0001179110-18-008012.txt : 20180604
0001179110-18-008012.hdr.sgml : 20180604
20180604202240
ACCESSION NUMBER: 0001179110-18-008012
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: C-Holdings, LLC
CENTRAL INDEX KEY: 0001713465
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-26823
FILM NUMBER: 18879812
BUSINESS ADDRESS:
STREET 1: 1717 SOUTH BOULDER AVENUE
STREET 2: SUITE 400
CITY: TULSA
STATE: OK
ZIP: 74119
BUSINESS PHONE: (918) 295-1415
MAIL ADDRESS:
STREET 1: 1717 SOUTH BOULDER AVENUE
STREET 2: SUITE 400
CITY: TULSA
STATE: OK
ZIP: 74119
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
1
0001086600
ALLIANCE RESOURCE PARTNERS LP
ARLP
0001713465
C-Holdings, LLC
1717 SOUTH BOULDER AVENUE
SUITE 400
TULSA
OK
74119
1
0
1
0
Common Unit
2018-05-31
4
D
0
87188338
D
0
I
See Footnote
Alliance GP, LLC ("AGP"), Alliance Holdings GP, L.P. ("AHGP"), MGP II, LLC ("MGP II") and Alliance Resource Partners, L.P. ("ARLP"), among others, are parties to the Simplification Agreement, dated February 22, 2018 (the "Simplification Agreement").
C-Holdings, LLC ("C-Holdings") wholly owns AGP, and AHGP wholly owns MGP II. Prior to the completion of the transactions contemplated by the Simplification Agreement, (i) AGP was the general partner of AHGP, (ii) AHGP directly owned 31,088,338 common units representing limited partner interests of ARLP (the "ARLP Common Units"), and (iii) MGP II directly owned 56,100,000 ARLP Common Units. 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 ARMH, which ARMH then distributed to AHGP. Thereafter, the common units representing limited partner interests in AHGP (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.
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. Based on a formula calculated pursuant to the Simplification Agreement, the exchange ratio was 1.478181161 ARLP Common Units for each AHGP Common Unit.
/s/ C-Holdings, LLC by Kenneth Hemm, pursuant to power of attorney dated August 3, 2017
2018-06-04