14%
Total
100%
100%
100%
The Company uses shipping destination as the basis for attributing revenue to individual countries. Because title
may transfer on brokered
 
transactions at a point
 
that does not reflect
 
the end usage point,
 
they are reflected
 
as
exports, and attributed to an end delivery point if that knowledge
 
is known to the Company.
Concentration of labor
Out of the Company’s total employees,
11.5
% are subject to the Curragh
 
Mine Operations Enterprise Bargaining
Agreement 2019.
 
This agreement
 
covers work
 
carried out
 
by permanent,
 
full-time, temporary,
 
and casual
 
coal
mining employees
 
engaged by
 
Curragh to
 
fulfil production,
 
maintenance
 
and processing
 
activities. Other
 
than
the Curragh
 
Mine Operations
 
Enterprise
 
Bargaining Agreement
 
2019, there
 
are no
 
other collective
 
bargaining
agreements or union contracts covering employees of the Company
 
.
Transportation
The Company depends
 
upon port and
 
rail transportation
 
systems to deliver
 
coal to
 
its customers.
 
Disruption of
these
 
transportation
 
services
 
due
 
to
 
weather-related
 
problems,
 
mechanical
 
difficulties,
 
strikes,
 
lockouts,
bottlenecks, and other
 
events could temporarily
 
impair the Company’s
 
ability to supply
 
coal to its
 
customers. In
the past, disruptions in these services have resulted in
 
delayed shipments and production interruptions.
2.
 
Summary of Significant Accounting Policies
(a)
 
Newly Adopted Accounting Standards
During
 
the
 
period
 
there
 
have
 
been
 
no
 
new
 
Accounting
 
Standards
 
Updates
 
issued
 
by
 
the
 
Financial
 
Accounting
Standards Board that had a material impact on the Company’s Consolidated Financial Statements
.
 
(b)
 
Accounting Standards Not Yet
 
Implemented
To
 
date, there have
 
been no
 
recent accounting
 
pronouncements not
 
yet effective
 
that have significance,
 
or potential
significance, to the Company’s Consolidated Financial Statements.
 
(c) Use of Estimates
The preparation
 
of Consolidated
 
Financial
 
Statements
 
in conformity
 
with U.S. GAAP
 
requires
 
management
 
to
make certain
 
judgements, estimates
 
and assumptions
 
that affect
 
the reported
 
amounts of
 
assets and
 
liabilities
and disclosure of
 
contingent assets
 
and liabilities at
 
the date of
 
the Consolidated
 
Financial Statements
 
and the
reported amounts
 
of revenues
 
and expenses
 
during the
 
reporting periods.
 
Actual results
 
could differ
 
materially
from
 
those
 
estimates.
 
Significant
 
items
 
subject
 
to
 
such
 
estimates
 
and
 
assumptions
 
include
 
asset
 
retirement
obligations; useful
 
lives for
 
depreciation, depletion
 
and amortization;
 
deferred income
 
tax assets
 
and liabilities;
values
 
of
 
coal
 
properties;
 
fair
 
value
 
of
 
assets
 
held
 
for
 
sale,
 
workers’
 
compensation
 
liability
 
and
 
other
contingencies.
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
126
(d)
 
Foreign Currency
Financial Statements of foreign operations
The reporting currency of the Company is the U.S. Dollar,
 
or US$.
Functional
 
currency
 
is
 
determined
 
by
 
the
 
primary
 
economic
 
environment
 
in
 
which
 
an
 
entity
 
operates.
 
The
functional currency of
 
the Company
 
and its subsidiaries
 
is the US$,
 
with the exception
 
of two foreign
 
operating
subsidiaries, Curragh
 
and its
 
immediate parent
 
CAH, whose
 
functional currency
 
is the
 
Australian dollar,
 
or A$,
since Curragh’s predominant sources of operating
 
expenses are denominated in that currency.
Assets and liabilities
 
are translated at
 
the year-end exchange
 
rate and items
 
in the statement
 
of operations are
translated at average rates with gains and losses from
 
translation recorded in other comprehensive losses.
Foreign Currency Transactions
Monetary
 
assets
 
and
 
liabilities
 
are
 
remeasured
 
at
 
year-end
 
exchange
 
rates
 
while
 
non-monetary
 
items
 
are
remeasured at historical rates.
 
Gains and losses from foreign
 
currency remeasurement related to Curragh’s U.S. dollar receivables are
 
included
in coal revenues. All other gains and losses
 
from foreign currency remeasurement
 
and foreign currency forward
contracts
 
are
 
included
 
in
 
“Other,
 
net”,
 
with
 
exception
 
of
 
foreign
 
currency
 
gains
 
or
 
losses
 
on
 
long-term
intercompany
 
loan
 
balances
 
which
 
are classified
 
within
 
“Accumulated
 
other
 
comprehensive
 
losses”.
 
The
 
total
aggregate impact of foreign currency
 
transaction gains or losses on the
 
Consolidated Statements of Operations
and Comprehensive Income was a net gain of $
47.6
 
million and $
1.7
 
million and a net loss of $
3.2
 
million for the
years ended December 31, 2022, 2021 and 2020, respectively. The total impact of foreign currency transactions
related to U.S. dollar coal sales in Australia (included in the total above) was a net gain of $
15.0
 
million and $
8.7
million and a net loss of $
4.0
 
million for the years ended December 31, 2022, 2021
 
and 2020, respectively.
(e)
 
Cash and Cash Equivalents and Restricted Cash
Cash and cash
 
equivalents include cash
 
at bank and
 
short-term highly liquid investments
 
with an original
 
maturity
date of three months or less. At December 31, 2022 and 2021,
 
the Company had
no
 
cash equivalents.
“Cash
 
and
 
Restricted
 
Cash”,
 
as
 
disclosed
 
in
 
the
 
accompanying
 
Consolidated
 
Balance
 
Sheets
 
includes
 
$
0.3
million of restricted cash at December 31, 2022 and
 
$
0.3
 
million at 2021.
(f)
 
Trade Accounts Receivables
The Company
 
extends trade
 
credit to
 
its customers
 
in the
 
ordinary course
 
of business.
 
Trade
 
receivables are
recorded initially at fair value and subsequently at amortized
 
cost, less any Expected Credit Losses, or ECL.
 
For trade receivables
 
carried at amortized
 
cost, the Company
 
determines ECL on
 
a forward-looking
 
basis. The
amount of
 
ECL is
 
updated at
 
each reporting
 
date to reflect
 
changes in
 
credit risk
 
since initial recognition
 
of the
respective financial instrument.
 
The Company recognizes
 
the lifetime ECL. The
 
ECL is estimated
 
based on the
Company’s
 
historic credit
 
loss
 
experience,
 
adjusted for
 
factors that
 
are specific
 
to the
 
financial
 
asset, general
economic
 
conditions,
 
financial
 
asset
 
type,
 
term
 
and
 
an
 
assessment
 
of
 
both
 
the
 
current
 
as
 
well
 
as
 
forecast
conditions, including expected timing
 
of collection, at the
 
reporting date, modified for
 
credit enhancements such
as letters of credit obtained. To
 
measure ECL, trade receivables have been grouped based on shared credit risk
characteristics and the days past due.
 
The amount of credit
 
loss is recognized in
 
the Consolidated Statements
 
of Operations and Other Comprehensive
Income within “Provision for discounting and credit losses”. The Company writes off a financial asset when there
is information indicating there is no realistic prospect of recovery of the asset from the counterparty. Subsequent
recoveries of amounts
 
previously written off
 
are credited against “Provision
 
for discounting and
 
credit losses” in
the Consolidated Statements
 
of Operations and Other Comprehensive Income.
Factoring
The Company
 
has agreements
 
with financial
 
institutions to
 
sell selected
 
trade receivables
 
on a
 
recurring, non-
recourse
 
basis.
 
Under
 
these
 
agreements,
 
trade
 
receivables
 
sold
 
do
 
not
 
allow
 
for
 
recourse
 
for
 
any
 
credit
 
risk
related to the Company’s customers if such receivables
 
are not collected by the third-party financial institutions.
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
127
The
 
Company
 
derecognizes
 
the
 
trade
 
receivables
 
sold
 
under
 
the
 
factoring
 
arrangement
 
and
 
the
 
difference
between proceeds received and carrying amount of the trade receivables sold is
 
recognized within “Interest, net”
in its Consolidated Statements of Operations and Comprehensive
 
Income.
(g)
 
Inventories
Coal is recorded
 
as inventory at the
 
point in time
 
the coal is
 
extracted from the
 
mine. Raw coal
 
represents coal
stockpiles that
 
may be
 
sold in
 
current condition
 
or may
 
be further
 
processed prior
 
to shipment
 
to a
 
customer.
Saleable coal represents coal stockpiles which require
 
no further processing prior to shipment to a customer.
Coal inventories are stated
 
at the lower of average
 
cost and net realizable
 
value. The cost of coal
 
inventories is
determined based
 
on an
 
average cost
 
of production,
 
which includes
 
all costs
 
incurred to
 
extract, transport
 
and
process
 
the coal.
 
Net
 
realizable
 
value
 
considers
 
the
 
estimated
 
sales
 
price
 
of
 
the
 
particular
 
coal
 
product,
 
less
applicable selling costs, and, in the case of raw coal, estimated
 
remaining processing costs.
Supplies
 
inventory
 
is
 
comprised
 
of
 
replacement
 
parts
 
for
 
operational
 
equipment
 
and
 
other
 
miscellaneous
materials and supplies
 
required for mining
 
which are stated
 
at cost on the
 
date of purchase.
 
Supplies inventory
is valued at
 
the lower of
 
average cost or
 
net realizable
 
value, less a
 
reserve for obsolete
 
or surplus items.
 
This
reserve incorporates several factors, such as anticipated usage, inventory turnover and inventory levels. It is not
customary to sell these inventories; the Company plans
 
to use them in mining operations as needed.
(h)
 
Assets held for sale
Assets
 
held
 
for
 
sale
 
are
 
measured
 
at
 
the
 
lower
 
of
 
their
 
carrying
 
amount
 
or
 
fair
 
value
 
less
 
costs
 
to
 
sell.
 
The
Company classifies
 
assets and
 
liabilities as
 
held for
 
sale (disposal
 
group) when
 
management, having
 
the authority
to approve the action,
 
commits to a plan
 
to sell the disposal
 
group, the sale is
 
probable within one year
 
and the
disposal
 
group
 
is
 
available
 
for
 
sale
 
in
 
its
 
present
 
condition.
 
The
 
Company
 
also
 
considers
 
whether
 
an
 
active
program to locate a buyer
 
has been initiated, whether the
 
disposal group is marketed actively
 
for sale at a price
that is reasonable in relation
 
to its current fair value,
 
and whether actions required
 
to complete the plan indicate
that it is
 
unlikely that significant
 
changes to the
 
plan will be
 
made or that
 
the plan will
 
be withdrawn. An
 
impairment
test is performed when
 
a disposal group is
 
classified as held for sale
 
and an impairment charge is
 
recorded when
the carrying
 
amount of
 
the disposal
 
group exceeds
 
its estimated
 
fair value,
 
less cost
 
to sell.
 
Depreciation
 
and
amortization for assets classified as held for sale are ceased.
 
(i)
 
Property, Plant and
 
Equipment, Impairment of Long-Lived Assets and Goodwill
Property, Plant, and
 
Equipment
Costs for mine development incurred to
 
expand capacity of operating mines or to
 
develop new mines and certain
mining equipment are capitalized and charged to operations on the
 
hours of usage or units of production method
over
 
the
 
estimated
 
proven
 
and
 
probable
 
reserve
 
tons
 
directly
 
benefiting
 
from
 
the
 
capital
 
expenditures.
 
Mine
development
 
costs
 
include
 
costs
 
incurred
 
for
 
site
 
preparation
 
and
 
development
 
of
 
the
 
mines
 
during
 
the
development stage.
 
Mineral rights
 
and reserves
 
acquired are
 
measured at
 
cost and
 
are depleted
 
on a
 
units of
production
 
method
 
over
 
the
 
estimated
 
proven
 
and
 
probable
 
reserve
 
tons
 
of
 
the
 
relevant
 
mineral
 
property.
Capitalized costs related to internal-use software are amortized on
 
a straight-line basis over the estimated useful
lives of the assets.
Property,
 
plant,
 
and
 
equipment
 
are
 
recorded
 
at
 
cost
 
and
 
include
 
expenditures
 
for
 
improvements
 
when
 
they
substantially
 
increase
 
the
 
productive
 
lives
 
of existing
 
assets.
 
Depreciation
 
is calculated
 
using
 
the
 
straight-line
method over
 
the estimated
 
useful lives
 
of the
 
depreciable assets of
3
 
to
10
 
years for machinery, mining
 
equipment
and
 
transportation
 
vehicles,
5
 
to
10
 
years
 
for
 
office
 
equipment,
 
and
10
 
to
20
 
years
 
for
 
plant,
 
buildings
 
and
improvements.
Maintenance and
 
repair costs
 
are expensed to
 
operations as
 
incurred. When
 
equipment is
 
retired or
 
disposed,
the related cost
 
and accumulated
 
depreciation are
 
removed from
 
the respective
 
accounts and any
 
gain or loss
on disposal is recognized in operations.
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
128
Impairment of long-lived assets
Long-lived
 
assets,
 
such
 
as
 
property,
 
plant,
 
and
 
equipment,
 
and
 
purchased
 
intangible
 
assets
 
subject
 
to
amortization,
 
are
 
reviewed
 
for
 
impairment
 
whenever
 
events
 
or
 
changes
 
in
 
circumstances
 
indicate
 
that
 
the
carrying amount of an
 
asset may not be
 
recoverable. If circumstances
 
require a long-lived asset
 
or asset group
be
 
tested
 
for
 
possible
 
impairment,
 
the
 
Company
 
first
 
compares
 
undiscounted
 
cash
 
flows
 
expected
 
to
 
be
generated by
 
that asset
 
or asset
 
group to
 
its carrying
 
amount. If
 
the carrying
 
amount of
 
the long-lived
 
asset or
asset group
 
is not
 
recoverable on
 
an undiscounted
 
cash flow
 
basis, an
 
impairment is
 
recognized to
 
the extent
that the
 
carrying amount
 
exceeds its
 
fair value.
 
Fair value
 
is determined
 
through
 
various valuation
 
techniques
including
 
discounted
 
cash
 
flow
 
models,
 
quoted
 
market
 
values
 
and
 
third-party
 
independent
 
appraisals,
 
as
considered necessary.
 
Refer to Note 5 “Impairment of Assets” for further disclosure
 
.
Goodwill
Goodwill is an asset
 
representing the future economic
 
benefits arising from other
 
assets acquired in a
 
business
combination
 
that
 
are
 
not
 
individually
 
identified
 
and
 
separately
 
recognized.
 
In
 
connection
 
with
 
the
 
Buchanan
acquisition on
 
March 31, 2016,
 
the Company
 
recorded goodwill
 
in the
 
amount of
 
$
28.0
 
million. Goodwill
 
is not
amortized but
 
is reviewed
 
for impairment
 
annually or
 
when circumstances or
 
other events
 
indicate that
 
impairment
may have occurred. The Company follows the guidance in Accounting Standards Update 2017-04 “
Intangibles –
Goodwill
 
and
 
Other:
 
Simplifying
 
the
 
Test
 
for
 
Goodwill
 
Impairment
 
(ASU 2017-04).
 
The
 
Company
 
makes
 
a
qualitative assessment of whether it
 
is more likely than
 
not that a
 
reporting unit’s fair value is
 
less than its carrying
amount. Circumstances that are considered as
 
part of the qualitative
 
assessment and could trigger a
 
quantitative
impairment test include but are
 
not limited to: a significant
 
adverse change in the business
 
climate; a significant
adverse legal judgment;
 
adverse cash flow
 
trends; an
 
adverse action
 
or assessment
 
by a government
 
agency;
unanticipated
 
competition;
 
and
 
a
 
significant
 
restructuring
 
charge
 
within
 
a
 
reporting
 
unit.
 
If
 
a
 
quantitative
assessment
 
is
 
determined
 
to
 
be
 
necessary,
 
the
 
Company
 
compares
 
the
 
fair
 
value
 
of
 
a
 
reporting
 
unit
 
with
 
its
carrying amount, including goodwill.
 
If the carrying amount
 
of a reporting unit
 
exceeds its fair value,
 
the Company
recognizes an impairment
 
charge for the
 
amount by which
 
the carrying amount
 
exceeds its fair
 
value to the
 
extent
of the amount of goodwill allocated to that reporting unit.
The Company defines reporting
 
units at the mining
 
asset level. For purposes
 
of testing goodwill for
 
impairment,
goodwill has been allocated to the reporting units to the
 
extent it relates to each reporting unit.
(j)
 
Asset Retirement Obligations
The
 
Company’s
 
asset
 
retirement
 
obligation,
 
or
 
ARO,
 
liabilities
 
primarily
 
consist
 
of
 
estimates
 
of
 
surface
 
land
reclamation
 
and
 
support
 
facilities
 
at
 
both
 
surface
 
and
 
underground
 
mines
 
in
 
accordance
 
with
 
applicable
reclamation laws and regulations in the U.S. and Australia
 
as defined by each mining permit.
The Company
 
estimates its ARO
 
liabilities for
 
final reclamation
 
and mine
 
closure based upon
 
detailed engineering
calculations of the amount
 
and timing of the future
 
cash spending for a
 
third party to perform
 
the required work.
Spending
 
estimates
 
are
 
escalated
 
for
 
inflation
 
and
 
then
 
discounted
 
at
 
the
 
credit-adjusted,
 
risk-free
 
rate.
 
The
Company records
 
an ARO asset
 
associated with
 
the discounted
 
liability for final
 
reclamation and
 
mine closure.
The obligation
 
and corresponding
 
asset are recognized
 
in the period
 
in which the
 
liability is incurred.
 
The ARO
asset
 
is
 
amortized
 
on
 
the
 
units-of-production
 
method
 
over
 
its
 
expected
 
life
 
of
 
the
 
related
 
asset
 
and
 
the
 
ARO
liability is accreted to the projected
 
spending date. As changes
 
in estimates occur (such as
 
mine plan revisions,
changes in
 
estimated costs
 
or changes
 
in timing
 
of the
 
performance of
 
reclamation activities),
 
the revisions
 
to
the
 
obligation
 
and
 
asset
 
are
 
recognized
 
at
 
the
 
appropriate
 
credit-adjusted,
 
risk-free
 
rate.
 
The
 
Company
 
also
recognizes
 
an
 
obligation
 
for
 
contemporaneous
 
reclamation
 
liabilities
 
incurred
 
as
 
a
 
result
 
of
 
surface
 
mining.
Contemporaneous reclamation consists primarily
 
of grading, topsoil replacement
 
and re-vegetation of backfilled
pit areas. To
 
settle the liability,
 
the obligation is paid,
 
and to the extent
 
there is a difference
 
between the liability
and
 
the
 
amount
 
of cash
 
paid,
 
a
 
gain
 
or
 
loss
 
upon
 
settlement
 
is
 
recorded.
 
The
 
Company
 
annually
 
reviews
 
its
estimated future cash flows for its asset retirement obligations.
(k)
 
Borrowing costs
Borrowing costs are
 
recognized as an
 
expense when they
 
are incurred, except
 
for interest charges
 
attributable
to major projects with substantial development and construction phases which are capitalized
 
as part of the cost
of the asset. There was
no
 
interest capitalized during the years ended December 31, 2022
 
and 2021.
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
129
(l)
 
Leases
From time
 
to time,
 
the Company
 
enters into
 
mining services
 
contracts which
 
may include
 
embedded leases
 
of
mining equipment
 
and other
 
contractual agreements
 
to lease
 
mining equipment
 
and facilities.
 
Based upon
 
the
Company’s
 
assessment
 
of the
 
terms
 
of a
 
specific
 
lease agreement,
 
the Company
 
classifies a
 
lease
 
as either
finance or operating.
Finance leases
Right of Use,
 
or ROU,
 
assets related
 
to finance
 
leases are
 
presented in
 
Property,
 
plant and
 
equipment, net
 
on
the Consolidated
 
Balance Sheet.
 
Lease liabilities
 
related to
 
finance leases
 
are presented
 
in “Lease
 
Liabilities”
(current) and “Lease Liabilities” (non-current) on the Consolidated
 
Balance Sheets.
Finance lease ROU assets and lease liabilities are recognized at the commencement date based on the present
value of the
 
future lease payments
 
over the lease
 
term. The
 
discount rate used
 
to determine
 
the present
 
value
of the
 
lease
 
payments
 
is the
 
rate
 
implicit in
 
the
 
lease unless
 
that
 
rate cannot
 
be readily
 
determined,
 
in which
case, the
 
Company utilizes
 
its incremental
 
borrowing
 
rate in
 
determining the
 
present value
 
of the
 
future lease
payments. The incremental borrowing
 
rate is the rate
 
of interest that the
 
Company would have to
 
pay to borrow
on
 
a
 
collateralized
 
basis
 
over
 
a
 
similar
 
term
 
an
 
amount
 
equal
 
to
 
the
 
lease
 
payments
 
in
 
a
 
similar
 
economic
environment.
Operating leases
ROU
 
assets
 
related to
 
operating
 
leases
 
are presented
 
as Right
 
of Use
 
assets
 
– operating
 
leases,
 
net
 
on the
Consolidated
 
Balance
 
Sheet.
 
Lease
 
liabilities
 
related
 
to
 
operating
 
leases
 
that
 
are
 
subject
 
to
 
the
 
ASC
 
842
measurement requirements such as operating
 
leases with lease terms
 
greater than twelve months are
 
presented
in “Lease Liabilities” (current) and “Lease Liabilities” (non-current)
 
on Consolidated Balance Sheets.
 
Operating lease
 
ROU assets and
 
lease liabilities
 
are recognized at
 
the commencement date
 
based on
 
the present
value of the
 
future lease payments
 
over the lease
 
term. The
 
discount rate used
 
to determine
 
the present
 
value
of the
 
lease
 
payments
 
is the
 
rate
 
implicit in
 
the
 
lease unless
 
that
 
rate cannot
 
be readily
 
determined,
 
in which
case, the
 
Company utilizes
 
its incremental
 
borrowing
 
rate in
 
determining
 
the present
 
value of
 
the future
 
lease
payments. The incremental borrowing
 
rate is the rate
 
of interest that the
 
Company would have to
 
pay to borrow
on
 
a
 
collateralized
 
basis
 
over
 
a
 
similar
 
term
 
an
 
amount
 
equal
 
to
 
the
 
lease
 
payments
 
in
 
a
 
similar
 
economic
environment. Operating
 
lease ROU
 
assets may
 
also include
 
any cumulative
 
prepaid or
 
accrued rent
 
when the
lease payments
 
are uneven
 
throughout the
 
lease term.
 
The ROU
 
assets and
 
lease liabilities
 
may also
 
include
options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option.
The ROU
 
asset includes
 
any lease
 
payments made
 
and lease
 
incentives received
 
prior to
 
the commencement
date.
 
The
 
Company
 
has
 
lease
 
arrangements
 
with
 
lease
 
and
 
non-lease
 
components
 
which
 
are
 
accounted
 
for
separately.
 
Non-lease
 
components
 
of
 
the
 
lease
 
payments
 
are
 
expensed
 
as
 
incurred
 
and
 
are
 
not
 
included
 
in
determining the present value.
(m) Royalties
Lease rights
 
to coal
 
lands are
 
often acquired
 
in exchange
 
for royalty
 
payments. Royalties
 
are payable
 
monthly
as a percentage of the gross
 
realization from the sale of the coal
 
mined using surface mining methods
 
and as a
percentage
 
of
 
the
 
gross
 
realization
 
for
 
coal
 
produced
 
using
 
underground
 
mining
 
methods.
 
Advance
 
mining
royalties are advance
 
payments made to
 
lessors under terms
 
of mineral lease
 
agreements that are
 
recoupable
against
 
future
 
production.
 
The
 
Company
 
had
 
advance
 
mining
 
royalties
 
of
 
$
6.8
 
million
 
and
 
$
5.5
 
million
respectively, included
 
in “Other current assets” as of December 31, 2022
 
and 2021.
(n)
 
Stanwell Rebate
The
 
Stanwell
 
rebate
 
relates
 
to
 
a
 
contractual
 
arrangement
 
entered
 
into
 
by
 
Curragh
 
with
 
Stanwell
 
Corporation
Limited, a State
 
of Queensland
 
owned electricity
 
generator, which
 
requires payment
 
of a rebate
 
for export coal
sold from some of Curragh’s
 
mining tenements. The rebate obligation is
 
accounted for as an executory
 
contract
and the expense is recognized as incurred.
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
130
(o)
 
Revenue Recognition
The Company accounts for
 
a contract when it
 
has approval and commitment
 
from both parties, the
 
rights of the
parties are identified,
 
payment terms
 
are identified,
 
the contract has
 
commercial substance
 
and collectability
 
of
consideration is probable. Once a contract
 
is identified, the Company evaluates
 
whether the combined or single
contract should be accounted for as more than one performance
 
obligation.
The Company recognizes revenue when
 
control is transferred to the customer.
 
For the Company’s contracts,
 
in
order to determine
 
the point
 
in time when
 
control transfers
 
to customers, the
 
Company uses
 
standard shipping
terms to
 
determine
 
the timing
 
of transfer
 
of
 
legal title
 
and the
 
significant
 
risks
 
and rewards
 
of ownership.
 
The
Company also considers other
 
indicators including timing
 
of when the Company
 
has a present right
 
to payment
and
 
when
 
physical
 
possession
 
of
 
products
 
is
 
transferred
 
to
 
customers.
 
The
 
amount
 
of
 
revenue
 
recognized
includes any
 
adjustments for
 
variable consideration,
 
which is
 
included in
 
the transaction
 
price and
 
allocated to
each
 
performance
 
obligation
 
based
 
on
 
the
 
relative
 
standalone
 
selling
 
price.
 
The
 
variable
 
consideration
 
is
estimated through the course of the contract using management’s
 
best estimates.
The majority of
 
the Company’s revenue is derived
 
from short term
 
contracts where the time
 
between confirmation
of sales orders and collection of cash is not more than
 
a few months.
Taxes
 
assessed
 
by
 
a
 
governmental
 
authority
 
that
 
are
 
both
 
imposed
 
on
 
and
 
concurrent
 
with
 
a
 
specific
revenue-producing transaction that are collected by the
 
Company from a customer are excluded from revenue.
Performance obligations
A
 
performance
 
obligation
 
is
 
a
 
promise
 
in
 
a
 
contract
 
to
 
transfer
 
a
 
distinct
 
good
 
or
 
service
 
to
 
the
 
customer.
 
A
contract’s transaction price is allocated
 
to each distinct performance obligation
 
and recognized as revenue
 
when,
or as, the performance obligation is satisfied.
The Company’s contracts have
 
multiple performance obligations as the
 
promise to transfer the individual
 
unit of
coal
 
is
 
separately
 
identifiable
 
from
 
other
 
units
 
of
 
coal
 
promised
 
in
 
the
 
contracts
 
and,
 
therefore,
 
distinct.
Performance obligations, as described above, primarily relate to the Company’s
 
promise to deliver a designated
quantity and type of coal within the quality specifications
 
stated in the contract.
For
 
contracts
 
with
 
multiple
 
performance
 
obligations,
 
we
 
allocate
 
the
 
contract’s
 
transaction
 
price
 
to
 
each
performance obligation on a relative standalone selling price basis. The
 
standalone selling price is determined at
each contract inception using
 
an adjusted market assessment
 
approach. This approach focuses
 
on the amount
that the Company believes the market is willing to pay
 
for a good or service, considering market conditions, such
as benchmark pricing, competitor pricing, market awareness of the product and current market trends that affect
the pricing.
Warranties provided to customers are
 
assurance-type of warranties on
 
the fitness of
 
purpose and merchantability
of the Company’s goods. The Company does not
 
provide service-type of warranties to customers.
Revenue
 
is
 
recognized
 
at
 
a
 
point
 
in
 
time
 
and
 
therefore
 
there
 
are
no
 
unsatisfied
 
and/or
 
partially
 
satisfied
performance obligations at December 31, 2022 and 2021.
Shipping and Handling
The Company
 
accounts
 
for
 
shipping
 
and
 
handling
 
activities
 
on
 
Free
 
on
 
Rail
 
sales
 
after
 
the
 
customer
 
obtains
control of the good as an activity to fulfil the promise to transfer the good. In this instance, shipping and handling
costs
 
paid
 
to
 
third
 
party
 
carriers
 
and
 
invoiced
 
to
 
coal
 
customers
 
are
 
recorded
 
as
 
freight
 
expense
 
and
 
other
revenues, respectively.
(p)
 
Commodity Price Risk
The Company has commodity price risk arising from fluctuations
 
in domestic and global coal prices.
 
The
 
Company’s
 
principal
 
philosophy
 
is
 
not
 
to
 
hedge
 
against
 
movements
 
in
 
coal
 
prices
 
unless
 
there
 
are
exceptional circumstances.
 
Any potential hedging of coal prices would be through fixed
 
price contracts.
 
The
 
Company
 
is
 
also
 
exposed
 
to
 
commodity
 
price
 
risk
 
related
 
to
 
diesel
 
fuel
 
purchases.
 
The
 
Company
 
may
periodically enter into arrangements that protect against
 
the volatility in fuel prices as follows:
 
enter into fixed price contracts to purchase fuel for the U.S. Operations
 
.
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
131
 
enter into derivative financial instruments to hedge exposures to fuel
 
price fluctuations.
 
There are
no
 
derivative contracts outstanding at December 31, 2022
 
and 2021.
(q)
 
Income Taxes
The Company uses the asset
 
and liability approach to account
 
for income taxes as required by
 
ASC 740, Income
Taxes,
 
which requires
 
the
 
recognition
 
of deferred
 
income
 
tax assets
 
and
 
liabilities
 
for the
 
expected
 
future
 
tax
consequences
 
attributable
 
to differences
 
between
 
the
 
financial
 
statement
 
carrying
 
amounts
 
of
 
existing
 
assets
and liabilities and their respective tax bases.
Valuation allowances are provided
 
when necessary to
 
reduce deferred income
 
tax assets to
 
the amount expected
to be realized, on a more likely than not basis.
The Company recognizes the
 
benefit of an uncertain
 
tax position that it has
 
taken or expects
 
to take on income
tax
 
returns
 
it
 
files
 
if
 
such
 
tax
 
position
 
is
 
more
 
likely
 
than
 
not
 
to
 
be
 
sustained
 
on
 
examination
 
by
 
the
 
taxing
authorities, based on the technical merits
 
of the position. These tax benefits
 
are measured based on the largest
benefit that has a greater than 50% likelihood of being realized
 
upon ultimate resolution.
The Company’s foreign
 
structure consists of
 
Australian entities which
 
are treated as
 
corporations subject to
 
tax
under Australian
 
taxing authorities.
 
The Curragh
 
entities are
 
treated as
 
a branch
 
for U.S.
 
tax purposes
 
and all
income flows through the ultimate parent (the Company).
(r)
 
Fair Value Measurements
The Company utilizes valuation
 
techniques that maximize
 
the use of observable inputs
 
and minimize the use of
unobservable
 
inputs
 
to
 
the
 
extent
 
possible.
 
The
 
Company
 
determines
 
fair
 
value
 
based
 
on
 
assumptions
 
that
market
 
participants
 
would
 
use
 
in
 
pricing
 
an
 
asset
 
or
 
liability
 
in
 
the
 
principal
 
or
 
most
 
relevant
 
market.
 
When
considering
 
market
 
participant
 
assumptions
 
in
 
fair
 
value
 
measurements,
 
the
 
Company
 
distinguishes
 
between
observable and unobservable inputs, which are categori
 
zed in one of 3 levels of inputs.
Refer to Note 25 “Fair
 
Value
 
Measurement” for detailed
 
information related to the
 
Company’s fair value
 
policies
and disclosures.
(s)
 
Derivative accounting
The Company recognizes at fair value all contracts meeting the definition of a derivative as assets or liabilities in
the Consolidated Balance Sheet.
With
 
respect
 
to
 
derivatives
 
used
 
in
 
hedging
 
activities,
 
the
 
Company
 
assesses,
 
both
 
at
 
inception
 
and
 
at
 
least
quarterly
 
thereafter,
 
whether
 
such
 
derivatives
 
are
 
highly
 
effective
 
at
 
offsetting
 
the
 
changes
 
in
 
the
 
anticipated
exposure of the
 
hedged item.
 
The change
 
in the fair
 
value of derivatives
 
designated as a
 
cash flow
 
hedge and
deemed highly effective
 
is recorded
 
in “Accumulated
 
other comprehensive
 
losses” until
 
the hedged
 
transaction
impacts reported earnings,
 
at which
 
time any gain
 
or loss is
 
reclassified to earnings.
 
If the
 
hedge ceases to
 
qualify
for
 
hedge
 
accounting,
 
the
 
Company
 
prospectively
 
recognizes
 
changes
 
in
 
the
 
fair
 
value
 
of
 
the
 
instrument
 
in
earnings in the
 
period of the
 
change. The
 
potential for
 
hedge ineffectiveness
 
is present in
 
the design
 
of certain
of the Company’s cash flow hedge relationships.
The Company’s
 
asset and
 
liability derivative
 
positions are
 
offset on
 
a counterparty-by-counterparty
 
basis if
 
the
contractual agreement provides for the net settlement of contracts with the
 
counterparty in the event of default or
termination of any one contract.
There are
no
 
derivative contracts outstanding at December 31, 2022
 
and 2021.
(t)
 
Stock-based Compensation
The Company has
 
a stock-based compensation plan
 
which allows for
 
the grant of
 
certain equity-based incentives
including stock options,
 
performance stock units,
 
or PSU, and
 
restricted stock units,
 
or RSU, to
 
employees and
executive
 
directors,
 
valued
 
in
 
whole
 
or
 
in
 
part
 
with
 
reference
 
to
 
the
 
Company’s
 
CDIs
 
or
 
equivalent
 
common
shares (on a
10.1
 
CDI to common share ratio).
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
132
The grant-date
 
fair value
 
of stock
 
option
 
award is
 
estimated on
 
the
 
date
 
of grant
 
using
 
Black-Scholes-Merton
option-pricing model. For
 
certain options and
 
PSUs, the Company includes
 
a relative Total
 
Stockholder Return,
or TSR, modifier to determine the number of shares
 
earned at the end of the performance period.
 
The fair value
of awards that include the TSR modifier is determined
 
using a Monte Carlo valuation model.
The expense for these equity-based incentives is based on their fair value at date of grant and is amortized over
the required service
 
period, generally the vesting
 
period. The Company accounts
 
for forfeitures as
 
and when they
occur.
Refer to
 
Note
 
23 “Stock-Based
 
Compensation”
for detailed
 
information
 
related
 
to the
 
Company’s
 
stock-based
compensation plans.
(
u)
 
Earnings per Share
Basic earnings per share is computed by dividing net income attributable to stockholders of the Company by the
weighted-average number of shares of common stock
 
outstanding during the reporting period.
Diluted net income
 
per share is computed
 
using the weighted-average
 
number of shares
 
of common stock
 
and
dilutive
 
potential
 
shares
 
of
 
common
 
stock
 
outstanding
 
during
 
the
 
period.
 
Dilutive
 
potential
 
shares
 
of
 
common
stock primarily consist of employee stock options and
 
restricted stock.
(v)
 
Deferred Financing Costs
The Company capitalizes costs
 
incurred in connection with new
 
borrowings, the establishment or
 
enhancement
of credit
 
facilities
 
and the
 
issuance
 
of debt
 
securities.
 
These costs
 
are amortized
 
as an
 
adjustment to
 
interest
expense
 
over
 
the
 
life
 
of
 
the
 
borrowing
 
or
 
term
 
of
 
the
 
credit
 
facility
 
using
 
the
 
effective
 
interest
 
method.
 
Debt
issuance costs related to a recognized
 
liability are presented in the balance
 
sheet as a direct reduction from
 
the
carrying amount of that liability whereas debt issuance costs
 
related to a credit facility are shown as an asset.
 
For information on the
 
unamortized balance of
 
deferred financing fees
 
related to outstanding
 
debt, see Note
 
17
“Interest Bearing Liabilities”.
3.
 
Segment Information
The Company has
 
a portfolio of operating
 
mines and development
 
projects in Queensland,
 
Australia and in the
states of
 
Pennsylvania,
 
Virginia
 
and West
 
Virginia
 
in the
 
U.S. The
 
Australian Operations
 
comprise the
 
100%-
owned
 
Curragh
 
producing
 
mine
 
complex.
 
The
 
U.S.
 
Operations
 
comprise
two
 
100%-owned
 
producing
 
mine
complexes (Buchanan and Logan),
one
 
100%-owned idled mine complex which is held for sale (Greenbrier) and
two
 
development properties (Mon Valley
 
and Russell County).
 
The
 
Company
 
operates
 
its
 
business
 
along
two
 
reportable
 
segments:
 
Australia
 
and
 
United
 
States.
 
The
organization of the
two
 
reportable segments reflects how Coronado’s chief
 
operating decision maker, or
 
CODM,
manages and allocates resources to the various components
 
of the Company’s business.
 
The CODM
 
uses Adjusted
 
EBITDA as
 
the primary
 
metric to
 
measure each
 
segment’s
 
operating performance.
Adjusted EBITDA is not a measure of financial performance in accordance with U.S. GAAP.
 
Investors should be
aware that
 
the Company’s
 
presentation of
 
Adjusted EBITDA
 
may not
 
be comparable
 
to similarly
 
titled financial
measures used by other companies.
 
Adjusted EBITDA is
 
defined as earnings
 
before interest, taxes,
 
depreciation, depletion and
 
amortization and other
foreign exchange losses. Adjusted EBITDA is
 
also adjusted for certain discrete items that
 
management exclude
in analyzing each
 
of the
 
Company’s segments’ operating performance.
 
“Other and corporate”
 
relates to additional
financial information for the corporate function such
 
as financial reporting and accounting, treasury, legal, human
resources, compliance,
 
and tax.
 
As such, the
 
corporate function
 
is not determined
 
to be
 
a reportable segment
but is discretely disclosed for purposes of reconciliation to the
 
Company’s Consolidated Financial Statements.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
133
Reportable segment results for the years ended December 31,
 
2022, 2021 and 2020 are presented below:
(US$ thousands)
Australia
United
States
Other and
Corporate
Total
Year ended December 31,
 
2022
Total
 
revenues
$
2,116,555
$
1,454,987
$
$
3,571,542
Adjusted EBITDA
541,208
716,661
(42,245)
1,215,624
Net income (loss)
328,632
486,817
(43,746)
771,703
Total
 
assets
1,353,424
1,013,359
183,144
2,549,927
Capital expenditures
89,001
95,769
587
185,357
Year ended December 31,
 
2021
Total
 
revenues
$
1,315,851
$
832,620
$
$
2,148,471
Adjusted EBITDA
204,992
312,048
(30,907)
486,133
Net income (loss)
64,278
220,975
(95,830)
189,423
Total
 
assets
1,357,132
822,222
282,058
2,461,412
Capital expenditures
38,733
50,787
1,616
91,136
Year ended December 31,
 
2020
Total
 
revenues
$
976,369
$
485,893
$
$
1,462,262
Adjusted EBITDA
(8,586)
92,801
(30,416)
53,799
Net loss
(66,645)
(77,853)
(82,039)
(226,537)
Total
 
assets
1,307,745
908,361
(67,630)
2,148,476
Capital expenditures
47,456
74,881
1,519
123,856
The reconciliation of Adjusted EBITDA to net income attributable to the Company for
 
the years ended December
31, 2022, 2021 and 2020 are as follows:
Year Ended December 31,
(US$ thousands)
2022
2021
2020
Net income (loss)
$
771,703
$
189,423
$
(226,537)
Depreciation, depletion and amortization
167,046
177,875
191,189
Interest expense, net
67,632
68,062
50,585
Other foreign exchange (gains) losses
(1)
(32,259)
7,049
1,175
Loss on debt extinguishment
5,336
8,477
Income tax expense (benefit)
231,574
53,102
(60,016)
Impairment of assets
78,111
Restructuring costs
2,300
Losses on idled assets held for sale
(2)
771
2,732
9,994
Gain on disposal of assets held for sale
(14,845)
Increase (decrease) in provision for discounting
 
and credit losses
3,821
(8,042)
9,298
Consolidated adjusted EBITDA
$
1,215,624
$
486,133
$
53,799
(1)
Refer to Note 6 “Other, net” for further discussion.
(2)
These losses relate to idled non-core assets that the Company has classified as held
 
for sale with the view that these will be
 
sold within the next
twelve months or were sold in prior periods.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
134
The
 
reconciliations
 
of
 
capital
 
expenditures
 
per
 
the
 
Company’s
 
segment
 
information
 
to
 
capital
 
expenditures
disclosed on
 
the Consolidated
 
Statements of
 
Cash Flows
 
for the
 
years ended
 
December
 
31, 2022,
 
2021 and
2020 are as follows:
Year Ended December 31,
(US$ thousands)
2022
2021
2020
Capital expenditures per Consolidated Statement of Cash
flows
$
199,716
$
89,661
$
117,856
Payment for capital acquired in prior period
(7,475)
(6,000)
Accruals for capital expenditures
11,243
7,475
6,000
Advance payment to acquire long lead capital items
 
(18,127)
Capital expenditures per segment detail
$
185,357
$
91,136
$
123,856
Disaggregation of Revenue
The Company disaggregates the revenue
 
from contracts with customers by
 
major product group for each of
 
the
Company’s
 
segments,
 
as the
 
Company
 
believes
 
it best
 
depicts the
 
nature,
 
amount,
 
timing
 
and
 
uncertainty
 
of
revenues and cash flows. All revenue is recognized at a point
 
in time.
Year ended December 31, 2022
(US$ thousands)
Australia
United States
Total
Product Groups:
Metallurgical coal
$
1,968,173
$
1,394,880
$
3,363,053
Thermal coal
110,345
54,228
164,573
Total
 
coal revenue
2,078,518
1,449,108
3,527,626
Other
(1)
38,037
5,879
43,916
Total
$
2,116,555
$
1,454,987
$
3,571,542
Year ended December 31, 2021
(US$ thousands)
Australia
United States
Total
Product Groups:
Metallurgical coal
$
1,171,869
$
822,000
$
1,993,869
Thermal coal
107,867
6,595
114,462
Total
 
coal revenue
1,279,736
828,595
2,108,331
Other
(1)
36,115
4,025
40,140
Total
$
1,315,851
$
832,620
$
2,148,471
Year ended December 31, 2020
(US$ thousands)
Australia
United States
Total
Product Groups:
Metallurgical coal
$
836,545
$
476,222
$
1,312,767
Thermal coal
105,681
5,151
110,832
Total
 
coal revenue
942,226
481,373
1,423,599
Other
(1)
34,143
4,520
38,663
Total
$
976,369
$
485,893
$
1,462,262
(1)
Included in
 
Other is
 
the amortization
 
of Stanwell
 
non-market coal
 
supply agreement
 
liability recognized
 
on acquisition
 
of Curragh.
 
See further
discussion in Note 19 “Contract Obligations”.
Further explanation to tables above:
The following is a description of the principal activities
 
by reportable segments.
 
The Company primarily offers two types of products to its
 
customers: metallurgical coal and thermal coal
of
 
varying
 
qualities.
 
The
 
Company’s
 
metallurgical
 
coal
 
is
 
classified
 
as
 
hard
 
coking
 
coal,
 
further
distinguished by its volatility (defined as high, mid, or low),
 
and pulverized coal injection.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
135
 
The Australian Operations reportable segment
 
includes the Curragh mine. The
 
Australian Operations is
a separate
 
reportable segment
 
due to
 
having separate
 
management, location,
 
assets, and
 
operations.
 
Curragh
 
mine,
 
included
 
in
 
the
 
Australian
 
Operations,
 
is
 
located
 
in
 
central
 
Queensland,
 
Australia
 
and
produces a wide variety of metallurgical coal.
 
The United States reportable segment includes the Buchanan, Logan and Greenbrier coal
 
mine facilities
in Virginia and West Virginia,
 
United States. It produces high, mid and low volatility
 
hard coking coal.
4. Assets Held for Sale
During the fourth quarter of 2020, the Company committed to a plan to sell the Greenbrier asset and determined
that all of
 
the criteria to
 
classify assets and liabilities
 
as held for
 
sale were met.
 
The asset is part
 
of the Company’s
U.S. segment,
 
located
 
in the
 
State
 
of
 
West
 
Virginia,
 
and
 
does
 
not form
 
part
 
of
 
the Company’s
 
core
 
business
strategy. The Greenbrier
 
mining asset has been idle since April 1, 2020.
 
The following table provides the major classes of assets and liabilities classified as held for sale as of December
31, 2022 and December 31, 2021:
December 31
 
(US$ thousands)
2022
2021
Inventories, net
1,795
Other current assets
2,326
1,706
Property, plant and
 
equipment, net
23,447
23,447
Other noncurrent assets
441
75
Total
 
assets held for sale
$
26,214
$
27,023
Accounts payable
313
426
Accrued expenses and other current liabilities
813
1,344
Current asset retirement obligations
5,137
5,140
Noncurrent asset retirement obligations
5,978
5,203
Total
 
liabilities held for sale
$
12,241
$
12,113
As of December 31, 2022, the assets
 
and liabilities held for sale represent the fair value
 
of the Greenbrier mining
asset, which will likely be realized through a sale within
 
the next 12 months.
 
The fair
 
value of
 
the Greenbrier
 
mining asset
 
was
 
primarily
 
determined
 
by reference
 
to non-binding
 
indicative
offers and Level 3 inputs such
 
as estimates of future cash flows which
 
aligns to the Company’s
 
best estimate of
future
 
market
 
and
 
operating
 
conditions,
 
including
 
its
 
current
 
life
 
of
 
mine
 
plan.
 
The
 
life
 
of
 
mine
 
plan
 
includes
assumptions in relation to coal price
 
forecasts, projected mine production volumes, operating costs, capital costs
and discount rate.
Sale of the Amonate Mining Asset
On
December 2, 2021
,
 
the
 
Company
 
sold
 
Amonate,
 
including
 
related
 
assets
 
and
 
liabilities,
 
to
 
Ramaco
Resources, Inc., a Delaware corporation,
 
for a purchase price of $
30.0
 
million and realized a pre-tax
 
net gain of
$
14.8
 
million after transaction costs of $
2.6
 
million, included within “Gain on disposal of
 
asset held for sale” in the
Company’s
 
Consolidated
 
Statement
 
of Operations
 
and
 
Comprehensive
 
Income for
 
the year
 
ended December
31, 2021.
5. Impairment of Assets
The Company concluded
 
that no impairment
 
charges were
 
required at any
 
of the Company’s
 
mining assets
 
for
the years ended December 31, 2022 and 2021.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
136
During the year ended
 
December 31, 2020, the
 
Company performed an
 
impairment assessment in
 
accordance
with ASC 360 – Property, Plant and Equipment, and determined that the
 
sum of the estimated undiscounted pre-
tax future
 
cash flows
 
of Greenbrier
 
long-lived assets
 
exceeded its
 
carrying amount.
 
As a
 
result, an
 
impairment
charge of $
78.1
 
million was recorded,
 
reducing the
 
carrying amount
 
of Greenbrier’s
 
long-lived assets
 
to its
 
fair
value at that time, which did not include any associated ARO
 
liabilities.
6.
 
Other, net
Other, net consists of the following:
Year Ended December 31,
 
(US$ thousands)
2022
2021
2020
Other foreign exchange gains (losses)
(1)
$
32,259
$
(7,049)
$
(1,175)
Other income
1,536
862
567
Total
 
Other, net
$
33,795
$
(6,187)
$
(608)
(1)
 
Other foreign
 
exchange gains
 
(losses) primarily
 
relates to
 
gains and
 
losses recognized
 
on the
 
translation of
short-term
 
inter-entity
 
balances
 
between
 
certain
 
entities
 
within
 
the
 
Group
 
that
 
are
 
denominated
 
in
 
currencies
other than their respective functional currencies.
7.
 
Capital Structure
(a)
 
Stockholders’ Equity
Authorized capital stock
The Company’s Articles of Incorporation, as amended, authorize the Company to issue
1,100,000,000
 
shares of
$
0.01
 
par value
 
capital stock
 
consisting of
1,000,000,000
 
shares of
 
common stock
 
and
100,000,000
 
shares of
preferred stock.
Common Stock / CDIs
The
 
common
 
stock
 
is
 
publicly
 
traded
 
on
 
the
 
ASX
 
under
 
the
 
ticker
 
“CRN,”
 
in
 
the
 
form
 
of
 
CHESS
 
Depositary
Interests (“CDIs). CDIs are units
 
of beneficial ownership in shares
 
of common stock held by
 
CHESS Depositary
Nominees Pty Limited (“CDN”), a wholly-owned subsidiary
 
of ASX Limited, the company that operates the ASX.
As each CDI represents one tenth of a share,
 
holders of CDIs will be entitled to
one
 
vote for every
10
 
CDIs they
hold. CDI
 
holders
 
are to
 
receive
 
entitlements
 
which attach
 
to underlying
 
shares
 
such as
 
participation
 
in rights
issues, bonus issues, capital reductions and liquidation preferences.
The CDIs entitle
 
holders to dividends,
 
if any, and other rights
 
economically equivalent to
 
shares of common
 
stock,
including the right
 
to attend stockholders’
 
meetings. CDN, as
 
the stockholder of
 
record, will vote
 
the underlying
shares in accordance with the directions of the CDI holders.
The following table summarizes Common Stock activity
 
during the periods presented below:
Year Ended December 31,
 
2022
2021
2020
Shares outstanding at the beginning of the year
167,645,373
138,387,890
96,651,692
Shares issued during the year
-
29,257,483
41,736,198
Shares outstanding at the end of the year
167,645,373
167,645,373
138,387,890
Coronado Group LLC
As
 
of
 
December
 
31,
 
2022,
 
Coronado
 
Group
 
LLC,
 
the
 
Company’s
 
controlling
 
stockholder,
 
beneficially
 
owns
845,061,399
 
CDIs (representing a beneficial interest
 
in
84,506,140
 
shares of common stock) representing
50.4
%
of
 
the
 
total
1,676,453,730
 
CDIs
 
(representing
 
a
 
beneficial
 
interest
 
in
167,645,373
 
shares
 
of
 
common
 
stock)
outstanding.
 
The
 
remaining
831,392,331
 
CDIs
 
(representing
 
a
 
beneficial
 
interest
 
in
83,139,233
 
shares
 
of
common stock) are owned by investors in the form of CDIs
 
publicly traded on the ASX.
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
137
Refer to Note 23 “Stock-Based Compensation” for
 
options to purchase common stock issued
 
and outstanding as
of December 31, 2022 and 2021.
Preferred Stock
Coronado Group
 
LLC holds
 
one share
 
of preferred
 
stock
 
Series A.
 
The holder
 
of Series
 
A Preferred
 
Stock
 
is
permitted
 
to
 
nominate
 
and
 
elect
 
members
 
of
 
the
 
Company’s
 
Board
 
of
 
Directors
 
in
 
relation
 
to
 
the
 
level
 
of
 
the
holder’s
 
aggregate
 
beneficial
 
ownership
 
of
 
shares
 
of
 
the
 
Company’s
 
common
 
stock.
 
The
 
Series
 
A
 
Preferred
Share
 
is
 
not
 
entitled
 
to
 
dividends
 
and
 
is
 
non
 
transferable.
 
The
 
Series
 
A
 
Preferred
 
Share
 
has
 
a
 
liquidation
preference of $
1.00
.
(b)
 
Dividends
The dividend
 
policy
 
and
 
the
 
payment
 
of future
 
cash
 
dividends
 
are subject
 
to
 
the
 
discretion
 
of the
 
Company’s
Board of Directors.
During the year ended December 31, 2022, the Company declared:
 
Dividends of $
150.9
 
million, or $
0.09
 
per CDI ($
0.90
 
per share of common stock), on February 24, 2022;
 
Dividends of $
200.1
 
million, or $
0.119
 
per CDI ($
1.19
 
per share of common stock), on May 9, 2022;
 
 
Dividends of $
125.7
 
million, or $
0.075
 
per CDI ($
0.75
 
per share of
 
common stock),
 
on August 8,
 
2022;
and
 
Dividends of $
225.0
 
million, or $
0.134
 
per CDI ($
1.34
 
per share of common stock), on
 
October 30, 2022.
The
 
Company
 
paid
 
a
 
total
 
of
 
$
700.2
 
million
 
to
 
stockholders
 
and
 
CDI
 
holders
 
on
 
the
 
ASX,
 
net
 
of
 
$
1.4
 
million
foreign exchange gain
 
on payment of
 
dividends to certain
 
CDI holders that
 
elected to be
 
paid in Australian
 
dollars,
in relation to the above declared dividends.
 
During the year ended December 31, 2021, the Company did
 
not declare or pay dividends.
During the year
 
ended December 31,
 
2020, the Company
 
declared a dividend
 
to stockholders and
 
CDI holders
on the
 
ASX of
 
$
24.2
 
million, or
 
$
0.025
 
per CDI
 
($
0.25
 
per share
 
of common
 
stock). The
 
dividend was
 
paid on
March 31, 2020.
 
(c)
 
Earnings per Share
Basic earnings per
 
share of common
 
stock is computed
 
by dividing net
 
income attributable
 
to the Company
 
for
the period,
 
by the
 
weighted-average
 
number of
 
shares
 
of common
 
stock outstanding
 
during the
 
same period.
Diluted earnings per share of common stock is computed
 
by dividing net income attributable to the Company
 
by
the weighted-average number
 
of shares
 
of common
 
stock outstanding adjusted
 
to give
 
effect to potentially
 
dilutive
securities. During periods in which the Company incurs
 
a net loss, diluted weighted average shares outstanding
are equal to basic weighted average shares outstanding
 
because the effect of all equity awards is anti-dilutive.
Basic and diluted earnings per share was calculated as
 
follows (in thousands, except per share data):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
138
Year Ended December 31,
(US$ thousands, except per share data)
2022
2021
2020
Numerator:
Net income (loss)
$
771,703
$
189,423
$
(226,537)
Less:
 
Net (loss) attributable to Non-controlling interest
(2)
(69)
Net income (loss) attributable to Company stockholders
$
771,703
$
189,425
$
(226,468)
Denominator (in thousands):
Weighted-average shares of common stock outstanding
167,645
156,710
111,073
Effects of dilutive shares
201
132
Weighted average diluted shares of common stock
 
outstanding
167,846
156,842
111,073
Earnings (Loss) Per Share (US$):
Basic
4.60
1.21
(2.04)
Dilutive
4.60
1.21
(2.04)
8. Trade Receivables, net
The Company
 
extends trade
 
credit to
 
its customers
 
in the
 
ordinary course
 
of business.
 
Trade
 
receivables are
recorded initially at fair value and subsequently at amortized
 
cost, less any ECL.
December 31,
(US$ thousands)
2022
2021
Trade
 
receivables - at amortized cost
$
414,490
$
272,657
Provision for discounting and credit losses (Note 9)
(4,511)
(734)
Trade receivables, net
$
409,979
$
271,923
Xcoal
At December
 
31, 2022,
 
amounts
 
outstanding from
 
Xcoal in
 
respect
 
of coal
 
sales
 
were $
69.8
 
million,
 
of which
$
34.9
 
million were past due, and is included within “Trade
 
receivables, net” on the Consolidated Balance
 
Sheet.
Subsequent to December
 
31, 2022, the Company has collected
 
the Xcoal past due balance in
 
full. The carrying
amount
 
of
 
trade
 
receivables
 
from
 
Xcoal,
 
net
 
of
 
provision
 
for
 
discounting
 
and
 
credit
 
losses
 
of
 
$
2.9
 
million,
recognized due to the uncertainty surrounding expected timing
 
of collection, was $
65.7
 
million.
At December
 
31,
 
2021, amounts
 
outstanding
 
from
 
Xcoal in
 
respect
 
of coal
 
sales
 
were $
35.2
 
million,
 
of which
$
17.9
 
million
 
was
 
past due
 
and was
 
included
 
in “Trade
 
receivables,
 
net” on
 
the
 
Consolidated
 
Balance Sheet.
Subsequent to December 31,
 
2021, the Company collected
 
Xcoal’s past due balance in
 
full. The carrying amount
of
 
trade
 
receivables
 
from
 
Xcoal,
 
net
 
of
 
provision
 
for
 
discounting
 
and
 
credit
 
losses
 
of
 
$
0.4
 
million,
 
was
 
$
34.8
million.
9. Provision for Discounting and Credit Losses
The following
 
table provides
 
the reconciliation
 
of the
 
allowance for
 
credit losses
 
that is
 
deducted from
 
financial
assets to present the net amount expected to be collected:
(US$ thousands)
Trade and
related party
trade
receivables
Other
Assets
Total
As at January 1, 2021
$
9,298
$
$
9,298
Change in estimates during the current period
436
522
958
Unwind of provision for discounting and credit losses
(9,000)
(9,000)
As at December 31, 2021
734
522
1,256
Change in estimates during the current period
3,777
44
3,821
As at December 31, 2022
$
4,511
$
566
$
5,077
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
139
10. Inventories
 
December 31,
(US$ thousands)
2022
2021
Raw coal
$
50,604
$
17,334
Saleable coal
45,913
42,006
Total
 
coal inventories
96,517
59,340
Supplies inventory
61,501
59,582
To
tal inventories
$
158,018
$
118,922
Coal inventories measured at its net realizable value were
 
$
5.0
 
million and $
2.2
 
million at December 31, 2022
and 2021, respectively,
 
and relates to coal designated for deliveries under the Stanwell
 
non-market coal supply
agreement. See further discussion in Note 19 “Contract
 
Obligations”.
11.
 
Property, Plant and
 
Equipment
The following
 
table indicates
 
the carrying
 
amount of
 
each of
 
the major
 
classes of
 
the Company’s
 
consolidated
depreciable assets:
December 31,
 
(US$ thousands)
2022
2021
Land
$
27,711
$
27,853
Buildings and improvements
91,336
88,079
Plant, machinery, mining
 
equipment and transportation vehicles
1,012,844
963,272
Mineral rights and reserves
373,309
374,326
Office and computer equipment
9,488
8,718
Mine development
565,106
566,201
Asset retirement obligation asset
87,877
75,215
Construction in process
82,713
42,055
To
tal cost of property,
 
plant and equipment
2,250,384
2,145,719
Less accumulated depreciation, depletion and amortization
860,836
748,356
Property, plant and
 
equipment, net
$
1,389,548
$
1,397,363
The amount of depreciation and amortization expense
 
for property, plant
 
and equipment for the years ended
December 31, 2022, 2021 and 2020 was $
155.8
million, $
166.2
 
million and $
187.7
 
million, respectively.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
140
12.
 
Goodwill and Other Intangible Assets
(a)
 
Acquired Intangible Assets
December 31, 2022
(US$ thousands)
Weighted
average
amortization
period (years)
Gross
carrying
amount
Accumulated
amortization
Net carrying
amount
Intangible assets:
Amortizing intangible assets:
Mining permits - Logan
15
$
1,642
$
990
$
652
Mining permits - Buchanan
28
3,501
842
2,659
Total
 
intangible assets
$
5,143
$
1,832
$
3,311
December 31, 2021
(US$ thousands)
Weighted
average
amortization
period (years)
Gross
carrying
amount
Accumulated
amortization
Net carrying
amount
Intangible assets:
Amortizing intangible assets:
Mining permits - Logan
15
$
1,642
$
912
$
730
Mining permits - Buchanan
28
3,501
717
2,784
Total
 
intangible assets
$
5,143
$
1,629
$
3,514
Amortization expense is charged using the
 
straight-line method over the useful
 
lives of the respective intangible
asset.
 
The
 
aggregate
 
amount
 
of
 
amortization
 
expense
 
for
 
amortizing
 
intangible
 
assets
 
for
 
the
 
years
 
ended
December
 
31,
 
2022,
 
2021
 
and
 
2020,
 
were
$
0.2
 
million,
 
$
0.2
 
million
 
and
 
$
0.2
 
million,
 
respectively.
 
Estimated
amortization expense for each of the next five years is
 
$
0.2
 
million.
(b)
Goodwill
In connection with the
 
Buchanan acquisition on
 
March 31, 2016, the Company
 
recorded goodwill in the
 
amount
of $
28.0
 
million. The
 
Company performed
 
a qualitative
 
assessment to
 
determine if
 
impairment was
 
required at
December 31, 2022
 
or 2021.
 
Based upon
 
the Company’s
 
qualitative assessment,
 
it is more
 
likely than
 
not that
the fair
 
value
 
of the
 
reporting
 
unit is
 
greater
 
than
 
the
 
carrying
 
amount at
 
December 31,
 
2022 and
 
2021. As
 
a
result,
no
 
impairment
 
was
 
recorded,
 
and
 
the
 
balance
 
of
 
goodwill
 
at
 
both
 
December 31,
 
2022
 
and
 
2021
was
$
28.0
 
million. The Company has not noted any indicators
 
of impairment since the acquisition date.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
141
13.
 
Other Assets
 
December 31,
(US$ thousands)
2022
2021
Other current assets:
 
Prepayments
$
26,831
$
24,226
 
Long service leave receivable
7,884
9,136
 
Tax
 
credits receivable
4,183
4,440
 
Other
21,290
9,845
Total
 
other current assets
$
60,188
$
47,647
Other non-current assets:
 
Favorable mineral leases
$
3,448
$
3,645
 
Deferred debt issue costs
 
2,463
4,310
 
Long service leave receivable
585
550
 
Tax
 
credits receivable
7,269
11,223
 
Deposits to acquire long lead capital items
18,126
 
Other
1,694
Total
 
other non-current assets
$
33,585
$
19,728
The Company
 
has other assets
 
which includes prepayments,
 
favorable mineral leases,
 
deferred debt issue
 
costs,
long service leave receivable,
 
equipment deposits and coalfield employment enhancement tax credit receivable.
 
The favorable mineral leases are amortized based on the coal tonnage removed from the lease property relative
to the total estimated reserves on that property.
 
Long service leave for
 
eligible coal mine workers
 
at the Company’s
 
Australian Operations is
 
paid when leave is
taken, with a subsequent
 
reimbursement received from
 
the Coal Mining Industry
 
(Long Service Leave Funding)
Corporation
 
in
 
Queensland,
 
Australia.
 
The
 
reimbursement
 
entitlement
 
is
 
recognized
 
as
 
a
 
receivable
 
and
 
is
measured as
 
the present
 
value of
 
expected future
 
reimbursements to
 
be received
 
for the
 
corresponding leave
liability recognized.
 
The deferred
 
issue costs
 
as of
 
December
 
31,
 
2022 and
 
2021,
 
were
 
incurred to
 
establish
 
the ABL
 
Facility (as
described in Note 17
 
“Interest Bearing Liabilities”) and
 
amortized over the life
 
of the facility
 
on a straight-line
 
basis
and
 
included
 
in
 
“Interest
 
expense,
 
net”
 
in
 
the
 
Company’s
 
Consolidated
 
Statements
 
of
 
Operations
 
and
Comprehensive Income.
The tax credits receivable relates
 
to the Virginia coalfield employment enhancement tax
 
credit for coal sales from
the Company’s mining properties in the State of West Virginia in the U.S. during the 2018 to 2021 income years.
Where the credits exceed the Company’s state tax liability for the tax year,
 
the excess is redeemable by the Tax
Commissioner on behalf of the Commonwealth of Virginia for
85
% of the face value within 90
 
days after filing the
return. The
 
tax credits
 
allowed can
 
be claimed
 
in the
 
third taxable
 
year following
 
the taxable
 
year in
 
which the
credit was earned and allowed.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
142
14.
 
Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consist of the
 
following:
December 31,
(US$ thousands)
2022
2021
Wages
 
and employee benefits
$
38,687
$
41,187
Taxes
 
other than income taxes
5,988
6,246
Accrued royalties
117,131
70,237
Accrued freight costs
44,496
27,754
Accrued mining fees
103,492
65,835
Acquisition related accruals
11,669
31,201
Other liabilities
22,228
28,482
 
Total
 
accrued expenses and other current liabilities
$
343,691
$
270,942
Acquisition
 
related
 
accruals
 
is
 
an
 
accrual
 
for
 
the
 
remaining
 
estimated
 
stamp
 
duty
 
payable
 
on
 
the
 
Curragh
acquisition of $
11.7
million (A$
17.3
 
million). Refer to Note 28 “Contingencies” for further
 
details.
15. Leases
Information related to Company’s right-of use
 
assets and related lease liabilities are as follows:
Year ended December 31,
(US$ thousands)
2022
2021
Operating lease costs
$
8,088
$
10,863
Cash paid for operating lease liabilities
8,244
10,986
Finance lease costs:
Amortization of right of use assets
304
227
Interest on lease liabilities
20
14
Total
 
finance lease costs
$
324
$
241
December 31,
(US$ thousands)
2022
2021
Operating leases:
Right of use asset – operating leases, net
$
17,385
$
13,656
Finance leases:
Property and equipment
371
404
Accumulated depreciation
(186)
(67)
Property and equipment, net
185
337
Current operating lease obligations
7,593
8,326
Non-current operating lease obligations
15,505
12,685
Total
 
Operating lease liabilities
23,098
21,011
Current finance lease obligations
127
126
Non-current finance lease obligations
68
209
Total
 
Finance lease liabilities
195
335
Current lease obligations
7,720
8,452
Non-current lease obligations
15,573
12,894
Total
 
lease obligations
$
23,293
$
21,346
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
143
December 31,
2022
2021
Weighted Average Remaining
 
Lease Term (Years)
Weighted average remaining lease term – finance
 
leases
1.52
2.54
Weighted average remaining lease term – operating
 
leases
4.11
2.59
Weighted Average Discount
 
Rate
Weighted discount rate – finance lease
7.60%
7.60%
Weighted discount rate – operating lease
8.94%
7.95%
The Company’s leases have remaining lease terms of
1 year
 
to
5 years
, some of which include
 
options to extend
the terms deemed reasonable to exercise. Maturities of lease
 
liabilities are as follows:
(US$ thousands)
Operating
Lease
Finance
Lease
Year ending
 
December 31,
2023
$
8,964
$
138
2024
6,112
138
2025
5,325
69
2026
5,214
Thereafter
1,139
Total
 
lease payments
26,754
345
Less imputed interest
(3,656)
(150)
Total
 
lease liability
$
23,098
$
195
16.
 
Asset Retirement Obligations
Reclamation of
 
areas disturbed
 
by mining
 
operations
 
must be
 
performed
 
by the
 
Company in
 
accordance
 
with
approved
 
reclamation
 
plans
 
and
 
in
 
compliance
 
with
 
state
 
and
 
federal
 
laws
 
in
 
the
 
states
 
of
 
West
 
Virginia
 
and
Virginia
 
in
 
the
 
United
 
States
 
and
 
Queensland
 
in
 
Australia.
 
For
 
areas
 
disturbed,
 
a
 
significant
 
amount
 
of
 
the
reclamation will take place in
 
the future when operations cease. There
 
were
no
 
assets that were legally restricted
for
 
purposes
 
of
 
settling
 
asset
 
retirement
 
obligations
 
as
 
of
 
December
 
31,
 
2022
 
and
 
2021.
 
In
 
addition,
 
state
agencies monitor compliance with the mine plans, including reclamation.
The Company records the fair value
 
of its asset retirement obligations using the present
 
value of projected future
cash flows, with
 
an equivalent amount
 
recorded in the
 
related long lived
 
asset or a
 
change to the
 
Consolidated
Statements of Operations
 
if the related
 
permit is closed.
 
An accretion cost,
 
representing the
 
increase over time
in the present value of
 
the liability, is recorded each period and the capitalized cost is
 
depreciated over the useful
life of the related asset. As reclamation work is performed or liabilities
 
otherwise settled, the recorded amount of
the liability is reduced.
Changes in
 
the asset
 
retirement obligations
 
for the
 
years ended
 
December 31,
 
2022 and
 
December 31,
 
2021
were as follows:
(US$ thousands)
December 31,
2022
December 31,
2021
Total
 
asset retirement obligations at beginning of the year
$
120,277
$
122,144
ARO liability additions
1,835
1,642
Accretion
9,066
9,353
Reclamation performed in the year
(3,270)
(3,322)
Gain on settlement of ARO
(53)
(601)
Change in estimate recorded to net income
(2)
1,195
Change in estimate recorded to assets
15,381
(5,444)
Foreign currency translation adjustment
(4,744)
(4,690)
Total
 
Asset retirement obligations at end of the year
138,490
120,277
Less current portion
(10,646)
(9,414)
Asset retirement obligation, excluding current portion
$
127,844
$
110,863
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
144
17.Interest Bearing Liabilities
The following is a summary of interest-bearing liabilities
 
at December 31, 2022:
 
(US$ thousands)
December 31,
2022
December 31,
2021
Weighted Average
Interest Rate at
December 31, 2022
Final
Maturity
10.75
% Senior Secured Notes
$
242,326
$
315,000
12.14
%
(2)
2026
ABL Facility
2024
Discount and debt issuance costs
(1)
(9,373)
(14,831)
Total
 
interest bearing liabilities
$
232,953
$
300,169
(1)
Deferred debt issuance
 
costs incurred on
 
the establishment of the
 
ABL Facility has been
 
included within "Other non-current
 
assets" on the
Consolidated Balance Sheets.
(2)
 
Represents the effective interest rate.
 
Senior Secured Notes
On May 12, 2021,
 
the Company entered
 
into an indenture, or
 
the Indenture, among
 
Coronado Finance Pty Ltd,
an Australian proprietary company,
 
as the issuer or the Australian Borrower, the Company,
 
as parent guarantor,
the other
 
guarantors
 
party
 
thereto
 
and
 
Wilmington
 
Trust,
 
National
 
Association,
 
as trustee,
 
and
 
as priority
 
lien
collateral trustee, relating to the issuance of
10.750
% Senior Secured Notes due 2026, or the Notes.
Interest on
 
the Notes
 
is payable
 
semi-annually in
 
arrears on
 
May 15
 
and November
 
15 of
 
each year
 
to record
holders of the Notes on the immediately preceding May
 
1 and November 1, as applicable. The Notes mature
 
on
May 15, 2026
 
and are senior secured obligations of the Company.
The Notes are guaranteed
 
on a senior secured
 
basis by the Company
 
and its wholly-owned
 
subsidiaries (other
than
 
the
 
Issuer)
 
(subject
 
to
 
certain
 
exceptions
 
and
 
permitted
 
liens)
 
and
 
secured
 
by
 
(i)
 
a
 
first-priority
 
lien
 
on
substantially all of the Company’s assets and the assets of the other
 
Guarantors (other than accounts receivable
and other rights to payment,
 
inventory,
 
intercompany indebtedness, certain
 
general intangibles and commercial
tort claims, commodities accounts, deposit accounts, securities accounts and other related assets and proceeds
and
 
products
 
of
 
each
 
of
 
the
 
foregoing,
 
or,
 
collectively,
 
the
 
ABL
 
Collateral),
 
or
 
the
 
Notes
 
Collateral,
 
and
 
(ii)
 
a
second-priority lien on the ABL Collateral, which is
 
junior to a first-priority lien, for the
 
benefit of the lenders under
the Company’s
 
senior secured
 
asset-based revolving
 
credit agreement
 
in an
 
initial aggregate
 
principal amount
of $
100.0
 
million, or the ABL Facility.
The terms
 
of the
 
Notes are
 
governed
 
by the
 
Indenture.
 
The Indenture
 
contains
 
customary covenants
 
for high
yield bonds, including,
 
but not limited
 
to, limitations on
 
investments, liens, indebtedness,
 
asset sales, transactions
with affiliates and
 
restricted payments, including
 
payment of dividends
 
on capital
 
stock. As of
 
December 31, 2022,
the Company was in compliance with all applicable covenants
 
under the Indenture.
The Company may
 
redeem some or
 
all of the
 
Notes at the
 
redemption prices and
 
on the terms
 
specified in the
Indenture.
Partial Redemption of Notes
On November
 
23, 2022,
 
the Company
 
exercised its
 
optional redemption
 
rights and
 
redeemed $
35.0
 
million, or
10.0
%, of the
 
original aggregate principal amount
 
of its Notes
 
at a redemption
 
price equal to
103
% of the
 
principal
amount of the Notes, plus accrued and unpaid interest on
 
the Notes to, but not including, the date
 
of redemption.
 
The redemption
 
allocation was
 
determined by
 
lot, in
 
compliance with
 
the requirements
 
of the
 
Depository Trust
Company as provided in the Indenture governing the
 
Notes.
 
During the
 
year ended
 
December 31,
 
2022, in
 
connection
 
with the
 
dividends paid
 
in the
 
period, the
 
Company
offered to
 
purchase the
 
Notes pursuant
 
to the
 
terms of
 
the Indenture.
 
In connection
 
with the
 
above offers,
 
the
Company purchased an
 
aggregate principal amount, for
 
accepted offers, of
 
$
37.7
 
million at a
 
price equal to
104
%
of the principal amount of the
 
Notes, plus accrued and unpaid interest on
 
the Notes to, but not including, the
 
date
of redemption.
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
145
In connection to the above redemptions,
 
the Company recorded a “Loss
 
on debt extinguishment” of $
5.3
 
million
in the
 
Consolidated Statement
 
of Operations
 
and Comprehensive
 
Income, which
 
represents the
 
premium paid
and a portion of unamortized debt issuance costs and
 
discount on issuance.
 
ABL Facility
On
 
May
 
12,
 
2021,
 
the
 
Company,
 
Coronado
 
Coal
 
Corporation,
 
a
 
Delaware
 
corporation
 
and
 
wholly-owned
subsidiary of the
 
Company,
 
or the U.S.
 
Borrower,
 
the
 
Australian Borrower and
 
the guarantors
 
entered into the
ABL
 
Facility
 
agreement
 
with
 
Citibank,
 
N.A.,
 
as
 
administrative
 
agent
 
and
 
a
 
lender,
 
and
 
various
 
other
 
financial
institutions, with an aggregate multi-currency lender
 
commitment of up to
 
$
100.0
 
million, including a $
30.0
 
million
sublimit for the issuance of
 
letters of credit and $
5.0
 
million for swingline loans,
 
at any time outstanding, subject
to borrowing base availability.
 
The ABL Facility matures on
May 12, 2024
.
 
Revolving loan
 
(and letter
 
of credit)
 
availability under
 
the ABL
 
Facility is
 
subject to
 
a borrowing
 
base, which
 
at
any time is equal to the sum of certain
 
eligible accounts receivable, certain eligible
 
inventory and certain eligible
supplies
 
inventories
 
and,
 
in
 
each
 
case,
 
subject
 
to
 
specified
 
advance
 
rates.
 
The
 
borrowing
 
base
 
is
 
subject
 
to
certain reserves, which may be established
 
by the agent in its
 
reasonable credit discretion, that could reasonably
be expected to have an adverse effect on the value
 
of the collateral included in the borrowing base.
Borrowings
 
under
 
the
 
ABL
 
Facility
 
bear
 
interest
 
at
 
a
 
rate equal
 
to
 
a
 
BBSY
 
rate
 
plus an
 
applicable
 
margin.
 
In
addition to paying
 
interest on the
 
outstanding borrowings
 
under the ABL
 
Facility,
 
the Company is
 
also required
to pay a fee in respect of unutilized commitments, on amounts available to be drawn under outstanding letters of
credit and certain
 
administrative fees.
The
 
obligations
 
of
 
the
 
borrowers
 
under
 
the
 
ABL
 
Facility
 
are
 
guaranteed
 
by
 
(a)
 
a
 
first
 
priority-lien
 
in
 
the
 
ABL
Collateral, (b)
 
a second
 
priority-lien
 
in
 
the Notes
 
Collateral
 
and (c)
 
solely in
 
the
 
case
 
of the
 
obligations
 
of the
Australian Borrower,
 
a featherweight
 
floating security
 
interest over
 
certain accounts
 
released from
 
the security
by the Australian Borrower in favor of Stanwell.
The ABL Facility contains customary covenants for
 
asset-based credit agreements of this type, including, among
others: (i) the requirement to deliver
 
financial statements, other reports and
 
notices; (ii) covenants related to the
payment of dividends on, or purchase or redemption
 
of, capital stock; (iii) covenants related to
 
the incurrence or
prepayment of
 
certain debt;
 
(iv) covenants
 
related to
 
the incurrence
 
of liens
 
or encumbrances;
 
(v) compliance
with
 
laws;
 
(vi)
 
restrictions
 
on
 
certain
 
mergers,
 
consolidations
 
and
 
asset
 
dispositions;
 
and
 
(vii)
 
restrictions
 
on
certain transactions with affiliates. Subject to customary grace periods and notice requirements, the
 
ABL Facility
also
 
contains
 
customary
 
events
 
of
 
default.
 
Additionally,
 
the
 
ABL
 
Facility
 
contains
 
a
 
springing
 
fixed
 
charge
coverage ratio of not less than
1.00
 
to 1.00, which ratio is tested if availability under
 
the ABL Facility is less than
a certain amount.
 
As of December
 
31, 2022, the
 
Company is
 
not subject to
 
this covenant.
 
As at December
 
31,
2022, the Company met its undertakings under the ABL
 
Facility.
As
 
at
 
December
 
31,
 
2022,
no
 
amounts
 
were
 
drawn
 
and
no
 
letters
 
of
 
credit
 
were
 
outstanding
 
under
 
the
 
ABL
Facility.
The carrying value of
 
debt issuance costs,
 
recorded as “Other
 
non-current assets” in
 
the Consolidated Balance
Sheets, were $
2.5
 
million and $
4.3
 
million at December 31, 2022 and December 31, 2021, respectively. Refer to
Note 13 “Other Assets”.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
146
18.
 
Other Financial Liabilities
The following is a summary of other financial liabilities:
(US$ thousands)
December 31,
2022
December 31,
2021
Collateralized financial liabilities payable to third-party financing
 
companies
(1)
$
12,726
$
17,794
Unsecured notes payable to insurance premium finance company,
 
payable in
aggregate monthly instalments ranging from $
645
 
to $
700
 
with a fixed rate
ranging up to
2.25
% per annum
4,536
Total
 
Other financial
 
liabilities
12,726
22,330
Less: current portion
4,458
8,508
Other non-current financial liabilities
$
8,268
$
13,822
(1)
On January
 
6, 2021,
 
the Company
 
entered into
 
an agreement
 
with a
 
third-party financier
 
to sell
 
and leaseback
 
items of
 
property, plant and
 
equipment
owned by
 
Curragh, a
 
wholly-owned subsidiary of
 
the Company.
 
The transaction
 
did not
 
satisfy the
 
sale criteria
 
under ASC
 
606 –
 
Revenues from
Contracts with
 
Customers. As
 
a
 
result, the
 
transaction was
 
deemed a
 
financing arrangement
 
and the
 
Company has
 
continued to
 
recognize the
underlying property,
 
plant and equipment
 
on its Consolidated
 
Balance Sheet. The
 
proceeds received from the
 
transaction of $
23.5
 
million (A$
30.2
million) were recognized as “Other financial
 
liabilities” on the Consolidated Balance Sheet. The
 
term of the financing arrangement
 
ranges up to
five
years
 
with an implied interest rate
 
of up to
8.1
% per annum. The carrying
 
amount of this financial liability, net of issuance
 
costs, was $
12.7
million and
$
17.8
 
million as at December 30, 2022 and 2021,
 
$
4.5
 
million and $
4.0
 
million of which were classified as a current liability, respectively.
19.
 
Contract Obligations
In
 
connection
 
with
 
the
 
acquisition
 
of
 
the
 
Logan
 
assets,
 
the
 
Company
 
assumed
 
certain
 
non-market
 
contracts
related to various
 
coal leases.
 
The non-market
 
coal leases
 
require royalty
 
payments based on
 
a percentage
 
of
the
 
realization
 
from
 
the
 
sale
 
of
 
the
 
respective
 
coal
 
under
 
lease.
 
On
 
acquisition,
 
the
 
Company
 
recorded
$
27.3
 
million related to the non-market
 
portion of the coal leases
 
and is amortizing it ratably
 
over the respective
estimated coal reserves as they are mined and sold.
In
 
connection
 
with
 
the
 
acquisition
 
of
 
Curragh,
 
the
 
Company
 
assumed
 
the
 
Stanwell
 
non-market
 
coal
 
supply
agreement
 
(CSA)
 
with
 
a
 
fixed
 
pricing
 
component
 
that
 
was
 
effectively
 
below
 
the
 
market
 
price
 
at
 
the
 
date
 
of
acquisition. As a
 
result, on acquisition,
 
the Company recorded
 
a liability
 
of $
307.0
 
million (A$
400.0
 
million) related
to the
 
unfavorable pricing
 
of the
 
Stanwell CSA
 
and is
 
amortizing it
 
ratably based
 
on the
 
tons sold
 
through the
contract.
 
The
 
amortization
 
of this
 
liability
 
for the
 
year
 
ended December
 
31,
 
2022,
 
2021
 
and
 
2020
 
were
 
$
36.2
million,
 
$
33.7
 
million
 
and
 
$
32.6
 
million,
 
respectively,
 
and
 
recorded
 
as
 
“Other
 
revenues”
 
in
 
the
 
Consolidated
Statements of Operations and Comprehensive Income.
The following is a summary of the contract obligations
 
as of December 31, 2022:
(US$ thousands)
Short-term
Long-term
Total
Coal leases contract liability
$
843
$
19,720
$
20,563
Stanwell below market coal supply agreement
39,500
74,805
114,305
$
40,343
$
94,525
$
134,868
The following is a summary of the contract obligations
 
as of December 31, 2021:
(US$ thousands)
Short-term
Long-term
Total
Coal leases contract liability
$
843
$
20,081
$
20,924
Stanwell below market coal supply agreement
39,118
121,107
160,225
$
39,961
$
141,188
$
181,149
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
147
20.
 
Deferred Consideration Liability
On August 14, 2018 the Company completed the purchase of the Stanwell
 
Reserved Area, or the SRA, adjacent
to
 
the
 
current
 
Curragh
 
mining
 
tenements.
 
This
 
area
 
was
 
acquired
 
on
 
a
 
deferred
 
consideration
 
basis
 
and
 
on
acquisition
 
the
 
Company
 
recognized
 
a
 
“Mineral
 
rights
 
and
 
reserves”
 
asset
 
and
 
a
 
corresponding
 
deferred
consideration liability of $
155.2
 
million (A$
210.0
 
million), calculated using the contractual pre-tax discount rate of
13
% representing
 
fair value
 
of the
 
arrangements
 
at the
 
date of
 
acquisition. The
 
deferred consideration
 
liability
will reflect passage of
 
time changes by way
 
of an annual accretion
 
at the contractual pre-tax discount
 
rate of
13
%
and will
 
be settled
 
as a
 
discount to
 
the price
 
of thermal
 
coal supplied
 
to Stanwell
 
over the
 
term of
 
a new
 
coal
supply agreement which
 
is expected to
 
commence in 2027.
 
The accretion of
 
deferred consideration is recognized
in “Interest expense, net” in the Consolidated Statements of Operations and Comprehensive Income. The Right-
to-mine-asset will be amortized over the coal reserves
 
mined from the SRA.
December 31,
(US$ thousands)
2022
2021
Stanwell Reserved Area deferred consideration
$
243,191
$
230,492
$
243,191
$
230,492
21.
 
Workers’ Compensation and Pneumoconiosis (“Black
 
Lung”) Obligations
In
 
the
 
United
 
States,
 
coal
 
mine
 
operations
 
may
 
lead
 
to
 
traumatic
 
workers
 
compensation
 
claims,
 
as
 
well
 
as
workers’ compensation occupational disease claims for
 
black lung disease. Injured workers generally file claims
for traumatic injury under
 
the governing state
 
workers compensation legislation.
 
Workers may file
 
claims due to
black
 
lung
 
under
 
the
 
governing
 
state
 
workers
 
compensation
 
legislation
 
or
 
under
 
a
 
series
 
of
 
federal
 
laws
 
that
include the Federal Coal Mine Health and Safety Act of 1969, as amended, the Black Lung Benefits Act of 1973,
and
 
the
 
Black
 
Lung
 
Benefits
 
Reform
 
Act
 
of
 
1977.
 
The
 
Company
 
provides
 
for
 
both
 
traumatic
 
workers
compensation claims and occupational disease claims through
 
an insurance policy.
The Company obtained workers
 
compensation insurance for work
 
related injuries, including black
 
lung, through
a
 
third-party
 
commercial
 
insurance
 
company
 
for
 
the
 
years
 
ended
 
December
 
31,
 
2022,
 
2021
 
and
 
2020.
 
The
insurance policy
 
covers claims
 
that exceed
 
$
0.5
 
million per
 
occurrence for
 
all years,
 
or aggregate
 
claims in
 
excess
of $
22.7
million, $
22.0
 
million and $
15.0
 
million for policy years ending May 2023, May 2022 and May 2021. Per
the contractual agreements, the Company
 
was required to provide a collateral
 
deposit of $
53.1
 
million for policy
years 2017 through
 
2023, ending May 31,
 
2023, which is
 
accomplished through providing
 
a combination of
 
letters
of credit and cash collateral
 
in an escrow account.
As of December 31,
 
2022, the Company has
 
provided $
16.8
million of letters
 
of credit, $
27.1
million of cash
 
collateral and surety
 
bonds of $
6.0
 
million totaling $
49.9
 
million.
The remaining collateral is required to be provided by
 
March 31, 2023.
For the
 
years ended
 
December 31, 2022,
 
2021 and
 
2020, the
 
audited Consolidated
 
Statements of
 
Operations
and
 
Comprehensive
 
Income
 
included
 
Company
 
incurred
 
claims,
 
premium
 
expenses
 
and
 
administrative
 
fees
related
 
to
 
worker’s
 
compensation
 
benefits
 
of
 
$
12.2
million,
 
$
12.2
 
million
 
and
 
$
9.5
 
million,
 
respectively.
 
As
 
of
December 31, 2022 and 2021, the estimated workers’ compensation
 
liability was $
30.1
million and $
29.7
 
million,
respectively, representing claims incurred but not paid based on
 
the estimate of the
 
outstanding claims under the
coverage
 
limits
 
and
 
the
 
actuarially
 
determined
 
retained
 
liability
 
under
 
the
 
aggregate
 
claim
 
amount.
 
As
 
of
December
 
31,
 
2022
 
and
 
2021,
 
$
27.1
million
 
and
 
$
25.3
 
million,
 
respectively,
 
are
 
recorded
 
within
 
“Other
 
non-
current liabilities” in the Consolidated Balance Sheets.
 
The current portion of the Company’s estimated
 
workers’
compensation liabilities are
 
recorded within “Accrued
 
expenses and other
 
current liabilities” in the
 
Consolidated
Balance Sheets.
22.
 
Employee Benefit Plans
The
 
Company
 
has
 
a
 
401(k)-defined
 
contribution
 
plan
 
in
 
which
 
all
 
U.S.
 
full
 
time
 
employees
 
are
 
eligible
 
to
participate
 
upon
 
their
 
date
 
of
 
hire.
 
Employees
 
generally
 
may
 
contribute
 
up
 
to
100
%
 
of
 
their
 
qualifying
compensation
 
subject
 
to
 
statutory
 
limitations.
 
The
 
Company
 
matches
 
up
 
to
100
%
 
up
 
to
 
the
 
first
4
%
 
of
 
the
participant’s annual compensation
 
for all employees except
 
for those employed at Buchanan.
 
For employees at
Buchanan,
 
the
 
Company
 
matches
 
up
 
to
100
%
 
of
 
the
 
first
6
%
 
of
 
the
 
participant’s
 
annual
 
compensation.
 
The
Company’s contributions immediately
 
vest. Total Company contributions
 
for the
 
years ended
 
December 31,
 
2022,
2021 and 2020 amounted to $
3.9
 
million, $
3.3
 
million and $
2.7
 
million, respectively.
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
148
In the United States, the Company is self-insured for
 
employee health care claims up to the lesser of $
0.2
 
million
per
 
covered
 
person
 
or
 
an
 
aggregate
 
amount
 
depending
 
on
 
the
 
various
 
coverages
 
provided
 
to
 
employees
throughout the plan year
 
for all employees. The Company
 
has purchased coverage from a
 
commercial insurance
carrier to provide for any claims
 
in excess of these amounts. At December
 
31, 2022 and 2021, the Company had
provided
 
accruals
 
of
 
$
1.9
 
million
 
and
 
$
1.7
 
million,
 
respectively,
 
for
 
claims
 
incurred
 
but
 
not
 
paid
 
based
 
on
management’s estimate
 
of the Company’s
 
self-insured liability.
 
For the years
 
ended December
 
31, 2022, 2021
and 2020, the Company incurred claims,
 
premium expenses and administrative
 
fees related to this plan totaling
$
29.8
 
million, $
25.8
 
million and $
23.9
 
million respectively.
23.
 
Stock-Based Compensation
Total
 
stock-based
 
compensation
 
expense
 
was
 
$
2.7
 
million,
 
$
0.5
 
million
 
and
 
$
1.6
 
million
 
for
 
the
 
years
 
ended
December 31,
 
2022,
 
2021
 
and
 
2020
 
respectively,
 
and
 
was
 
included
 
as
 
a
 
component
 
of
 
selling,
 
general,
 
and
administrative expenses in the Company’s Consolidated Statements of Operations and Comprehensive Income.
The stock-based compensation expense includes
 
compensation expense recognized in full
 
at the grant date for
employees that meet certain retirement eligibility criteria
 
per the 2018 Plan (as defined below).
As
 
of
 
December 31,
 
2022
 
the
 
Company
 
had
 
$
4.1
 
million
 
of
 
total
 
unrecognized
 
compensation
 
cost
 
related
 
to
nonvested stock-based
 
compensation awards
 
granted under
 
the plans.
 
This cost
 
is expected to
 
be recognized
over
3.25
 
years
 
with
 
a
 
weighted-average
 
period
 
of
2.38
 
years
 
as
 
stock-based
 
compensation
 
expense.
 
This
expected cost does not include the impact of any future stock-based
 
compensation awards.
a) 2018 Equity Incentive Plan
In
 
connection
 
with
 
the
 
completion
 
of
 
the
 
Company’s
 
initial
 
public
 
offering
 
of
 
common
 
stock,
 
the
 
Company
implemented
 
the
 
Coronado
 
Global
 
Resources Inc.
 
2018
 
Equity
 
Incentive
 
Plan,
 
or
 
the
 
2018
 
Plan,
 
which
 
is
designed
 
to
 
align
 
compensation
 
for
 
certain
 
key
 
executives
 
with
 
the
 
performance
 
of
 
the
 
Company.
 
Since
 
its
approval, there have been no updates to the 2018 Plan
 
or issuance of a new plan.
 
The 2018
 
Plan provides
 
for the
 
grant of
 
awards
 
including stock
 
options,
 
or Options;
 
stock appreciation
 
rights;
restricted stock
 
units, or
 
RSUs; and
 
restricted stock,
 
valued in
 
whole or
 
in part
 
with reference
 
to shares
 
of the
Company’s CDIs or common stock, as well as performance-based awards, including performance stock units,
 
or
PSUs, denominated in CDIs or shares
 
of common stock. Each award
 
is entitled to receive one
 
CDI with
ten
 
CDIs
representing one share of common stock.
The Company
 
measures the cost
 
of all stock-based
 
compensation, including
 
stock options,
 
at fair value
 
on the
grant date
 
and recognizes
 
such costs
 
within “Selling,
 
general and
 
administrative expense”
 
in the
 
Consolidated
Statements of
 
Operations and Comprehensive
 
Income. The
 
Company recognizes compensation
 
expense related
to Options, PSUs and RSUs
 
that cliff vest using
 
the straight-line method during
 
the requisite service period.
 
For
stock-based
 
awards
 
where
 
vesting
 
is
 
dependent
 
upon
 
achieving
 
certain
 
operating
 
performance
 
goals,
 
the
Company
 
estimates
 
the
 
likelihood
 
of
 
achieving
 
the
 
performance
 
goals
 
during
 
the
 
performance
 
period.
 
The
Company accounts
 
for forfeitures as and when they occur.
All awards require the grantee
 
to be employed by the
 
Company at the vesting date except
 
for grantees who meet
certain retirement criteria under the 2018 Plan.
The following awards were granted under the 2018 Plan:
Grant year
Vesting date
(1)
Performance period
Stock Options
PSUs
RSUs
2022
01/01/2023
not applicable
 
 
393,793
 
2022
01/07/2023
not applicable
 
 
255,284
 
2022
01/01/2024
not applicable
 
 
151,747
 
2022
01/07/2024
not applicable
 
 
343,210
 
2022
31/03/2026
01/01/2022 - 31/12/2024
 
7,471,100
 
 
2021
31/03/2025
01/01/2021 - 31/12/2023
 
5,998,212
 
 
2020
31/03/2024
01/01/2020 - 31/12/2022
 
3,203,988
 
 
2018
31/03/2023
01/01/2019 - 31/12/2021
1,336,454
 
1,001,914
 
 
2018
30/12/2019
not applicable
 
 
54,687
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
149
(1)
 
The awards shall vest on the one-year anniversary
 
of each testing date and no later than the disclosed date.
 
The Options
 
and PSUs granted
 
that will
 
vest are
 
subject to the
 
achievement of goals
 
over the
 
performance period.
These goals are relative total shareowner return, or TSR, and scorecard performance metrics, or the Scorecard.
TSR is determined based on the Company’s percentile ranking of TSR over the performance period relative to a
predefined comparator group of companies.
Performance metrics applicable to the Options and
 
PSUs granted as summarized below:
Grant year
Relative TSR
Scorecard
TSR
Safety
TSR
Cashflow
Production
Production
2022, 2021 and
2020
33.0%
22.0%
22.0%
22.0%
-
-
2018
25.0%
25.0%
-
-
25.0%
25.0%
Awards subject to
 
TSR vest based
 
on service
 
and market conditions.
 
The fair
 
value of
 
relative TSR was
 
estimated
on the grant date using a Monte Carlo simulation model.
 
Awards subject to Scorecard vest based on service and performance conditions. The fair value of the Scorecard
was estimated
 
on the
 
grant
 
date fair
 
value of
 
the Company’s
 
Common Stock
 
adjusted for
 
dividends foregone
during the performance period.
 
RSUs are only subject to service conditions.
Stock Option Awards
The Company’s 2018 stock option awards were granted
 
on the date of the IPO with an exercise price of $
2.84
per CDI (A$
4.00
 
per CDI) which was equal to the Company’s IPO
 
Price.
The Company’s Stock Option activity is summarized
 
below:
Stock Option Plan Activity
2022
2021
2020
Opening at the beginning of the year
1,015,006
1,083,101
1,292,476
Granted
Forfeited
(833,319)
(68,095)
(209,375)
Outstanding at the end of the year
181,687
1,015,006
1,083,101
Exercisable at the end of the year
2022
2021
2020
Weighted-average remaining contractual term (in
years)
0.25
1.25
2.25
The weighted
 
average
 
grant
 
date
 
fair
 
value
 
of all
 
Option
 
Awards
 
granted
 
was
 
$
0.27
.
 
On August
 
5,
 
2019, the
Board of Directors declared and approved return of
 
capital of $
0.298
 
(A$
0.440
) per CDI. In accordance with ASX
listing rule clause 7.22.3 the exercise price of option
 
awards granted under 2018 plan were reduced by the same
amount
 
as
 
the
 
return
 
of
 
capital
 
to
 
$
2.41
 
(A$
3.56
).
No
 
stock
 
option
 
awards
 
vested
 
during
 
the
 
year
 
ended
December 31, 2022.
The assumptions used to determine the Options fair value
 
on grant date were as follows:
2018 Grant
Expected term of the stock options (in years) (i)
7.22
Dividend yield (ii)
10%
Expected volatility (iii)
35%
Risk-free interest rate (iv)
2.46%
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
150
(i)
 
Expected
 
term
 
represents
 
the
 
period
 
that
 
the
 
Company’s
 
stock-based
 
awards
 
are
 
expected
 
to
 
be
outstanding and is determined using
 
the simplified method, which
 
equates to a weighted average
 
of the
vesting period
 
and total
 
contractual
 
term
 
of the
 
award.
 
All awards
 
cliff vest
 
at the
 
end
 
of the
 
requisite
service period.
(ii)
 
Dividend yield is the expected average yield of dividends
 
expected over the vesting period.
(iii)
 
Expected volatility
 
was estimated
 
using comparable
 
public company’s
 
volatility for
 
similar terms
 
as the
Company
 
does
 
not
 
have
 
a
 
long
 
enough
 
operating
 
period
 
as
 
a
 
public
 
company
 
to
 
estimate
 
its
 
own
volatility.
 
Over
 
time as
 
the
 
Company
 
develops
 
its own
 
volatility
 
history
 
it will
 
begin
 
to
 
incorporate
 
that
history into its expected volatility estimates.
(iv)
 
Risk-free interest
 
rate is based
 
on an interpolated
 
Australian Government
 
Bond Rate
 
at the time
 
of the
grant for periods corresponding with the expected term
 
of the option.
The applicable
 
assumptions in
 
determining the
 
fair value
 
of market
 
and performance
 
conditions of
 
the Options
awards were the same.
Performance Stock Unit Awards
Activity of the Company’s
 
PSUs that are ultimately
 
payable in the Company’s
 
CDIs or the equivalent
 
number of
shares of common stock granted under the 2018 Plan
 
is summarized below:
Performance Stock Units Plan Activity
2022
2021
2020
Nonvested at the beginning of the year
8,501,869
4,002,783
988,721
Granted
7,471,100
5,998,212
3,203,988
Forfeited
(1,114,048)
(1,499,126)
(189,926)
Nonvested at the end of the year
14,858,921
8,501,869
4,002,783
2022
2021
2020
Weighted-average grant date fair value (per CDI)
$
0.53
$
0.43
$
0.79
Weighted-average remaining term (in years)
2.54
2.79
3.01
The weighted
 
average grant
 
date fair
 
value of
 
all PSU
 
Awards granted
 
in 2022
 
was $
0.67
 
(A$
0.89
).
No
 
PSUs
vested during the year ended December 31, 2022.
The assumptions used to determine the PSUs fair value on
 
each grant date were as follow:
2022 Grant
2021 Grant
2020 Grant
2018 Grant
Time to maturity (in years) (i)
3.99
3.85
3.49
4.52
Dividend yield (ii)
16.3%
3.0%
1.6%
10.0%
Expected volatility (iii)
60.0%
60.0%
60.0%
35.0%
Risk-free interest rate (iv)
2.66%
0.35%
0.18%
2.23%
(i)
 
Time to maturity represents the period
 
that the Company’s stock-based
 
awards will vest. All awards cliff
vest at the end of the requisite service period.
(ii)
 
Dividend yield is the expected average yield of dividends
 
expected over the vesting period.
(iii)
 
For the
 
2018 grant,
 
the expected
 
volatility was
 
estimated using
 
comparable public
 
company’s
 
volatility
for similar terms as the Company does not have a long enough operating period
 
as a public company to
estimate
 
its
 
own
 
volatility.
 
For
 
the
 
2020,
 
2021
 
and
 
2022
 
grants,
 
the
 
volatility
 
was
 
estimated
 
using
comparable public company’s volatility and the Company’s
 
own volatility for similar terms.
(iv)
 
Risk-free interest
 
rate is based
 
on an interpolated
 
Australian Government
 
Bond Rate
 
at the time
 
of the
grant for periods corresponding with the expected term
 
of the PSUs.
The above
 
inputs were
 
consistent to
 
determine the
 
fair value
 
of the
 
market and
 
performance conditions
 
of the
PSUs awards.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
151
Restricted Stock Units
During the year ended
 
December 31, 2022,
 
the Company issued
 
RSUs to certain
 
employees. These RSUs
 
are
only subject
 
to service
 
conditions and
 
vest at
 
various intervals
 
during the
 
service
 
period. The
 
fair value
 
of the
award
 
was
 
determined
 
using
 
the
 
market
 
price
 
of
 
the
 
Company’s
 
Common
 
Stock
 
at
 
the
 
date
 
of
 
grant
 
and
compensation expense is recorded over the requisite
 
service period.
 
Activity of the Company’s
 
RSUs that are ultimately
 
payable in the Company’s
 
CDIs or the equivalent
 
number of
shares of common stock granted under the 2018 Plan
 
is summarized below:
Restricted Stock Units Plan Activity
2022
Nonvested at the beginning of the year
Granted
1,144,034
Forfeited
Vested
Nonvested at the end of the year
1,144,034
2022
Weighted-average grant date fair value (per CDI)
$
1.22
Weighted-average remaining term (in years)
0.70
24.
 
Income Taxes
At December
 
31, 2021,
 
a company,
 
which is
 
not part
 
of the
 
Australian tax
 
consolidated group,
 
had tax
 
losses
carried forward of $
5.9
 
million (tax effected) for which an equal valuation
 
allowance has been recognized.
The tax losses of $
27.0
 
million (tax effected) at December 31, 2021, carried forward at the Australian Operations
were fully utilized in 2022.
 
The U.S. House
 
of Representatives
 
approved a
 
$740 billion budget
 
reconciliation package
 
that includes
 
a new
minimum tax on certain large corporations, an excise tax on stock buybacks, a significant increase in funding for
the Internal Revenue Service, incentives to promote climate change mitigation and clean energy,
 
and provisions
to promote health
 
care affordability.
 
The Inflation Reduction
 
Act includes a
 
book-minimum tax
 
(AMT) similar
 
to
that originally proposed in the House-approved
 
Build Back Better legislation that would
 
impose a
15
% minimum
tax on “adjusted
 
financial statement income”
 
of applicable corporations over
 
the “corporate AMT
 
foreign tax credit
for the taxable
 
year.”
 
Under the bill,
 
an applicable corporation’s
 
minimum tax would
 
be equal to
 
the amount by
which
 
the
 
tentative
 
minimum
 
tax
 
exceeds
 
the
 
sum
 
of
 
the
 
corporation’s
 
regular
 
tax
 
for
 
the
 
year
 
and
 
the
corporation’s base
 
erosion and
 
anti-abuse tax
 
liability under
 
section 59A.
 
This provision
 
would be
 
effective
 
for
taxable years beginning after December 31, 2022 and
 
it is not expected to apply to the Company.
 
Income (loss) from
 
continuing operations before
 
income taxes for
 
the periods presented
 
below consisted of
 
the
following:
December 31,
(US$ thousands)
2022
2021
2020
U.S.
$
609,617
$
226,463
$
(116,354)
Non-U.S.
393,660
16,062
(170,199)
Total
$
1,003,277
$
242,525
$
(286,553)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
152
Total
income tax expense (benefit) for the periods presented
 
below consisted of the following:
December 31,
(US$ thousands)
2022
2021
2020
Current:
U.S. federal
$
90,933
$
30,075
$
(28,959)
Non-U.S.
75,270
(4,443)
(18,967)
State
25,347
3,480
(1,034)
Total
 
current
191,550
29,112
(48,960)
Deferred:
U.S. federal
406
13,486
18,353
Non-U.S.
35,425
6,658
(18,757)
State
4,193
3,846
(10,652)
Total
 
deferred
40,024
23,990
(11,056)
Total
 
income tax expense (benefit)
$
231,574
$
53,102
$
(60,016)
The following is a reconciliation of the expected statutory federal income tax expense (benefit) to the Company’s
income tax expense (benefit) for the periods presented
 
below:
December 31,
(US$ thousands)
2022
2021
2020
Current:
Expected income tax expense (benefit) at U.S. federal statutory
rate
$
210,690
$
50,931
$
(60,176)
Percentage depletion
(41,047)
Permanent differences
(2,262)
296
(3,144)
Prior period tax return adjustments and amendments
596
(4,259)
Foreign tax deductions method change and prior year
amendments
28,952
Australian branch impact on U.S. taxes
42,049
(1,699)
(21,398)
State income taxes, net of federal benefit
21,548
7,833
(4,250)
Total
 
income tax expense (benefit)
$
231,574
$
53,102
$
(60,016)
Effective tax rate
23.1%
21.9%
20.9%
Deferred income taxes
 
reflect the net
 
tax effects of
 
temporary differences between the
 
carrying amounts of
 
assets
and liabilities
 
for financial
 
reporting purposes
 
and the
 
amount used
 
for income
 
tax purposes
 
using the
 
enacted
tax rates and laws currently
 
in effect. Significant components
 
of the Company’s deferred
 
income tax assets and
liabilities as of December 31, 2022 and 2021 were as follows:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
153
December 31,
(US$ thousands)
2022
2021
Deferred income tax assets:
Accruals and provisions
$
36,409
$
29,091
Contract obligations
119,505
137,290
Asset retirement obligation
49,078
40,033
Goodwill
6,590
7,057
Tax
 
losses
6,886
35,078
U.S. asset on foreign deferred taxes
14,408
Other
31,747
22,676
Gross deferred income tax assets
264,623
271,225
Valuation allowance
(1)
(34,667)
(25,590)
Total
 
deferred income tax assets, net of valuation allowance
229,956
245,635
Deferred income tax liabilities:
Property, plant, equipment
 
and mine development, principally due to
differences in depreciation, depletion and asset
 
impairments
(300,968)
(272,219)
Warehouse stock
(13,980)
(14,903)
U.S. liability on foreign deferred taxes
(10,301)
Other
(10,679)
(9,246)
Total
 
deferred income tax liabilities
(325,627)
(306,669)
Net deferred income tax liability
$
(95,671)
$
(61,034)
(1)
 
As of December 31,
 
2022, the Company recorded
 
a valuation allowance against
 
a deferred tax asset
 
of an equal amount
 
which relates
predominantly to foreign tax credits, tax losses, land and
 
goodwill in Australia which is in the Other category in
 
the table. Due to the capital
character of these items and the
 
lack of expected capital gains,
 
the Australian group is not expected
 
to realize the benefit of this
 
deferred tax
asset.
Unrecognized Tax
 
Benefits
The
 
Company
 
provides
 
for
 
uncertain
 
tax
 
positions,
 
and
 
the
 
related
 
interest
 
and
 
penalties,
 
based
 
upon
management’s assessment of whether a tax benefit is
 
more likely than not to be sustained upon examination by
tax authorities.
 
To
 
the extent
 
that the
 
anticipated
 
tax outcome
 
of these
 
uncertain
 
tax positions
 
changes,
 
such
changes in estimate will impact the income tax
 
provision in the period in which such determination is made.
 
The
Company recognizes accrued interest and penalties related to uncertain tax
 
positions as a component of income
tax expense.
The Company
 
did not
 
identify any
 
new uncertain
 
tax positions
 
during the
 
year ended
 
December 31,
 
2021 and
2022, and as
 
a result the
 
Company does
no
t have any
 
recorded uncertain tax positions
 
as of December
 
31, 2022.
The Company
 
recorded
no
 
amounts related
 
to interest
 
and penalties
 
on uncertain
 
tax positions
 
for 2022, 2021
and 2020 and these years remain open to examination
 
by U.S. and Australian tax authorities.
25.
 
Fair Value Measurement
Fair Value of Financial Instruments
The fair
 
value of
 
a financial
 
instrument is
 
the amount
 
that will
 
be received
 
to sell
 
an asset
 
or paid
 
to transfer
 
a
liability in
 
an orderly transaction
 
between market participants
 
at the
 
measurement date. The
 
fair values
 
of financial
instruments involve uncertainty and cannot be determined with
 
precision.
The Company utilizes valuation
 
techniques that maximize
 
the use of observable inputs
 
and minimize the use of
unobservable
 
inputs
 
to
 
the
 
extent
 
possible.
 
The
 
Company
 
determines
 
fair
 
value
 
based
 
on
 
assumptions
 
that
market participants would
 
use in pricing
 
an asset or
 
liability in the
 
market. When considering
 
market participant
assumptions in fair
 
value measurements, the
 
following fair value
 
hierarchy distinguishes between observable
 
and
unobservable inputs, which are categorized in one of the
 
following levels:
Level
 
1
 
Inputs:
 
Unadjusted
 
quoted
 
prices
 
in
 
active
 
markets
 
for
 
identical
 
assets
 
or
 
liabilities
 
accessible
 
to
 
the
reporting entity at the measurement date.
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
154
Level 2 Inputs: Other than
 
quoted prices that are observable
 
for the asset or
 
liability, either
 
directly or indirectly,
for substantially the full term of the asset or liability.
Level
 
3
 
Inputs:
 
Unobservable
 
inputs
 
for
 
the
 
asset
 
or
 
liability
 
used
 
to
 
measure
 
fair
 
value
 
to
 
the
 
extent
 
that
observable inputs
 
are not
 
available, thereby
 
allowing for
 
situations in
 
which there
 
is little, if
 
any,
 
market activity
for the asset or liability at measurement date.
Financial Instruments Measured on a Recurring Basis
As of December
 
31, 2022
 
and 2021,
 
there were
no
 
financial instruments
 
required to
 
be measured
 
at fair
 
value
on a recurring basis.
 
Other Financial Instruments
The following methods and assumptions are used to estimate the
 
fair value of other financial instruments as of
December 31, 2022 and 2021:
 
Cash and
 
restricted cash, accounts
 
receivable, accounts payable,
 
accrued expenses, lease
 
liabilities and
other
 
current
 
financial
 
liabilities:
 
The
 
carrying
 
amounts
 
reported
 
in
 
the
 
Consolidated
 
Balance
 
Sheets
approximate fair value due to the short maturity of these
 
instruments.
 
Restricted deposits,
 
lease liabilities,
 
interest bearing
 
liabilities and
 
other financial
 
liabilities: The
 
fair values
approximate the carrying amounts
 
reported in the Consolidated Balance Sheets.
 
Interest bearing liabilities: The
 
Company’s outstanding interest-bearing liabilities are carried at
 
amortized
cost.
 
As
 
of
 
December
 
31,
 
2022,
 
there
 
were
no
 
borrowings
 
outstanding
 
under
 
the
 
ABL
 
Facility.
 
The
estimated fair value
 
of the Notes
 
as of December
 
31, 2022 is
 
approximately $
249.7
 
million based upon
quoted market prices in a market that is not considered active
 
(Level 2).
Other than
 
the estimated
 
fair values
 
of the
 
Greenbrier
 
mining asset
 
held for
 
sale
 
described
 
in Note
 
4 “Assets
Held for Sale” and Note 5 “Impairment of Assets”, which are level
 
3 fair value measurements, there are no other
fair value
 
measurements of
 
assets and
 
liabilities that
 
are measured
 
at fair
 
value on
 
a nonrecurring
 
basis as
 
of
December 31, 2022 and 2021.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
155
26.
 
Accumulated Other Comprehensive Losses
The Company’s Accumulated
 
Other Comprehensive Losses
 
consists of foreign currency
 
translation adjustment
from subsidiaries not using the U.S. dollar as their functional currency.
Net
 
gain
(loss)
(US$ thousands)
Foreign
currency
translation
adjustments
Cash flow
fuel hedges
Total
Balance at December 31, 2020
$
(26,777)
$
(2,029)
$
(28,806)
Net current-period other comprehensive income (loss):
Gain in other comprehensive income before reclassifications
 
6,991
9,922
16,913
Loss on long-term intra-entity foreign currency transactions
(24,442)
(24,442)
Gain reclassified from accumulated other comprehensive
 
loss
(7,023)
(7,023)
Tax
 
effects
(870)
(870)
Total
 
net current-period other comprehensive income (loss)
(17,451)
2,029
(15,422)
Balance at December 31, 2021
(44,228)
(44,228)
Net current-period other comprehensive income (loss):
Loss in other comprehensive income
(19,610)
(19,610)
Loss on long-term intra-entity foreign currency transactions
(27,585)
(27,585)
Total
 
net current-period other comprehensive losses
(47,195)
(47,195)
Balance at December 31, 2022
$
(91,423)
$
$
(91,423)
27.
 
Commitments
(a)
 
Mineral Leases
The
 
Company
 
leases
 
mineral
 
interests
 
and
 
surface
 
rights
 
from
 
land
 
owners
 
under
 
various
 
terms
 
and
 
royalty
rates. The future minimum royalties under these leases
 
are as follows:
(US$ thousands)
Amount
Year ending
 
December 31,
2023
$
5,493
2024
5,365
2025
5,258
2026
5,127
2027
5,101
Thereafter
26,398
Total
$
52,742
Mineral leases are not in scope of ASC 842 and continue to
 
be accounted for under the guidance in ASC 932,
Extractive Activities – Mining.
(b)
Other commitments
As
 
of
 
December
 
31,
 
2022,
 
purchase
 
commitments
 
for
 
capital
 
expenditures
 
were
 
$
28.6
 
million,
 
all
 
of
 
which
 
is
obligated within the next 12 months.
In Australia, the
 
Company has generally
 
secured the ability
 
to transport coal
 
through rail contracts
 
and coal export
terminal contracts that are primarily funded
 
through take-or-pay arrangements with terms ranging up to
13 years
.
 
In the U.S., the Company typically
 
negotiates its rail and coal terminal
 
on an annual basis.
 
As of December 31,
2022,
 
these
 
Australian
 
and
 
U.S.
 
commitments
 
under
 
take-or-pay
 
arrangements
 
totaled
 
$
0.93
 
billion,
 
of
 
which
approximately $
96.7
 
million is obligated
 
within the next
 
year,
 
$
203.1
 
million within
 
1-3 years, $
206.6
 
million 3-5
years and $
426.3
 
million thereafter.
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
156
28.
 
Contingencies
In the
 
normal course
 
of business,
 
the Company
 
is a
 
party to
 
certain guarantees
 
and financial
 
instruments with
off-balance sheet risk, such as bank
 
guarantees, letters of credit and performance
 
or surety bonds. No liabilities
related to these arrangements are reflected in the Company’s Consolidated Balance Sheets.
 
Management does
not expect any material losses to result from these guarantees
 
or off-balance sheet financial instruments.
As required
 
by certain
 
agreements,
 
the Company
 
had cash
 
collateral
 
in the
 
form of
 
deposits in
 
the amount
 
of
$
89.1
 
million and $
81.0
 
million as of December 31,
 
2022 and 2021, respectively, to provide back-to-back support
for bank guarantees, financial
 
payments, other performance obligations, various
 
other operating agreements and
contractual obligations
 
under workers
 
compensation insurance.
 
These deposits
 
are restricted
 
and classified
 
as
long-term assets in the Consolidated Balance Sheets.
In accordance
 
with the
 
terms of
 
the ABL
 
Facility,
 
the Company
 
may be
 
required
 
to cash
 
collateralize
 
the ABL
Facility to the extent of outstanding letters of credit after the expiration or termination date of such letter of credit.
As of December 31, 2022,
no
 
such letter of credit was outstanding and as such
no
 
cash collateral was required.
For the U.S. Operations in order to provide the required financial assurance, the Company generally uses surety
bonds for post-mining reclamation. The Company can also use bank letters of credit to collateralize certain other
obligations. As of December 31, 2022, the Company had outstanding surety bonds of $
34.9
 
million and letters of
credit of $
16.8
 
million issued from our available bank guarantees,
 
to meet contractual obligations under workers
compensation insurance and to secure various
 
obligations and commitments. Future regulatory changes relating
to these obligations could result in increased obligations,
 
additional costs or additional collateral requirements.
For the Australian Operations, the Company had bank guarantees outstanding
 
of $
27.4
million at December 31,
2022, primarily in respect of certain rail and port arrangements
 
of the Company.
 
At December 31, 2022, the Company had total outstanding
 
bank guarantees provided of $
44.2
 
million to secure
obligations and commitments.
Stamp duty on Curragh acquisition
On September 27, 2022, the Company received from
 
the Queensland Revenue Office, or QRO,
 
an assessment
of the stamp duty
 
payable on its
 
acquisition of the Curragh
 
mine in March
 
2018. The QRO assessed
 
the stamp
duty
 
on
 
this
 
acquisition
 
at
 
an
 
amount
 
of
 
$
55.4
 
million
 
(A$
82.2
 
million)
 
plus
 
unpaid
 
tax
 
interest
 
of
 
$
8.2
 
million
(A$
12.1
 
million).
 
On
 
November
 
23,
 
2022,
 
the
 
Company
 
filed
 
an
 
objection
 
to
 
the
 
assessment
 
and
 
is
 
currently
awaiting the outcome of this objection. The outcome of
 
this objection is uncertain.
 
The Company
 
has reviewed
 
the assessment
 
received and
 
based on
 
legal and
 
valuation advice
 
it has
 
sought,
continues to maintain its position and the estimated accrual of $
29.0
 
million (A$
43.0
 
million) stamp duty payable
on the Curragh acquisition. During
 
the period the Company made a partial
 
payment of stamp duty,
 
reducing the
remaining estimated accrual
 
for stamp duty
 
to $
11.7
 
million (A$
17.3
 
million) as at December
 
31, 2022, which
 
is
included within “Accrued Expenses and Other Current Liabilities”
 
in its Consolidated Balance sheet.
 
From time to time, the
 
Company becomes a
 
party to other legal
 
proceedings in the
 
ordinary course of business
in Australia, the U.S. and other countries where the Company does business.
 
Based on current information, the
Company believes that such other pending
 
or threatened proceedings are likely to
 
be resolved without a material
adverse
 
effect
 
on
 
its
 
financial
 
condition,
 
results
 
of
 
operations
 
or
 
cash
 
flows.
 
In
 
management’s
 
opinion,
 
the
Company is not currently
 
involved in any legal
 
proceedings, which individually
 
or in the aggregate
 
could have a
material effect on the financial condition, results of
 
operations and/or liquidity of the Company.
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
157
29. Related
Party Transactions
Xcoal
On
 
May
 
27,
 
2021,
 
Xcoal
 
ceased
 
to
 
be
 
a
 
related
 
party
 
after
 
Xcoal’s
 
founder,
 
chief
 
executive
 
officer
 
and
 
chief
marketing officer,
 
Mr. Ernie Thrasher,
 
retired as a non-executive director of the Company.
 
“Coal
 
revenues
 
from
 
related
 
parties”
 
of
 
$
97.3
 
million
 
in
 
the
 
Consolidated
 
Statement
 
of
 
Operations
 
and
Comprehensive Income for the period up to May 27, 2021, represent
 
revenues from Xcoal while it was a related
party.
 
Revenues
 
from
 
coal
 
sales
 
to
 
Xcoal
 
after
 
May
 
27,
 
2021
 
are
 
included
 
within
 
“Coal
 
revenues”
 
in
 
the
Consolidated Statement of Operations and Comprehensive Income.
 
Revenues from Xcoal of $
134.6
 
million for the year ended December
 
31, 2020, are recorded as “Coal
 
revenues
from related parities” in the Consolidated Statement of Operations
 
and Comprehensive Income.
 
The Energy & Mineral Group
On
 
May
 
12,
 
2021,
 
affiliates
 
of
 
The
 
Energy
 
&
 
Minerals
 
Group,
 
or
 
EMG,
 
which
 
is
 
the
 
Company’s
 
controlling
stockholder
 
through
 
its
 
ownership
 
of
 
Coronado
 
Group
 
LLC,
 
participated
 
in
 
the
 
Notes Offering
 
and
 
purchased
$
65.0
 
million aggregate principal amount of Notes at the closing of the Notes Offering. Following
 
the redemption
of
 
Notes
 
in
 
November
 
2021
 
and
 
November
 
2022,
 
as
 
described
 
in
 
Note
 
17
 
“Interest
 
Bearing
 
Liabilities”,
 
the
principal amount of Notes
 
held by EMG reduced
 
to $
52.0
 
million and remained
 
unchanged as at December
 
31,
2022.
 
At
 
December
 
31,
 
2022,
 
interest
 
payable
 
to
 
affiliates
 
of
 
EMG
 
on
 
the
 
Notes
 
was
 
$
0.7
 
million
 
and
 
was
recorded
 
within
 
“Accrued
 
expenses
 
and
 
other
 
current
 
liabilities”
 
in
 
the
 
Consolidated
 
Balance
 
Sheet.
 
Interest
expense to affiliates
 
of EMG was
 
$
7.1
 
million for the
 
year ended December
 
31, 2022, and recorded
 
in “Interest
expense, net” in the Consolidated Statement of Operations
 
and Comprehensive Income.
Coronado Group LLC
Under
 
the
 
Coronado
 
Group LLC
 
agreement
 
(as
 
amended,
 
effective
 
October 23,
 
2018),
2,900
 
management
incentive units were designated and authorized for issuance
 
to certain members of management to motivate and
retain senior management.
 
The plan is designated
 
to allow key members
 
of management to share
 
in the profits
of the Company
 
after certain
 
returns are
 
achieved by
 
the equity
 
investors. The
 
incentive units
 
constitute “profit
interests” for the benefit of senior management in consideration
 
of services rendered and to be rendered.
 
Coronado Coal LLC and Coronado II
 
LLC merged to form Coronado Group
 
LLC in July 2015. Coronado IV
 
LLC
was
 
merged
 
into
 
Coronado
 
Group LLC,
 
the
 
Company’s
 
controlling
 
stockholder,
 
on
 
June 30,
 
2016.
 
Under
 
the
updated formation
 
agreement dated
 
June 30, 2016,
 
the
2,500
 
designated and authorized
 
units under the
 
initial
formation of
 
Coronado Group LLC
 
were replaced
 
by these
 
new units.
 
At December
 
31, 2022
 
and 2021,
2,900
management incentive units were outstanding.
The incentive units are comprised of three
 
tiers, which entitle the holders to receive
 
distributions from Coronado
Group LLC subordinate
 
to the
 
distributions to
 
be received
 
by Members.
 
As of
 
December 31, 2022
 
and 2021,
 
a
portion of the authorized
 
units have been allocated
 
to various members of the
 
Company’s management including
Mr. Garold Spindler,
 
CEO, who is also member of Coronado Group LLC.
Stockholder’s Agreement and Registration Rights
 
and Sell-Down Agreement
As
 
of
 
December
 
31,
 
2022,
 
Coronado
 
Group LLC
 
has
 
beneficial
 
ownership
 
in
 
the
 
aggregate
 
of
50.4
%
 
of
 
the
Company’s
 
Shares.
 
On
 
September 24,
 
2018,
 
Coronado
 
Group LLC
 
and
 
the
 
Company
 
entered
 
into
 
a
Stockholder’s Agreement
 
and a
 
Registration Rights
 
and Sell-Down
 
Agreement
 
which governs
 
the relationship
between Coronado
 
Group LLC
 
and the
 
Company
 
while the
 
EMG Group
 
beneficially
 
owns in
 
the aggregate
 
at
least
50
%
 
of
 
our
 
outstanding
 
shares
 
of
 
common
 
stock
 
(including
 
shares
 
of
 
common
 
stock
 
underlying
 
CDIs),
including certain governance matters relating to the Company. Under this Agreement, Coronado Group LLC has
the ability to
 
require the Company
 
to register its
 
shares under the
 
U.S. Securities Exchange
 
Act of 1934
 
and to
provide assistance to Coronado Group LLC in selling
 
some or all of its shares (including in the form of CDIs).
The Stockholder’s Agreement provides for the following:
 
Consent rights: Coronado
 
Group LLC (or its
 
successors or permitted
 
assigns) will have
 
certain consent
rights, whereby pre-agreed actions
 
require approval by Coronado
 
Group LLC prior to these
 
actions being
undertaken;
NOTES TO CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
158
 
Provision
 
of
 
information
 
to
 
Coronado
 
Group LLC:
 
There
 
will
 
be
 
ongoing
 
information
 
sharing
arrangements
 
relating
 
to
 
the
 
provision
 
of
 
financial
 
and
 
other
 
information
 
by
 
the
 
Company
 
and
 
its
subsidiaries to Coronado Group LLC group entities and cooperation and assistance between the parties
in connection with any financing (or refinancing) undertaken
 
by the Company;
 
Pro rata issuances: While Coronado Group LLC Group entities beneficially own in the
 
aggregate at least
10
% of
 
the outstanding
 
Shares, unless
 
Coronado
 
Group LLC
 
(or
 
its successors
 
or permitted
 
assigns)
agrees
 
otherwise,
 
issuances
 
of
 
equity
 
securities
 
must
 
have
 
been
 
offered
 
to
 
Coronado
 
Group LLC
 
in
respect of
 
its pro
 
rata shares
 
and any
 
equity securities
 
to be
 
allocated by
 
the Company
 
under a
 
share
incentive plan will be sourced by purchasing them in the market
 
rather than by issuing them; and
 
Board rights:
 
Certain rights
 
regarding the
 
board including
 
the right,
 
but not
 
the obligation,
 
to designate
the Directors
 
to be
 
included in the
 
membership of
 
any board committee,
 
except to the
 
extent that
 
such
membership would violate applicable securities laws or
 
stock exchange or stock market rules.
Relationship Deed
On September 24, 2018, the Company and Coronado Group LLC entered into a Relationship Deed under which
the Company provides
 
a number of indemnities
 
in favor of Coronado
 
Group LLC, including in
 
relation to certain
ASX initial public
 
offering, or
 
Australian IPO, -related
 
matters and also
 
certain guarantees
 
that have in
 
the past
been provided or
 
arranged by Coronado
 
Group LLC and
 
its affiliates
 
in support of
 
Company obligations.
 
Under
the
 
Relationship
 
Deed,
 
Coronado
 
Group LLC
 
also
 
agrees
 
to
 
indemnify
 
the
 
Company
 
in
 
relation
 
to
 
certain
Australian IPO-related matters and reimburse certain costs.
30.
 
Subsequent Events
Ordinary dividends
On
 
February
 
21,
 
2023,
 
the
 
Company’s
 
Board
 
of
 
Directors
 
declared
 
a
 
bi-annual
 
fully
 
franked
 
fixed
 
ordinary
dividend of $
8.4
 
million, or
0.5
 
cents per CDI. The
 
Company is not required
 
to make an offer
 
to purchase Notes
in
 
relation
 
to
 
this
 
dividend
 
due
 
to
 
the
 
available
 
unaccepted
 
portion
 
of
 
the
 
offer
 
to
 
purchase
 
Notes
 
made
 
in
connection with special dividends declared on October 30,
 
2022.
 
The dividend will
 
have a record
 
date of
 
March 15, 2023
, Australia time,
 
and be payable
 
on
April 5, 2023
, Australia
time.
 
CDIs will
 
be quoted
 
“ex” dividend
 
on March
 
14, 2023,
 
Australia time.
 
The total
 
ordinary dividend
 
will be
funded from available cash.
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
159
REPORT OF INDEPENDENT REGISTERED PUBLIC
 
ACCOUNTING FIRM
To
 
the Shareholders and the Board of Directors of Coronado
 
Global Resources Inc.
Opinion on the Financial Statements
We
 
have
 
audited
 
the
 
accompanying
 
consolidated
 
balance
 
sheets
 
of
 
Coronado
 
Global
 
Resources
 
Inc.
 
(the
Company)
 
as
 
of
 
December
 
31,
 
2022
 
and
 
2021,
 
the
 
related
 
consolidated
 
statements
 
of
 
operations
 
and
comprehensive
 
income,
 
stockholders’
 
equity
 
and
 
cash
 
flows
 
for
 
each
 
of
 
the
 
three
 
years
 
in
 
the
 
period
 
ended
December 31, 2022, and the related notes (collectively referred to as the “consolidated financial statements”). In
our opinion, the consolidated financial
 
statements present fairly,
 
in all material respects, the
 
financial position of
the Company at December 31, 2022 and
 
2021, and the results of its
 
operations and its cash flows for
 
each of the
three
 
years
 
in
 
the
 
period
 
ended
 
December
 
31,
 
2022,
 
in
 
conformity
 
with
 
U.S.
 
generally
 
accepted
 
accounting
principles.
We
 
also
 
have
 
audited,
 
in
 
accordance
 
with
 
the
 
standards
 
of the
 
Public
 
Company
 
Accounting
 
Oversight
 
Board
(United States)
 
(PCAOB), the
 
Company's internal control
 
over financial
 
reporting as
 
of December
 
31, 2022,
 
based
on
 
criteria
 
established
 
in
 
Internal
 
Control-Integrated
 
Framework
 
issued
 
by
 
the
 
Committee
 
of
 
Sponsoring
Organizations of
 
the Treadway Commission (2013
 
framework) and our
 
report dated
 
February 21,
 
2023 expressed
an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the
 
Company's management. Our responsibility is to express
an opinion
 
on the
 
Company’s financial statements
 
based on
 
our audits.
 
We are a
 
public accounting
 
firm registered
with the PCAOB
 
and are
 
required to
 
be independent
 
with respect to
 
the Company
 
in accordance with
 
the U.S.
federal securities laws and the applicable rules and regulations of the
 
Securities and Exchange Commission and
the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan
and perform the audit to
 
obtain reasonable assurance about whether the
 
financial statements are free of
 
material
misstatement, whether
 
due to
 
error or
 
fraud. Our
 
audits included
 
performing procedures
 
to assess
 
the risks
 
of
material misstatement of the financial statements, whether due to error or fraud, and performing procedures that
respond to
 
those risks.
 
Such procedures
 
included examining,
 
on a
 
test basis,
 
evidence regarding
 
the amounts
and disclosures
 
in the
 
financial statements.
 
Our audits
 
also included
 
evaluating the
 
accounting principles
 
used
and significant
 
estimates made
 
by management,
 
as well
 
as evaluating
 
the overall
 
presentation of
 
the financial
statements. We believe that our audits provide a reasonable
 
basis for our opinion.
Critical Audit Matter
The critical
 
audit
 
matter communicated
 
below is
 
a matter
 
arising
 
from
 
the current
 
period audit
 
of the
 
financial
statements that was communicated
 
or required to be communicated
 
to the audit committee and that:
 
(1) relates
to accounts
 
or disclosures that
 
are material
 
to the
 
financial statements and
 
(2) involved our
 
especially challenging,
subjective, or
 
complex judgments.
 
The communication
 
of the critical
 
audit matter
 
does not alter
 
in any way
 
our
opinion on the consolidated financial
 
statements, taken as a whole,
 
and we are not, by
 
communicating the critical
audit matter below,
 
providing a separate opinion on
 
the critical audit matter or
 
on the accounts or disclosures
 
to
which it relates.
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
160
Stamp Duty assessment on the acquisition of the
 
Curragh mine
Description of the
matter
As described in Note 28 to the consolidated financial statements, the Company received an
assessment from
 
the Queensland
 
Revenue Office
 
(“QRO”) for
 
the stamp
 
duty payable
 
on
the Company’s
 
2018 acquisition
 
of the
 
Curragh mine.
 
The QRO
 
assessed the
 
stamp duty
on this acquisition at an amount
 
of $55.4 million plus unpaid tax interest
 
of $8.2 million.
 
The
Company disputes the QRO’s calculation
 
of the liability, which the Company estimates to
 
be
$29.0 million
 
including unpaid
 
tax interest.
 
On November
 
23, 2022,
 
the Company
 
filed an
objection to the assessment and is currently awaiting its
 
outcome.
 
Auditing the accrual for the stamp duty obligation involved complex auditor judgment,
 
given
the
 
materiality
 
of
 
the
 
assessment
 
made
 
by
 
the
 
QRO,
 
the
 
unique
 
nature
 
of
 
the
 
property
acquired
 
and
 
the
 
resulting
 
difficulty
 
in
 
assessing
 
the
 
Company’s
 
judgments
 
around
 
the
interpretation and application of the law to this matter.
How we
addressed the
matter in our
audit
We
 
obtained
 
an
 
understanding,
 
evaluated
 
the
 
design
 
and
 
tested
 
the
 
operation
 
of
management’s controls related to the Company’s process for the recognition, measurement
and
 
disclosure
 
of
 
the
 
stamp
 
duty
 
contingency,
 
as
 
a
 
non-routine
 
judgmental
 
accounting
matter including the Company’s interpretation of tax
 
law.
 
Our
 
audit
 
procedures
 
included,
 
among
 
others,
 
understanding
 
external
 
legal
 
counsel
opinions obtained by
 
management to support
 
their interpretation and
 
application of the
 
law
in this matter. We also
 
discussed external legal counsel’s
 
opinion with external
 
legal counsel
directly.
We
 
involved
 
our
 
indirect
 
tax
 
professionals
 
to
 
help
 
us
 
evaluate
 
the
 
Company’s
 
judgments
around the interpretation and application
 
of the law to this matter and
 
the relative likelihood
of the multiple alternative potential outcomes. These potential outcomes included the risk of
litigation and estimations of interest and penalties payable.
We also evaluated the disclosures made in the
 
consolidated financial statements.
 
/s/
Ernst & Young
We have served as the Company’s auditor
 
since 2020.
Brisbane, Australia
 
February 21, 2023
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
161
ITEM 9.
 
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
 
ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
None.
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
162
ITEM 9A.
 
CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
We are
 
subject to
 
the periodic
 
reporting requirements
 
of the
 
Exchange Act.
 
We have
 
designed our
 
disclosure
controls and procedures
 
to provide reasonable
 
assurance that information we
 
disclose in reports
 
we file or
 
submit
under the Exchange
 
Act is recorded,
 
processed, summarized,
 
and reported within
 
the time periods
 
specified in
the
 
rules
 
and
 
forms
 
of
 
the
 
SEC.
 
Disclosure
 
controls
 
and
 
procedures
 
are
 
controls
 
and
 
procedures
 
that
 
are
designed
 
to
 
ensure
 
that
 
information
 
required
 
to
 
be
 
disclosed
 
in
 
our
 
reports
 
filed
 
under
 
the
 
Exchange
 
Act
 
is
recorded, processed, summarized
 
and reported, within the
 
time periods specified
 
in the SEC’s rules
 
and forms.
Disclosure controls and procedures
 
include, without limitation,
 
controls and procedures
 
designed to ensure that
information required
 
to be
 
disclosed by
 
our company
 
in the
 
reports that
 
it files
 
or submits
 
under the
 
Exchange
Act is
 
accumulated and communicated
 
to our
 
management, including its
 
principal executive and
 
principal financial
officers,
 
or
 
persons
 
performing
 
similar
 
functions,
 
as
 
appropriate
 
to
 
allow
 
timely
 
decisions
 
regarding
 
required
disclosure.
 
The Company, under the supervision and with the participation of its management, including the Chief Executive
Officer
 
and
 
the
 
Group
 
Chief
 
Financial
 
Officer,
 
evaluated
 
the
 
effectiveness
 
of
 
the
 
design
 
and
 
operation
 
of
 
the
Company’s disclosure
 
controls and
 
procedures (as
 
defined in
 
Rules 13a-15(e)
 
under the
 
Exchange Act)
 
as of
the end of
 
the period covered
 
by this report,
 
and concluded
 
that such disclosure
 
controls and
 
procedures were
effective to provide reasonable assurance that the
 
desired control objectives were achieved.
 
Changes to Internal Control over Financial Reporting
There have been
 
no changes in
 
our internal control
 
over financial reporting
 
or in
 
other factors that
 
occurred during
our
 
last
 
fiscal
 
quarter
 
that
 
have
 
materially
 
affected,
 
or
 
are
 
reasonably
 
likely
 
to
 
materially
 
affect,
 
our
 
internal
controls over financial reporting.
 
Management’s Report on Internal Control
 
Over Financial Reporting
Our management
 
is responsible
 
for establishing and
 
maintaining adequate internal
 
control over
 
financial reporting
as
 
defined
 
in
 
Rules
 
13a-15(f)
 
under
 
the
 
Exchange
 
Act.
 
Internal
 
control
 
over
 
financial
 
reporting
 
is
 
a
 
process
designed to
 
provide reasonable
 
assurance regarding
 
the reliability
 
of financial
 
reporting and
 
the preparation
 
of
the Company’s
 
consolidated financial
 
statements for
 
external purposes
 
in accordance
 
with generally
 
accepted
accounting principles.
 
Internal control over financial reporting includes
 
those policies and procedures that (i) pertain
 
to the maintenance
of records that,
 
in reasonable detail,
 
accurately and fairly
 
reflect the transactions
 
and dispositions of
 
the assets
of the
 
Company;
 
(ii) provide
 
reasonable assurance
 
that
 
transactions
 
are recorded
 
as necessary
 
to permit
 
the
preparation of the
 
consolidated financial statements in
 
accordance with generally
 
accepted accounting principles,
and
 
that
 
receipts
 
and
 
expenditures
 
of
 
the
 
Company
 
are
 
being
 
made
 
only
 
in
 
accordance
 
with
 
appropriate
authorizations of management
 
and directors of
 
the Company; and
 
(iii) provide reasonable
 
assurance regarding
prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s
 
assets that could
have a material effect on the consolidated financial
 
statements.
 
Because
 
of
 
its
 
inherent
 
limitations,
 
internal
 
control
 
over
 
financial
 
reporting
 
may
 
not
 
prevent
 
or
 
detect
misstatements. Also,
 
projections of
 
any evaluation
 
of effectiveness
 
to future
 
periods are
 
subject to
 
the risk
 
that
controls may
 
become inadequate
 
because of
 
changes in
 
conditions, or
 
that the
 
degree of
 
compliance with
 
the
policies or procedures may deteriorate.
 
Management
 
conducted
 
an
 
assessment
 
of
 
the
 
Company’s
 
internal
 
control
 
over
 
financial
 
reporting
 
as
 
of
December 31, 2022, using the framework specified in
Internal Control – Integrated Framework (2013)
, published
by
 
the
 
Committee
 
of
 
Sponsoring
 
Organizations
 
of
 
the
 
Treadway
 
Commission
 
(COSO).
 
Based
 
on
 
this
assessment, management
 
concluded that
 
the Company’s
 
internal control
 
over financial
 
reporting was
 
effective
as of December 31, 2022.
 
Our
 
Independent
 
Registered
 
Public
 
Accounting
 
Firm,
 
Ernst
 
&
 
Young,
 
has
 
audited
 
our
 
internal
 
control
 
over
financial reporting, as stated in their unqualified opinion
 
report included herein.
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
163
REPORT OF INDEPENDENT REGISTERED PUBLIC
 
ACCOUNTING FIRM
To
 
the Shareholders and the Board of Directors of Coronado
 
Global Resources Inc.
 
Opinion on Internal Control Over Financial Reporting
We have audited Coronado Global Resources
 
Inc.’s internal control over financial
 
reporting as of December 31,
2022,
 
based
 
on
 
criteria
 
established
 
in
 
Internal
 
Control—Integrated
 
Framework
 
issued
 
by
 
the
 
Committee
 
of
Sponsoring Organizations
 
of the
 
Treadway
 
Commission (2013
 
framework) (the
 
COSO criteria).
 
In our
 
opinion,
Coronado Global
 
Resources
 
Inc. (the
 
Company)
 
maintained,
 
in
 
all material
 
respects,
 
effective
 
internal control
over financial reporting as of December 31, 2022, based on the
 
COSO criteria.
We
 
also
 
have
 
audited,
 
in
 
accordance
 
with
 
the
 
standards
 
of the
 
Public
 
Company
 
Accounting
 
Oversight
 
Board
(United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2022 and 2021,
the
 
related
 
consolidated
 
statements
 
of
 
operations
 
and
 
comprehensive
 
income,
 
stockholders’
 
equity
 
and
 
cash
flows for each
 
of the three
 
years in the
 
period ended
 
December 31, 2022,
 
and the related
 
notes and our
 
report
dated February 21, 2023 expressed an unqualified opinion
 
thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and
for its assessment
 
of the effectiveness
 
of internal control
 
over financial reporting
 
included in the
 
accompanying
Management’s Report
 
on Internal
 
Control Over
 
Financial Reporting.
 
Our responsibility
 
is to express
 
an opinion
on the
 
Company’s internal
 
control over
 
financial reporting
 
based on
 
our audit.
 
We are
 
a public
 
accounting firm
registered with the PCAOB and are required to be independent with respect
 
to the Company in accordance with
the
 
U.S.
 
federal
 
securities
 
laws
 
and
 
the
 
applicable
 
rules
 
and
 
regulations
 
of
 
the
 
Securities
 
and
 
Exchange
Commission and the PCAOB.
We conducted our audit
 
in accordance with the standards
 
of the PCAOB. Those standards
 
require that we plan
and
 
perform
 
the
 
audit
 
to
 
obtain
 
reasonable
 
assurance
 
about
 
whether
 
effective
 
internal
 
control
 
over
 
financial
reporting was maintained in all material respects.
Our audit included obtaining an understanding
 
of internal control over financial reporting,
 
assessing the risk that
a
 
material
 
weakness
 
exists,
 
testing
 
and
 
evaluating
 
the
 
design
 
and
 
operating
 
effectiveness
 
of
 
internal
 
control
based
 
on
 
the
 
assessed
 
risk,
 
and
 
performing
 
such
 
other
 
procedures
 
as
 
we
 
considered
 
necessary
 
in
 
the
circumstances. We believe that our audit provides a reasonable
 
basis for our opinion.
Definition and Limitations of Internal Control Over
 
Financial Reporting
A
 
company’s
 
internal
 
control
 
over
 
financial
 
reporting
 
is
 
a
 
process
 
designed
 
to
 
provide
 
reasonable
 
assurance
regarding the reliability of financial reporting
 
and the preparation of financial statements
 
for external purposes in
accordance with generally
 
accepted accounting principles.
 
A company’s internal
 
control over financial
 
reporting
includes those policies
 
and procedures that (1)
 
pertain to the maintenance
 
of records that, in
 
reasonable detail,
accurately and
 
fairly reflect
 
the transactions and
 
dispositions of the
 
assets of
 
the company;
 
(2) provide reasonable
assurance
 
that
 
transactions
 
are
 
recorded
 
as
 
necessary
 
to
 
permit
 
preparation
 
of
 
financial
 
statements
 
in
accordance with
 
generally accepted
 
accounting principles,
 
and that
 
receipts and
 
expenditures of
 
the company
are being
 
made only
 
in accordance
 
with authorizations
 
of management
 
and directors
 
of the
 
company; and
 
(3)
provide
 
reasonable
 
assurance
 
regarding
 
prevention
 
or
 
timely
 
detection
 
of
 
unauthorized
 
acquisition,
 
use,
 
or
disposition of the company’s assets that could have
 
a material effect on the financial statements.
Because
 
of
 
its
 
inherent
 
limitations,
 
internal
 
control
 
over
 
financial
 
reporting
 
may
 
not
 
prevent
 
or
 
detect
misstatements. Also,
 
projections of
 
any evaluation
 
of effectiveness
 
to future
 
periods are
 
subject to
 
the risk
 
that
controls may
 
become inadequate
 
because of
 
changes in
 
conditions, or
 
that the
 
degree of
 
compliance with
 
the
policies or procedures may deteriorate.
/s/ Ernst & Young
Brisbane, Australia
February 21, 2023
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
164
ITEM 9B.
 
OTHER INFORMATION
None.
ITEM 9C.
 
DISCLOSURE REGARDING FOREIGN JURISDICTIONS
 
THAT PREVENT
 
INSPECTIONS
None.
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
165
PART III
ITEM 10.
 
DIRECTORS, EXECUTIVE OFFICERS AND
 
CORPORATE GOVERNANCE.
The information required to
 
be furnished by
 
this Item will be
 
set forth in
 
our definitive proxy statement
 
for the 2023
Annual Meeting of
 
Stockholders, or the
 
Proxy Statement,
 
under the heading
 
“Executive Officers
 
and Corporate
Governance”, and is incorporated herein by reference
 
and made a part hereof from the Proxy Statement.
 
ITEM 11.
 
EXECUTIVE COMPENSATION.
The information required
 
to be furnished
 
by this Item
 
will be set forth
 
in the Proxy Statement
 
under the heading
“Executive
 
Compensation”
 
and
 
is
 
incorporated
 
herein
 
by
 
reference
 
and
 
made
 
a
 
part
 
hereof
 
from
 
the
 
Proxy
Statement.
 
ITEM 12.
 
SECURITY OWNERSHIP OF CERTAIN
 
BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER
 
MATTERS.
The
 
information
 
required
 
to
 
be
 
furnished
 
by
 
this
 
Item
 
will
 
be
 
set
 
forth
 
in
 
the
 
Proxy
 
Statement
 
under
 
the
heading “Security Ownership
 
of Certain Beneficial
 
Owners and Management
 
and Related Stockholder
 
Matters”
and is incorporated herein by reference and made a part
 
hereof from the Proxy Statement.
 
ITEM 13.
 
CERTAIN RELATIONSHIPS AND RELATED
 
TRANSACTIONS, AND DIRECTOR INDEPENDENCE.
The information required
 
to be furnished
 
by this Item
 
will be set forth
 
in the Proxy Statement
 
under the heading
“Certain Relationships and
 
Related Transactions” and is
 
incorporated herein by
 
reference and made
 
a part
 
hereof
from the Proxy Statement.
 
ITEM 14. PRINCIPAL
 
ACCOUNTING FEES AND SERVICES.
The information required
 
to be furnished
 
by this Item
 
will be set forth
 
in the Proxy Statement
 
under the heading
“Ratification of
 
Appointment of
 
Independent
 
Registered
 
Public Accounting
 
Firm” and
 
is incorporated
 
herein by
reference and made a part hereof from the Proxy Statement.
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
166
ITEM 15.
 
EXHIBITS, FINANCIAL STATEMENT
 
SCHEDULES
(a)
 
The following documents are filed as part of this
 
Annual Report:
1.
 
Financial Statements.
 
See index to
 
Financial Statements
 
and Supplementary
 
Data on page
 
119
 
of this
Annual report on Form 10-K.
 
2.
 
Financial Statements Schedules. Schedules are omitted because
 
they are not required or applicable, or
the required information is included in the Financial Statements
 
or related notes thereto.
3.
 
Exhibits. The
 
exhibits filed
 
with or
 
incorporated by
 
reference as
 
part of
 
this Report
 
are set
 
forth in
 
the
Exhibit Index.
 
(b)
 
The documents listed in
 
the Exhibit Index of
 
this Annual Report on
 
Form 10-K are incorporated
 
by reference
or are filed with this Annual Report on Form 10-K, in
 
each case as indicated therein.
 
The following documents are filed as exhibits hereto:
Exhibit No.
Description of Document
2.1*
3.1
3.2
4.1
 
(filed
 
as
 
Exhibit
 
4.1
 
to
 
the
 
Company’s
 
Registration
Statement
 
on
 
Form
 
10
 
(File
 
No.
 
000-56044)
 
filed
 
on
 
April
 
29,
 
2019
 
and
 
incorporated
herein by reference)
4.2
4.3
4.4
4.5
10.1
10.2†‡
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
167
Exhibit No.
Description of Document
10.3‡
10.4‡
10.5>‡
10.6>‡
10.7>‡
10.8>‡
10.9>‡
10.10>‡
10.11>‡
10.12>‡
10.13>
10.14>
10.15>
10.16>
10.17>
10.18>
10.19>
 
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
168
Exhibit No.
Description of Document
10.20‡
10.21‡
10.22‡
10.23
10.24
10.25
10.26†‡
21.1
23.1
23.2
23.3
23.4
31.1
31.2
32.1
95.1
96.1
96.2
96.3
96.4
101
The following materials from the Company’s Annual Report on Form 10-K for the period
ended December
 
31,
 
2022,
 
formatted
 
in
 
iXBRL
 
(Inline
 
Extensible
 
Business
 
Reporting
Language): (i) Consolidated
 
Balance Sheets, (ii)
 
Consolidated Statements of
 
Operations
and Consolidated Statements of
 
Comprehensive Income, (iii)
 
Consolidated Statements
of Stockholders’ Equity/Members’ Capital, (iv) Consolidated
 
Statements of Cash Flows,
(v) related notes to these financial statements and (vi)
 
document and entity information
 
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
169
Exhibit No.
Description of Document
104
Cover Page
 
Interactive Data
 
File (the cover
 
page XBRL
 
tags are embedded
 
within the
Inline XBRL document)
 
____________________
*
 
Portions of this
 
exhibit have been omitted
 
pursuant to Item 601(b)(2)(ii)
 
of Regulation S-K,
 
which portions
will be furnished to the Securities and Exchange Commission
 
upon request.
 
Certain schedules and exhibits to this
 
agreement have been omitted pursuant to Item
 
601(a)(5) and Item
601(a)(6)
 
of
 
Regulation
 
S-K.
 
A
 
copy
 
of
 
any
 
omitted
 
schedule
 
and/or
 
exhibit
 
will
 
be
 
furnished
 
to
 
the
Securities and Exchange Commission upon request.
 
 
Portions
 
of
 
this
 
exhibit
 
have
 
been
 
omitted
 
pursuant
 
to
 
Item
 
601(b)(10)(iv)
 
of
 
Regulation
 
S-K,
 
which
portions will be furnished to the Securities and Exchange Commission
 
upon request.
 
>
 
Management contract, compensatory plan or arrangement
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
170
ITEM 16.
 
FORM 10-K SUMMARY
None.
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc. Form 10-K December
 
31, 2022
 
171
SIGNATURES
Pursuant to the
 
requirements of
 
Section 13
 
or 15(d) of
 
the Securities
 
Exchange Act
 
of 1934, the
 
registrant has
duly caused this report to be signed on its behalf by the undersigned,
 
thereunto duly authorized.
Coronado Global Resources Inc.
(Registrant)
By:
/s/ Garold Spindler
Garold Spindler
Managing Director and Chief Executive Officer (as
 
duly
authorized officer and as principal executive officer
 
of
the registrant)
Date: February 21, 2023
Pursuant to the requirements
 
of the Securities Exchange
 
Act of 1934, this
 
report has been
 
signed below by
 
the
following persons, on behalf of the registrant and in the
 
capacities and on the dates indicated.
Name
Title
Date
/s/ Garold Spindler
Managing Director and Chief Executive
Officer (Principal Executive Officer)
February 21, 2023
Garold Spindler
/s/ Gerhard Ziems
Group Chief Financial Officer (Principal
Financial Officer and Principal
Accounting Officer)
February 21, 2023
Gerhard Ziems
/s/ William Koeck
Director
February 21, 2023
William Koeck
/s/ Philip Christensen
Director
February 21, 2023
Philip Christensen
/s/ Greg Pritchard
Director
February 21, 2023
Greg Pritchard
/s/ Laura Tyson
Director
February 21, 2023
Laura Tyson
/s/ Sir Michael Davis
Director
February 21, 2023
Sir Michael Davis