0001179110-18-008011.txt : 20180604 0001179110-18-008011.hdr.sgml : 20180604 20180604201431 ACCESSION NUMBER: 0001179110-18-008011 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180531 FILED AS OF DATE: 20180604 DATE AS OF CHANGE: 20180604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CRAFT JOSEPH W III CENTRAL INDEX KEY: 0001173893 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26823 FILM NUMBER: 18879802 MAIL ADDRESS: STREET 1: PO BOX 22027 CITY: TULSA STATE: OK ZIP: 74121-2027 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIANCE RESOURCE PARTNERS LP CENTRAL INDEX KEY: 0001086600 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE SURFACE MINING [1221] IRS NUMBER: 731564280 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1717 SOUTH BOULDER AVENUE CITY: TULSA STATE: OK ZIP: 74119 BUSINESS PHONE: 9182957600 4 1 edgar.xml FORM 4 - X0306 4 2018-05-31 0001086600 ALLIANCE RESOURCE PARTNERS LP ARLP 0001173893 CRAFT JOSEPH W III 1717 S. BOULDER AVENUE SUITE 400 TULSA OK 74119 1 1 1 0 President and Chief Executive Common Unit 2018-05-31 4 D 0 87188338 D 0 I By Alliance Holdings GP, L.P. Common Unit 2018-05-31 4 A 0 1343348 A 1350529 I By Alliance Resource GP, LLC Common Unit 2018-05-31 4 A 0 18235922 A 18593374 D Common Unit 2000 I By son Common Unit 2018-05-31 4 A 0 168603 A 168603 I Through spouse Phantom unit Common unit 223650 223650 D 1 for 1 The Phantom units are to be settled in ARLP common units upon the reporting person's death or termination. Not applicable The common units were acquired as consideration for the AHGP common units held by the reporting person immediately prior to the effectiveness of the transactions contemplated by the Simplification Agreement dated February 22, 2018 (the "Simplification Agreement"). Pursuant to the Simplification Agreement, all AHGP common units were canceled and converted into the right to receive all of the ARLP common units held by AHGP and its subsidiaries on May 31, 2018. Based on a formula calculated pursuant to the Simplification Agreement, the exchange ratio was 1.478181161 ARLP common units for each AHGP common unit. Held through the JWC III Rev Trust, of which Mr. Craft is trustee. Mr. Craft indirectly wholly owns Alliance GP, LLC, the former general partner of Alliance Holdings GP, L.P. ("AHGP"), which wholly owns MGP II, LLC ("MGP II"), the former owner of 56,100,000 common units of ARLP, and AHGP directly owned 31,088,338 common units of ARLP all of which were distributed as disclosed in footnote 4 above. Mr. Craft and Kathleen S. Craft jointly own Alliance Resource GP, LLC ("SGP"). Mr. Craft disclaimed beneficial ownership of the common units of ARLP formerly held by AHGP and MGP II except to the extent of his pecuniary interest therein, and Mr. Craft disclaims beneficial ownership of the common units of ARLP held by SGP except to the extent of his pecuniary interest therein. Pursuant to the Simplification Agreement, MGP II distributed (a) 99.999% of the 56,100,000 ARLP common units to AHGP and (b) 0.001% of the 56,100,000 ARLP Common Units to ARM GP Holdings, Inc. ("ARMH"), which ARMH then distributed to AHGP. Thereafter, the AHGP Common Units were canceled and converted into the right to receive all of the ARLP Common Units held by AHGP and its subsidiaries. /s/ Joseph W. Craft by Kenneth Hemm, pursuant to power of attorney dated April 10, 2013 2018-06-04