CONSOL Energy Inc. (NYSE: CNX) has filed an amended Form S1 with the U.S. Securities and Exchange Commission (SEC) setting terms for an initial public offering (IPO) of a master limited partnership (MLP) to manage and further develop all its active thermal coal operations in Pennsylvania. The MLP, to be named CNX Coal Resources L.P., plans to offer 10 million partnership units in a price range of $19 to $21 per common unit. At the midpoint of the range, CNX Coal Resources would raise gross proceeds of $200 million. CNX Coal Resources is expected to price the IPO next week. The common units will trade on the New York Stock Exchange under the ticker symbol CNXC.

Joint bookrunners for the offering include Bank of America Merrill Lynch, Wells Fargo Securities, Citigroup, Jefferies, Scotiabank/Howard Weil, Credit Suisse, JPMorgan, Evercore Partners, BB&T Capital Markets, Goldman Sachs, Huntington Investment, Stifel and Nomura Securities. Co-managers include Clarkson Capital Markets, Cowen and Tuohy Brothers.

The underwriters have a 30-day option on an additional 1.5 million shares. The new MLP’s initial assets include a 20% undivided interest in, and operational control over, CONSOL’s Pennsylvania mining complex, which consists of three underground mines and related infrastructure that produce thermal coal sold primarily to electric utilities in the eastern United States. Total reserves for the three mines is about 786 million tons and annual production capacity is estimated at 28.5 million tons. In 2014, the three mines produced 26.1 million tons of coal. The common units being offered represent a 42.2% limited partner interest in CNX Coal Resources (or a 48.5% limited partner interest if the underwriters exercise in full their option to purchase additional common units). CONSOL Energy will own a 55.8% limited partner interest in CNX Coal Resources (or a 49.5% limited partner interest if the underwriters exercise in full their option to purchase additional common units). CONSOL also will own, through its ownership of CNX Coal Resources G.P.

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LLC, the general partner of CNX Coal Resources, a 2% general partner interest and the incentive distribution rights in CNX Coal Resources. All proceeds from this offering, including the underwriters’ overallotment option, are being distributed to CONSOL Energy. The new company expects to make a quarterly distribution of $0.5125 per common unit. The first payment will be made for a period beginning at the closing of this offering and ending on September 30, 2015. The last coal MLP to launch an IPO was Foresight Energy L.P. (NYSE: FELP), which came public in June of last year. Common units went out at $20 and closed on Monday at $14.63, down about 27% since the IPO.

By Paul Ausick.

PITTSBURGH, Jan. 3, 2018 /PRNewswire/ -- CNX Resources Corporation (NYSE: ) ('CNX') and CNX Midstream Partners LP (NYSE: CNXM) ('CNXM') jointly announced today that CNX has closed its previously announced acquisition of Noble Energy, Inc.' S (NYSE: ) ('Noble') 50% membership interest in CONE Gathering LLC, which holds the general partner interest and incentive distribution rights in CONE Midstream Partners LP. In conjunction with the closing, CONE Midstream Partners LP was renamed CNX Midstream Partners LP and will commence trading on the New York Stock Exchange under the ticker 'CNXM' effective January 4, 2018. CNX Midstream Partners LP logo (PRNewsfoto/CNX Resources Corporation,CNX.) Separately, CNXM announced today that its board of directors, following prior approval by the Board of Director's Conflicts Committee, which consists entirely of independent directors, has authorized CNXM to enter into an amendment to its gas gathering agreement (the 'GGA') with CNX Gas Company LLC, a wholly-owned subsidiary of CNX.

As part of the amendment to the GGA: • CNX will dedicate approximately 63,000 dry Utica acres to CNXM, of which approximately 51,000 will be located in the development company I, or DevCo I, area, which is 100% owned by CNXM. • CNX has provided a minimum well commitment of 140 wells over the next four years in the DevCo I area that provides CNXM with downside protection and continued cash flows to support distribution growth. • CNXM has agreed to a major system expansion to support production from the newly dedicated Utica areas. This amendment is expected to help CNX unlock the stacked pay potential of the core of southwest Pennsylvania and capitalize on economies of scale, which would support accelerating drilling activity and production moving forward.

CNXM believes this will result in a higher level of confidence to support sustainable distribution growth into the future, which in turn will benefit CNX, which owns 21.7 million common units, the general partner interest, and the incentive distribution rights in CNXM. In addition, CNX and Noble have agreed to divide equitably their jointly owned water assets so that either CNX or Noble will own all of the formerly jointly owned water assets within agreed upon areas. 'Owning 100% of the general partner of CNXM, while simultaneously amending the existing GGA, is very significant for CNX,' commented Nicholas J. DeIuliis, president and CEO.

'CNX will benefit from increased control and flexibility with respect to the scope and timing of midstream development, which in turn will give CNX a greater level of optionality in its development plans and future drop opportunities. Ultimately, this GGA allows CNX to lock in our multi-year development plan under mutually beneficial terms for both CNX and CNXM. The single sponsor MLP model is the first key step in unlocking the value potential of CNX Midstream.' 'For CNXM,' Mr. How To Set Up A Komodo KMD Miner. DeIuliis said, 'the amended GGA is expected to lock in distributable cash flow growth, enabling CNXM to maintain its strong distribution growth policy for the next several years.'

As part of the change in ownership, effective immediately, Nicholas J. DeIuliis will serve as the chief executive officer (CEO) of CNXM, in addition to his current role as president and CEO of CNX. Also, effective immediately, Donald W.

Rush will serve as the chief financial officer (CFO) of CNXM in addition to his current role as CFO of CNX. Following the closing of the acquisition, Nicholas J.

DeIuliis, Donald W. Rush, and Timothy C. Dugan will join Stephen W. Johnson and the three existing independent directors to constitute the board of directors of CNXM. The changes to CNXM's management team and board of directors illustrate CNX's intent to better align the strategic initiatives of CNX and CNXM to unlock the growth potential for both companies. Goldman Sachs & Co.

LLC served as the financial advisor and Latham & Watkins LLP served as the legal advisor to CNX. The conflicts committee was advised by Evercore on financial matters and Baker Botts L.L.P. On legal matters. Conference Call A conference call and webcast, during which management will discuss these announcements, is scheduled for January 4, 2018 at 10:00 a.m. Eastern Time. Reference material for the call will be available on the 'Events' page of the new CNX Midstream website,, shortly before the start of the call. Prepared remarks by members of management will be followed by a question and answer period.

Interested parties may listen via webcast by using the link posted on the 'Events' page of our website. Participants who would like to ask questions may join the conference by phone at 888-349-0097 (international 412-902-0126) five to ten minutes prior to the scheduled start time (reference the CNX Midstream call). An on-demand replay of the webcast will be also be available at shortly after the conclusion of the conference call. A telephonic replay will be available through January 18, 2018 by dialing 877-344-7529 (international: 412-317-0088) and using the conference playback number 10115469. About CNX Resources CNX Resources Corporation (NYSE: ) is one of the largest independent natural gas exploration, development and production companies, with operations centered in the major shale formations of the Appalachian basin.

The company deploys an organic growth strategy focused on responsibly developing its resource base. As of December 31, 2016, CNX had 6.3 trillion cubic feet equivalent of proved natural gas reserves. The company is a member of the Standard & Poor's Midcap 400 Index. Additional information may be found. About CNX Midstream Partners CNX Midstream Partners LP (NYSE: CNXM) is a master limited partnership that owns, operates, develops and acquires gathering and other midstream energy assets to service natural gas production in the Appalachian Basin in Pennsylvania and West Virginia.

Our assets include natural gas gathering pipelines and compression and dehydration facilities, as well as condensate gathering, collection, separation and stabilization facilities. More information is available on our website. This press release serves a qualified notice to nominees as provided for under Treasury Regulation Section 1.1446-4(b).

Nominees should treat one hundred percent (100.0%) of CNX Midstream's distributions to non-U.S. Investors as being attributed to income that is effectively connected with a United States trade or business. Accordingly, CNX Midstream's distributions to non-U.S. Investors are subject to federal income tax withholding at the highest applicable effective tax rate.

Nominees, and not CNX Midstream, are treated as withholding agents responsible for withholding on the distributions received by them on behalf of non-U.S. Important Information about Company Names and Stock Trading Symbols Effective November 28, 2017, the company known as CONSOL Energy Inc. (NYSE: ) separated its gas business (GasCo or RemainCo) and its coal business (CoalCo or SpinCo) into two independent, publicly traded companies by means of a separation of CoalCo from RemainCo.

Litecoin LTC Mining Module there. • The gas business, CNX Resources Corporation (RemainCo, GasCo or CNX), continues to be listed on the NYSE, retaining the ticker symbol 'CNX'. Information regarding CNX and its natural gas business is available. • The coal business, CONSOL Energy Inc.

(SpinCo, CoalCo or CONSOL), is listed on the NYSE under the ticker symbol: 'CEIX'. CoalCo owns, operates and develops coal assets, including the Pennsylvania Mining Complex, the Baltimore Marine Terminal, and approximately one billion tons of greenfield coal reserves. Information regarding the new CONSOL Energy and its coal business is available. • The master limited partnership that was named CNX Coal Resources LP (NYSE: CNXC) has changed its name to CONSOL Coal Resources LP and trades on the NYSE under a new ticker symbol: 'CCR'. CONSOL owns 100% of the general partner of CONSOL Coal Resources LP (representing a 1.7% general partner interest), as well as all of the incentive distribution rights and the common and subordinated interests in CNX Coal Resources LP that were owned by CNX prior to the spin-off. Information regarding CONSOL Coal Resources LP is available at • Following the closing of CNX's purchase of Noble Energy's 50% interest in CNX Gathering LLC, the master limited partnership that was named CONE Midstream Partners, LP has changed its name to CNX Midstream Partners LP and will trade under a new ticker symbol: 'CNXM'. CNX indirectly owns 100% of the general partnership interests of CNX Midstream Partners LP as well as all of its incentive distribution rights.

Information regarding CNX Midstream Partners LP will be available. Cautionary Statements We are including the following cautionary statement in this press release to make applicable and take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 for any forward-looking statements made by, or on behalf of us.

With the exception of historical matters, the matters discussed in this press release are forward-looking statements (as defined in 21E of the Securities Exchange Act of 1934 (the 'Exchange Act') that involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The forward-looking statements may include statements regarding benefits of the acquisition and the plans, objectives, and strategies of CNX and CNXM following the acquisition, projections and estimates concerning the timing and success of specific projects and our future production, revenues, income and capital spending. When we use the words 'believe,' 'intend,' 'expect,' 'may,' 'should,' 'anticipate,' 'could,' 'estimate,' 'plan,' 'predict,' 'project,' 'will,' or their negatives, or other similar expressions, the statements which include those words are usually forward-looking statements. When we describe a strategy that involves risks or uncertainties, we are making forward-looking statements.

The forward-looking statements in this press release speak only as of the date of this press release; we disclaim any obligation to update these statements. We have based these forward-looking statements on our current expectations and assumptions about future events. While our management considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond our control.