0001104659-17-014721.txt : 20170307 0001104659-17-014721.hdr.sgml : 20170307 20170307123021 ACCESSION NUMBER: 0001104659-17-014721 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160830 FILED AS OF DATE: 20170307 DATE AS OF CHANGE: 20170307 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Foresight Energy LP CENTRAL INDEX KEY: 0001540729 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE MINING [1220] IRS NUMBER: 800778894 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 211 NORTH BROADWAY, SUITE 2600 CITY: ST. LOUIS STATE: MO ZIP: 63102 BUSINESS PHONE: 314-932-6160 MAIL ADDRESS: STREET 1: 211 NORTH BROADWAY, SUITE 2600 CITY: ST. LOUIS STATE: MO ZIP: 63102 FORMER COMPANY: FORMER CONFORMED NAME: Foresight Energy Partners LP DATE OF NAME CHANGE: 20120127 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Robert E. Murray Trust CENTRAL INDEX KEY: 0001640340 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36503 FILM NUMBER: 17671106 BUSINESS ADDRESS: STREET 1: C/O MURRAY ENERGY CORPORATION STREET 2: 46226 NATIONAL ROAD CITY: ST. CLAIRSVILLE STATE: OH ZIP: 43950 BUSINESS PHONE: 740-338-3100 MAIL ADDRESS: STREET 1: C/O MURRAY ENERGY CORPORATION STREET 2: 46226 NATIONAL ROAD CITY: ST. CLAIRSVILLE STATE: OH ZIP: 43950 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Murray Energy Holdings Co. CENTRAL INDEX KEY: 0001640336 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36503 FILM NUMBER: 17671107 BUSINESS ADDRESS: STREET 1: 46226 NATIONAL ROAD CITY: ST. CLAIRSVILLE STATE: OH ZIP: 43950 BUSINESS PHONE: 740-338-3100 MAIL ADDRESS: STREET 1: 46226 NATIONAL ROAD CITY: ST. CLAIRSVILLE STATE: OH ZIP: 43950 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Murray Energy Corp CENTRAL INDEX KEY: 0001640281 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36503 FILM NUMBER: 17671108 BUSINESS ADDRESS: STREET 1: 46226 NATIONAL ROAD CITY: ST. CLAIRSVILLE STATE: OH ZIP: 43950 BUSINESS PHONE: 740-338-3100 MAIL ADDRESS: STREET 1: 46226 NATIONAL ROAD CITY: ST. CLAIRSVILLE STATE: OH ZIP: 43950 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Murray Robert Eugene CENTRAL INDEX KEY: 0001640480 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36503 FILM NUMBER: 17671109 MAIL ADDRESS: STREET 1: C/O MURRAY ENERGY CORPORATION STREET 2: 46226 NATIONAL ROAD CITY: ST. CLAIRSVILLE STATE: OH ZIP: 43950 4 1 a4.xml 4 X0306 4 2016-08-30 0 0001540729 Foresight Energy LP FELP 0001640480 Murray Robert Eugene C/O MURRAY ENERGY CORPORATION 46226 NATIONAL ROAD ST. CLAIRSVILLE OH 43950 1 0 1 0 0001640281 Murray Energy Corp C/O MURRAY ENERGY CORPORATION 46226 NATIONAL ROAD ST. CLAIRSVILLE OH 43950 0 0 1 0 0001640336 Murray Energy Holdings Co. C/O MURRAY ENERGY CORPORATION 46226 NATIONAL ROAD ST. CLAIRSVILLE OH 43950 0 0 1 0 0001640340 Robert E. Murray Trust C/O MURRAY ENERGY CORPORATION 46226 NATIONAL ROAD ST. CLAIRSVILLE OH 43950 0 0 1 0 Senior Secured Second Lien Exchangeable PIK Notes due 2017 2016-08-30 4 A 0 0 A Common Units 0 I See Footnotes Warrants 0.8928 2016-12-15 4 P 0 17556 40.00 A Common Units 17556 17556 I See Footnote The reporting persons do not hold any Senior Secured Second Lien Exchangeable PIK Notes due 2017 (the "Exchangeable PIK Notes"). The Exchangeable PIK Notes were issued pursuant to an indenture, dated August 30, 2016, between Foresight Energy LLC, Foresight Energy Finance Corporation, the guarantors party thereto, Wilmington Trust, National Association, as trustee and American Stock Transfer & Trust Company, LLC as notes administrator and exchange agent (the "Exchangeable PIK Notes Indenture"). The reporting persons have the right to purchase all of the Exchangeable PIK Notes at any time, if they are outstanding, prior to October 2, 2017 (subject to certain circumstances set forth in the Exchangeable PIK Notes Indenture) by paying a purchase price in cash equal to 100% of the principal amount of the Exchangeable PIK Notes to be purchased, plus accrued and unpaid interest, if any, to (but excluding) the purchase date (the "Murray Purchase" and such date, the "Murray Purchase Date"). Immediately prior to the consummation of such a purchase of Exchangeable PIK Notes (but subject to such purchase being consummated), the exchange rate for the Exchangeable PIK Notes will automatically become the lesser of (i) the exchange rate in effect on the business day immediately prior to the Murray Purchase Date, and (ii) a number equal to one divided by 92.5% of the 30 trading day volume weighted average price on the Murray Purchase Date. The warrants are exercisable at any time during the period commencing on the date the Exchangeable PIK Notes are fully redeemed or purchased pursuant to the Murray Purchase (in each case in accordance with the terms of the Exchangeable PIK Notes Indenture), and ending at 5:00 p.m. New York City time, on the date immediately preceding the tenth anniversary of such date. The number of Common Units issuable upon the exercise of the warrants is subject to adjustments set forth in the Warrant Agreement, dated August 30, 3016, between Foresight Energy LP and American Stock Transfer & Trust Company, LLC, and the form of warrant therein. The warrants are directly held by Murray South America, Inc. ("MSA"). Murray Energy Corporation ("MEC") owns 100% of the capital stock of MSA. Murray Energy Holdings Co. ("Holdings") owns 100% of the capital stock of MEC. Robert E. Murray Trust (the "Trust") holds 100% of the Class A Voting Common Shares of Holdings. Robert E. Murray is the settlor and trustee of the Trust. Robert E. Murray disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for the purposes of Section 16 or for any other purpose. ROBERT E. MURRAY /s/ Robert E. Murray 2017-03-07 MURRAY ENERGY CORPORATION /s/ Robert E. Murray By: Robert E. Murray Title: President and Chief Executive Officer 2017-03-07 MURRAY ENERGY HOLDINGS CO. /s/ Robert E. Murray By: Robert E. Murray Title: President and Chief Executive Officer 2017-03-07 ROBERT E. MURRAY TRUST /s/ Robert E. Murray By: Robert E. Murray Title: Settlor and Trustee 2017-03-07