Foresight Energy LP
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DOCUMENT: felp-8k_20170316.htm




Washington, DC 20549




Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): March 20, 2017



(Exact name of registrant as specified in its charter)
















(State or other jurisdiction
of incorporation)




File Number)




(IRS Employer
Identification No.)




211 North Broadway

Suite 2600

Saint Louis, MO 63102

(Address, including zip code, of principal executive offices)


Registrants telephone number, including area code: (314) 932-6160


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))







Item 7.01.

Regulation FD Disclosure

On March 20, 2017, Foresight Energy LLC (“FELLC”) and Foresight Energy Finance Corporation (the “Co-Issuer” and together with FELLC, the “Issuers”) (both wholly owned subsidiaries of Foresight Energy LP (the “Partnership”)) issued a conditional notice of redemption to Wilmington Trust, National Association, as trustee, and American Stock Transfer & Trust Company, LLC, as notes administrator, pursuant to the indenture governing their Senior Secured Second Lien Exchangeable PIK Notes due 2017 (the “Notes”) that the Issuers will redeem (the “Redemption”) all of the outstanding Notes on March 28, 2017, as such date may be delayed in the Issuers’ discretion until such time as the Redemption Conditions (as defined below) are satisfied (the “Redemption Date”). The redemption price for the Notes will be 100.000% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Redemption Date (the “Redemption Price”), in accordance with the provisions of the indenture governing the Notes. The Redemption is conditioned on the closing of (x) the Issuers’ offering of senior secured second-priority debt securities and (y) FELLC’s senior secured first-priority credit facilities on or prior to the Redemption Date (together, the “Redemption Conditions”).  

This Current Report on Form 8-K is not an offer to buy, or a notice of redemption with respect to, the Notes or any other securities.




Certain statements and information in this Current Report on Form 8-K may constitute forward-looking statements. The words propose, believe, expect, anticipate, plan, intend, foresee, outlook, estimate, potential, continues, may, will, seek, approximately, predict, anticipate, should, would, could or other similar expressions are intended to identify forward-looking statements, which are generally not historical in nature. These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that the future developments affecting us will be those that we anticipate. All comments concerning the proposed Redemption referenced herein are based on current expectations.


The successful completion of the Redemption is subject to the Redemption Conditions, which are themselves subject to various conditions that are not within the control of the Partnership or its affiliates. There can be no assurances that the Partnership or any of its affiliates will be able to successfully negotiate or implement any of the proposed transactions expected to be entered into in connection with the Redemption, or if they are able to do so, that such negotiation or implementation will be consistent with the terms described herein.


For additional information regarding known material factors that could cause our actual results to differ from those contained in or implied by forward-looking statements, please see the sections entitled “Risk Factors” in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2016, filed with the SEC on March 1, 2017.


You are cautioned not to place undue reliance on forward-looking statements, which are made only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise, except as required by law.







Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.






By: Foresight Energy GP LLC, its general partner



By: /s/ Robert D. Moore


Robert D. Moore

President and Chief Executive Officer



Date: March 20, 2017










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