SEC Form 4 · accession 0000106455-17-000002
Westmoreland Resource Partners, LP · WMLP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
WESTMORELAND COAL Co
Director · 10% Owner
Period of report
Feb 14, 2017
Accepted (ET)
Feb 15, 2017 · 7:43 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001412347
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Convertible UnitsF3,F1,F2 | $7.54 | Feb 14, 2017 | A | 281,686 | A | — | — | Common Units (representing limited partner interests) | 281,686 | 16,215,029 | D |
Explanation of responses
- F1The Series A Convertible Units are convertible into common units representing limited partner interests in the Issuer ("Common Units") on a one-for-one basis upon the earlier of (a) the date on which the Issuer makes a regular quarterly cash distribution with respect to any quarter to folders of Common Units in an amount equal to at least $0.22 per Common Unit, or (b) a change of control of the Issuer.
- F2The Series A Convertible Units have no expiration date.
- F3The Series A Convertible Units were issued as payment in lieu of a quarterly cash distribution, in accordance with Section 5.14 of the Issuer's Fourth Amended and Restated Agreement of Limited Partnership, as amended.
Remarks
The Reporting Person owns 100% of Westmoreland Resources GP, LLC, the general partner of the Issuer, and approximately 93.9% of the Issuer's Common Units on a fully diluted basis.