0000899243-17-010875.txt : 20170425 0000899243-17-010875.hdr.sgml : 20170425 20170425183702 ACCESSION NUMBER: 0000899243-17-010875 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161230 FILED AS OF DATE: 20170425 DATE AS OF CHANGE: 20170425 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Rhino Resource Partners LP CENTRAL INDEX KEY: 0001490630 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE SURFACE MINING [1221] IRS NUMBER: 272377517 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 424 LEWIS HARGETT CIRCLE SUITE 250 CITY: LEXINGTON STATE: KY ZIP: 40503 BUSINESS PHONE: (859) 389-6500 MAIL ADDRESS: STREET 1: 424 LEWIS HARGETT CIRCLE SUITE 250 CITY: LEXINGTON STATE: KY ZIP: 40503 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LAWRENCE BRYAN H CENTRAL INDEX KEY: 0001210010 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34892 FILM NUMBER: 17782174 MAIL ADDRESS: STREET 1: C/O CROSSTEX ENERGY HOLDINGS INC STREET 2: 2501 CEDAR SPRINGS STE 600 CITY: DALLAS STATE: TX ZIP: 75201 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2016-12-30 0 0001490630 Rhino Resource Partners LP RHNO 0001210010 LAWRENCE BRYAN H 410 PARK AVENUE 19TH FLOOR NEW YORK NY 10022 1 0 0 0 Common Units 5000000 I See footnote Series A Preferred Units 1300000 I See footnote Mr. Lawrence disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Lawrence is the beneficial owner of the securities for Section 16 or any other purpose. These securities are owned directly by Rhino Resource Partners Holdings LLC ("Holdings"). The members of Holdings are Yorktown Energy Partners VI, L.P. ("Yorktown VI"), Yorktown Energy Partners VII, L.P. ("Yorktown VII"), Yorktown Energy Partners VIII, L.P. ("Yorktown VIII") and Yorktown Energy Partners IX, L.P. ("Yorktown IX"). Mr. Lawrence is a member and manager of (a) Yorktown VI Associates LLC, the general partner of Yorktown VI Company LP, the general partner of Yorktown VI, (b) Yorktown VII Associates LLC, the general partner of Yorktown VII Company LP, the general partner of Yorktown VII, (c) Yorktown VIII Associates LLC, the general partner of Yorktown VIII Company LP, the general partner of Yorktown VIII and (d) Yorktown IX Associates LLC, the general partner of Yorktown IX Company LP, the general partner of Yorktown IX. The issuer has the option to convert the outstanding Series A Preferred Units at any time on or after the time at which the amount of aggregate distributions paid in respect of each Series A Preferred Unit exceeds $10.00 per unit. Each Series A Preferred Unit will convert into a number of common units equal to the quotient (the "Series A Conversion Ratio") of (i) the sum of $10.00 and any unpaid distributions in respect of such Series A Preferred Unit divided by (ii) 75% of the volume-weighted average closing price of the common units for the preceding 90 trading days (the "VWAP"); provided however, that the VWAP will be capped at a minimum of $2.00 and a maximum of $10.00. On December 31, 2021, all outstanding Series A Preferred Units will convert into common units at the then applicable Series A Conversion Ratio. These securities are owned directly by Weston Energy LLC ("Weston"). Mr. Lawrence is a member and manager of Yorktown XI Associates LLC, the general partner of Yorktown XI Company LP, the general partner of Yorktown Energy Partners XI, L.P., the sole member of Weston. /s/ Bryan H. Lawrence 2017-04-25