Current Report Filing (8-k)
31 July 2018 - 9:02PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT PURSUANT TO SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported): July 27, 2018
Rhino
Resource Partners LP
(Exact
name of registrant as specified in its charter)
Delaware
(State
or other jurisdiction
of
incorporation or organization)
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001-34892
(Commission
File
Number)
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27-2377517
(IRS
Employer
Identification
No.)
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424
Lewis Hargett Circle, Suite 250
Lexington, Kentucky 40503
(Address of principal executive office) (Zip Code)
(859)
389-6500
(Registrants’ telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
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:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.[ ]
Item
1.01 Entry into a Material Definitive Agreement.
On
July 27, 2018, Rhino Energy LLC (“Rhino Energy”), a wholly-owned subsidiary of Rhino Resource Partners LP (the “Partnership”),
certain of Rhino Energy’s subsidiaries identified as Borrowers (together with Rhino Energy, the “Borrowers”),
the Partnership and certain other Rhino Energy subsidiaries identified as Guarantors (together with the Partnership, the “Guarantors”),
entered into a consent (the “Consent”) to the Financing Agreement (the “Financing Agreement”) originally
executed on December 27, 2017 with Cortland Capital Market Services LLC, as Collateral Agent and Administrative Agent, CB Agent
Services LLC, as Origination Agent and the parties identified as Lenders therein (the “Lenders”), pursuant to which
the Agents and the Lenders (x) (i) consented to the Borrowers requesting a Term Loan in the aggregate principal amount of $5,000,000
(the “July 2018 Term Loan”) be made to the Borrowers pursuant to the Delayed Draw Term Loan Commitment and (ii) agreed
to make the July 2018 Term Loan to the Borrowers; provided, that the failure to repay the July 2018 Term Loan on or before October
26, 2018 shall constitute an immediate Event of Default, (y) waived the requirements with respect to the sale of the shares of
Mammoth Energy Securities, Inc. set forth in the Consent to the Financing Agreement, dated as of April 17, 2018 by and among the
Borrowers, the Guarantors, the Lenders and the Agents and (z) waived any Event of Default that has or would otherwise arise under
Section 9.01(c) of the Financing Agreement solely by reason of the Loan Parties failing to comply with the Fixed Charge Coverage
Ratio covenant in Section 7.03(b) of the Financing Agreement for the fiscal quarter ending June 30, 2018.
The
foregoing description is qualified in its entirety by reference to the Consent, a copy of which is attached hereto as Exhibit
10.1 and is incorporated into this Current Report on Form 8-K by reference.
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits.
EXHIBIT
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DESCRIPTION
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10.1
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Consent to Financing Agreement dated as of July 27, 2018, by and among Rhino Resource Partners LP, as Parent, Rhino Energy LLC and each subsidiary of Rhino Energy listed as a borrower on the signature pages thereto, as Borrowers, Parent and each subsidiary of Parent listed as a guarantor on the signature pages thereto, as Guarantors, the lenders from time to time party thereto, as Lenders, Cortland Capital Market Services LLC, as Collateral Agent and Administrative Agent and CB Agent Services LLC, as Origination Agent.
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SIGNATURES
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 thereunto duly authorized.
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RHINO RESOURCE PARTNERS LP
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By:
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Rhino
GP LLC
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its
General Partner
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Dated:
July 31, 2018
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By:
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/s/
Whitney C. Kegley
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Whitney
C. Kegley
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Vice
President, Secretary and General Counsel
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