Statement of Changes in Beneficial Ownership (4)
05 January 2015 - 11:16PM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
AIM Oxford Holdings, LLC
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2. Issuer Name
and
Ticker or Trading Symbol
Westmoreland Resource Partners, LP
[
WMLP
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
__
X
__ 10% Owner
_____ Officer (give title below)
__
X
__ Other (specify below)
Refer to Remarks Section
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(Last)
(First)
(Middle)
950 TOWER LANE, SUITE 800
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3. Date of Earliest Transaction
(MM/DD/YYYY)
12/31/2014
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(Street)
FOSTER CITY, CA 94404
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Subordinated Units (limited partner interests)
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12/31/2014
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S
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6813160
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D
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(1)
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0
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D
(2)
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Common Units (limited partner interests)
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59095
(3)
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D
(2)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(
1)
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The subordinated units (the "Subordinated Units") were sold in to Westmoreland Coal Company ("Westmoreland") in a private transaction, as part of Westmoreland's purchase of all of the outstanding subordinated units and warrants to purchase subordinated units of the Issuer and all outstanding equity interests in Oxford Resources GP, LLC ("Oxford GP"), the general partner of the Issuer (the "Transaction"). In the Transaction, AIM Oxford Holdings, LLC ("AIM Oxford") sold all of the Subordinated Units and all of its equity interest in Oxford GP (the "General Partner Interest") for total aggregate consideration of $14,668,635.56. The purchase prices for the Subordinated Units and the General Partner Interest were not separately determined.
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(
2)
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The Common Units are, and the Subordinated Units were, held directly by AIM Oxford. AIM Coal Management, LLC ("AIM Management") is the managing member of AIM Oxford. The managing members of AIM Management, comprised of George E. McCown and Matthew P. Carbone, directors of the Issuer, and Robert B. Hellman Jr., have shared voting and investment power over the units held by AIM Oxford. AIM Management and Messrs. Carbone, Hellman and McCown, joint filers to this Form 4, may be deemed to indirectly own the units held by AIM Oxford, but disclaim beneficial ownership in these units except to the extent of their pecuniary interest therein.
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(
3)
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Gives effect to a 12-to-1 reverse split of the Common Units that occurred in connection with the Transaction.
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Remarks:
Prior to the Transaction, AIM Oxford owned a 65.6% membership interest in Oxford GP. AIM Management is the managing member of AIM Oxford. Messrs. Carbone, Hellman and McCown are the managing members of AIM Management.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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AIM Oxford Holdings, LLC
950 TOWER LANE
SUITE 800
FOSTER CITY, CA 94404
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X
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Refer to Remarks Section
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CARBONE MATTHEW P
950 TOWER LANE
SUITE 800
FOSTER CITY, CA 94404
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X
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X
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Refer to Remarks Section
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McCown George Edwin
950 TOWER LANE
SUITE 800
FOSTER CITY, CA 94404
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X
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X
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Refer to Remarks Section
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HELLMAN ROBERT B JR
950 TOWER LANE
SUITE 800
FOSTER CITY, CA 94404
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X
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Refer to Remarks Section
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AIM Coal Management, LLC
950 TOWER LANE
SUITE 800
FOSTER CITY, CA 94404
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X
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Refer to Remarks Section
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Signatures
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/s/ Robert B. Hellman, Authorized Managing Member of AIM Coal Management, LLC, the Managing Member of AIM Oxford Holdings, LLC
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1/5/2015
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**
Signature of Reporting Person
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Date
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/s/ Matthew P. Carbone
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1/5/2015
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**
Signature of Reporting Person
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Date
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/s/ George E. McCown
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1/5/2015
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**
Signature of Reporting Person
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Date
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/s/ Robert B. Hellman
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1/5/2015
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**
Signature of Reporting Person
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Date
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/s/ Robert B. Hellman, Authorized Managing Member of AIM Coal Management, LLC
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1/5/2015
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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