SEC Form 4 · accession 0001493152-17-000249
Rhino Resource Partners LP · RHNO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Royal Energy Resources, Inc.
10% Owner
William L Tuorto
Officer — Chairman and CEO · Director · 10% Owner
Brian Hughs
Director
Period of report
Dec 30, 2016
Accepted (ET)
Jan 9, 2017 · 6:18 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001490630
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 Preferred UnitsF1,F2,F3 | — | Dec 30, 2016 | P | 200,000 | A | — | — | Common Units | — | 200,000 | D |
Explanation of responses
- F1This form is jointly filed by Royal Energy Resources, Inc. ("Royal Energy"), William L. Tourto and Brian Hughs.
- F2Common units shown as beneficially owned by Royal Energy, William L. Tuorto and Brian Hughs reflect common units owned of record by Royal Energy. Messrs. Tuorto and Hughs, as the controlling persons of Royal Energy, may be deemed to share beneficial ownership of any units beneficially owned by Royal Energy, but disclaim such beneficial ownership.
- F3The issuer has the option to convert the outstanding Series A Preferred Units at any time on or after the time at which the amount of aggregate distributions paid in respect of each Series A Preferred Unit exceeds $10.00 per unit. Each Series A Preferred Unit will convert into a number of common units equal to the quotient (the "Series A Conversion Ratio") of (i) the sum of $10.00 and any unpaid distributions in respect of such Series A Preferred Unit divided by (ii) 75% of the volume-weighted average closing price of the common units for the preceding 90 trading days (the "VWAP"); provided however, that the VWAP will be capped at a minimum of $2.00 and a maximum of $10.00. On December 31, 2021, all outstanding Series A Preferred Units will convert into common units at the then applicable Series A Conversion Ratio.