SEC Form 4 · accession 0001140361-17-014038
Foresight Energy LP · FELP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Mar 28, 2017
Accepted (ET)
Mar 30, 2017 · 5:11 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001540729
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantsF3,F1,F2 | $0.8928 | Dec 15, 2016 | P | 17,556 | A | Mar 28, 2017 | — | Common Units | 225,167 | 17,556 | I |
Explanation of responses
- F1The exercise price and the number of common units representing limited partnership interests ("Common Units") issuable upon the exercise of the warrants is subject to adjustment as set forth in the Warrant Agreement, dated August 30, 2016, between the Issuer and American Stock Transfer and Trust Company, LLC, and the form of warrant therein.
- F2The warrants are exercisable at any time during the period commencing on the date the Issuer's Senior Secured Second Lien Exchangeable PIK Notes due 2017 (the "Exchangeable PIK Notes") are fully redeemed or purchased pursuant to a Murray Purchase (in each case in accordance with the terms of the indenture related to the Exchangeable PIK Notes dated August 30, 2016 between Foresight Energy LLC, Foresight Energy Finance Corporation, the guarantor party thereto, Wilmington Trust, National Association, as trustee, and American Stock Transfer and Trust Company, LLC, as notes administrator and exchange agent) and ending at 5:00 p.m. New York City time, on the date immediately preceding the tenth anniversary of such date. The Exchangeable PIK Notes were fully redeemed on March 28, 2017.
- F3Donald R. Holcomb is the Manager of Cline Trust Company LLC, a Delaware limited liability company, which agreed to purchase the warrants from a third party on December 15, 2016 and is the record holder thereof. The reporting persons disclaim beneficial ownership in the warrants and underlying Common Units except to the extent of such reporting person's pecuniary interest therein. This statement shall not be deemed an admission that any reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the beneficial owner of any securities covered by this statement.