WESTMORELAND RESOURCE PARTNERS, LP
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COMMON UNITS REPRESENTING LIMITED PARTNER INTERESTS
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96108P103
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DECEMBER 31, 2014
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*
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The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
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CUSIP No. 96108P103
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1
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NAMES OF REPORTING PERSONS
AIM OXFORD HOLDINGS, LLC
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|||||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ☐
(b) ☒
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|||||
3
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SEC USE ONLY
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|||||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
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|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
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SOLE VOTING POWER
59,095
|
||
|
6
|
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SHARED VOTING POWER
|
|||
|
7
|
|
SOLE DISPOSITIVE POWER
59,095
|
|||
|
8.
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SHARED DISPOSITIVE POWER
|
|||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
59,095
|
|||||
10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
|||||
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.1%(1)
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|||||
12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO (LIMITED LIABILITY COMPANY)
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(1)
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Based
on 5,505,087 Common Units outstanding as of December 31, 2014, as reported to the Reporting Person by the Issuer.
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CUSIP No. 96108P103
|
1
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NAMES OF REPORTING PERSONS
AIM COAL MANAGEMENT, LLC
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|||||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b)
☒
|
|||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
|
||
|
6
|
|
SHARED VOTING POWER
59,095(1)
|
|||
|
7.
|
|
SOLE DISPOSITIVE POWER
|
|||
|
8.
|
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SHARED DISPOSITIVE POWER
|
|||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
59,095(1)
|
|||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
|||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.1%(2)
|
|||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO (LIMITED LIABILITY COMPANY)
|
(1)
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AIM Coal Management, LLC (“AIM Coal Management”) is the manager of AIM Oxford Holdings, LLC (“AIM Oxford Holdings”). AIM Coal Management may be deemed to indirectly own the units held by AIM Oxford Holdings, but disclaims beneficial ownership of all such units.
|
(2)
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Based
on 5,505,087 Common Units outstanding as of December 31, 2014, as reported to the Reporting Person by the
Issuer.
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CUSIP No. 96108P103
|
1
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NAMES OF REPORTING PERSONS
MATTHEW P. CARBONE
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|||||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒ |
|||||
3
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SEC USE ONLY
|
|||||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. CITIZEN
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
|
||
|
6
|
|
SHARED VOTING POWER
59,095(1)
|
|||
|
7
|
|
SOLE DISPOSITIVE POWER
|
|||
|
8
|
|
SHARED DISPOSITIVE POWER
|
|||
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
59,095(1)
|
|||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
|||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.1%(2)
|
|||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
(1)
|
AIM Coal Management is the manager of AIM Oxford Holdings. Matthew P. Carbone, a member of AIM Coal Management has shared voting and investment power over the units held by AIM Oxford Holdings. Mr. Carbone may be deemed to indirectly own the units held by AIM Oxford Holdings, but disclaims beneficial ownership of all such units.
|
(2)
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Based
on 5,505,087 Common Units outstanding as of December 31, 2014, as reported to the Reporting Person by the Issuer.
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CUSIP No. 96108P103
|
1
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NAMES OF REPORTING PERSONS
ROBERT B. HELLMAN, JR.
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|||||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒ |
|||||
3
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SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. CITIZEN
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
|
||
|
6
|
|
SHARED VOTING POWER
59,095(1)
|
|||
|
7
|
|
SOLE DISPOSITIVE POWER
|
|||
|
8
|
|
SHARED DISPOSITIVE POWER
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
59,095(1)
|
|||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
|||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.1%(2)
|
|||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
(1)
|
AIM Coal Management is the manager of AIM Oxford Holdings. Robert B. Hellman Jr., a member of AIM Coal Management, has shared voting and investment power over the units held by AIM Oxford Holdings. Mr. Hellman may be deemed to indirectly own the units held by AIM Oxford Holdings, but disclaims beneficial ownership of all such units.
|
(2)
|
Based
on 5,505,087 Common Units outstanding as of December 31, 2014, as reported to the Reporting Person by the Issuer.
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CUSIP No. 96108P103
|
1
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NAMES OF REPORTING PERSONS
GEORGE E. MCCOWN
|
|||||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ☐
(b) ☒
|
|||||
3
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SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. CITIZEN
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
|
||
|
6
|
|
SHARED VOTING POWER
59,095(1)
|
|||
|
7
|
|
SOLE DISPOSITIVE POWER
|
|||
|
8
|
|
SHARED DISPOSITIVE POWER
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
59,095(1)
|
|||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
|||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.1%(2)
|
|||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
(1)
|
AIM Coal Management is the manager of AIM Oxford Holdings. George E. McCown, a member of AIM Coal Management has shared voting and investment power over the units held by AIM Oxford Holdings. Mr. McCown may be deemed to indirectly own the units held by AIM Oxford Holdings, but disclaims beneficial ownership of all such units.
|
(2)
|
Based
on 5,505,087 Common Units outstanding as of December 31, 2014, as reported to the Reporting Person by the Issuer.
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CUSIP No. 96108P103 |
Item 1(a).
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Name of Issuer: Westmoreland Resource Partners, LP
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
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Item 2(a).
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Name of Person(s) Filing:
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Item 2(b).
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Address of Principal Business Office or, if none, Residence:
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Item 2(c).
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Citizenship:
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AIM Oxford Holdings, LLC:
|
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Delaware
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AIM Coal Management, LLC:
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Delaware
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Matthew P. Carbone:
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U.S. Citizen
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Robert B. Hellman, Jr.:
|
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U.S. Citizen
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George E. McCown:
|
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U.S. Citizen
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Item 2(d).
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Title of Class of Securities:
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Item 2(e).
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CUSIP Number: 96108P103
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CUSIP No. 96108P103 |
Item 3.
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If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a :
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(a)
|
☐
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Broker
or dealer registered under Section 15 of the Act (15 U.S.C. 78o).
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(b)
|
☐
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Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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☐
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Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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☐
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Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 78c).
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(e)
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☐
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An
investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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(f)
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☐
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An
employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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(g)
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☐
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A
parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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(h)
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☐
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A
savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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☐
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A
church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act
(15 U.S.C. 80a-3);
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(j)
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☐
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A
non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
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(k)
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☐
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Group,
in accordance with § 13d-1(b)(1)(ii)(K).
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CUSIP No. 96108P103 |
Item 4.
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Ownership:
|
|
AIM Oxford
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AIM Coal
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Matthew P.
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Robert B.
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George E.
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|||||||||||||||
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Holdings, LLC
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Management, LLC
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Carbone
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Hellman, Jr.
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McCown
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|||||||||||||||
(a) Amount beneficially owned:
|
|
59,095
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(2)
|
59,095
|
(2)
|
59,095
|
(2)
|
59,095
|
(2)
|
59,095
|
(2)
|
|||||||||
(b) Percent of class:
|
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1.1
|
%(2)
|
1.1
|
%(2)
|
1.1
|
%(2)
|
1.1
|
%(2)
|
1.1
|
%(2)
|
|||||||||
(c) Number of shares as to which such person has:
|
|
|||||||||||||||||||
(i) Sole power to vote or to direct the vote:
|
|
59,095
|
(2)
|
|||||||||||||||||
(ii) Shared power to vote or to direct the vote:
|
|
59,095
|
(1)
|
59,095
|
(1)
|
59,095
|
(1)
|
59,095
|
(1)
|
|||||||||||
(iii) Sole power to dispose or to direct the disposition of:
|
|
59,095
|
(2)
|
|||||||||||||||||
(iv) Shared power to dispose or to direct the disposition of:
|
|
59,095
|
(1)
|
59,095
|
(1)
|
59,095
|
(1)
|
59,095
|
(1)
|
(1)
|
AIM Coal Management is the manager of AIM Oxford Holdings. The members of AIM Coal Management, comprised of Matthew P. Carbone and George E. McCown and Robert B. Hellman Jr., have shared voting and investment power over the units held by AIM Oxford Holdings. AIM Coal Management and Messrs. Carbone, Hellman and McCown may be deemed to indirectly own the units held by AIM Oxford Holdings, but disclaim beneficial ownership of all such units.
|
(2)
|
Based
on 5,505,087 Common Units outstanding as of December 31, 2014, as reported to the Reporting Person by the
Issuer.
|
Item 5.
|
Ownership of Five Percent or Less of a Class:
|
CUSIP No. 96108P103 |
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person: N/A
|
Item 7.
|
Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person: N/A
|
Item 8.
|
Identification and Classification of Members of the Group: N/A
|
Item 9.
|
Notice of Dissolution of Group: N/A
|
Item 10.
|
Certification: N/A
|
CUSIP No. 96108P103 |
|
AIM OXFORD HOLDINGS, LLC
|
||
By:
|
AIM Coal Management, LLC,
Its Manager
|
||
By:
|
/s/ Robert B. Hellman, Jr.
|
||
Robert B. Hellman, Jr.
|
|||
Member
|
|||
AIM COAL MANAGEMENT, LLC
|
|||
By:
|
/s/
Robert B. Hellman, Jr.
|
||
Robert B. Hellman, Jr.
|
|||
Member
|
|||
/s/ Matthew P. Carbone
|
|||
Matthew P. Carbone
|
|||
/s/ Robert B. Hellman, Jr.
|
|||
Robert B. Hellman, Jr.
|
|||
/s/ George E. McCown
|
|||
George E. McCown
|
CUSIP No. 96108P103 |
AIM OXFORD HOLDINGS, LLC
|
||
By:
|
AIM Coal Management, LLC,
|
|
Its Manager
|
||
By:
|
/s/ Robert B. Hellman, Jr.
|
|
Robert B. Hellman, Jr.
|
||
Member
|
||
AIM COAL MANAGEMENT, LLC
|
||
By:
|
/s/ Robert B. Hellman, Jr.
|
|
Robert B. Hellman, Jr.
|
||
Member
|
/s/ Matthew P. Carbone
|
|
Matthew P. Carbone
|
|
/s/ Robert B. Hellman, Jr.
|
|
Robert B. Hellman, Jr.
|
|
/s/ George E. McCown
|
|
George E. McCown
|