FORESIGHT ENERGY LP (NYSE:FELP) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.
As previously disclosed, on February 24, 2020, Foresight Energy LLC and Foresight Energy Finance Corporation (wholly owned subsidiaries of Foresight Energy LP (the “Partnership”)) (together, the “Issuers”) solicited the consent of the holders (the “Holders”) (such solicitation, the “Consent Solicitation”) of the Issuers’ 11.50% Second Lien Senior Secured Notes due 2023 (the “Notes”) to amend (such amendment, the “Amendment”) the indenture governing the Notes (as amended, supplemented or otherwise modified from time to time, the “Indenture”), as more fully described below. The Consent Solicitation expired at 5:00 p.m., New York City time, on February 26, 2020 (the “Expiration Time”).
As of the Expiration Time, the Issuers had received consents to the Amendment from Holders of at least a majority in aggregate principal amount of the outstanding Notes not owned by the Issuers or their affiliates. As a result, on February 26, 2020, the Issuers, the guarantors party thereto and Wilmington Trust, National Association, the trustee (the “Trustee”) for the Notes, entered into a third supplemental indenture (the “Third Supplemental Indenture”) providing for the Amendment to the Indenture.
The Amendment amended Section 6.01(b) of the Indenture to extend the grace period for payment of interest due on the Notes from 150 days to 180 days.
The Partnership continues to engage in discussions with its creditor constituencies and explore potential restructuring alternatives.
The foregoing descriptions of the Amendment, the Third Supplemental Indenture and the Indenture are qualified in their entirety by reference to the full text of the Third Supplemental Indenture, the Second Supplemental Indenture, dated as of December 19, 2019, the First Supplemental Indenture dated as of October 30, 2019 and the Indenture, each of which is incorporated herein by reference to Exhibit 4.1, Exhibit 4.2, Exhibit 4.3 and Exhibit 4.4 to this Current Report on Form 8-K, respectively.
Item 3.03 Material Modification to Rights of Security Holders.
The disclosure set forth in Item 1.01 of this Current Report on Form 8-K is incorporated into this item by reference.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Certain statements and information in this Current Report on Form 8-K and certain oral statements made by our representatives from time to time 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. Forward-looking statements also include statements about our liquidity, our capital structure and expected results of operations. These forward-looking statements are based on the Partnership’s 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.
We continue to experience substantial financial, business, operational and reputational risks that threaten our ability to continue as a going concern and could materially affect our present expectations and projections. 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 section entitled “Risk Factors” in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2018, filed with the Securities and Exchange Commission on February 27, 2019 and subsequent Quarterly Reports on Form 10-Q.
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.
Item 9.01. Financial Statements and Exhibits.
Foresight Energy LP Exhibit
EX-4.1 2 eh2000382_ex0401.htm EXHIBIT 4.1 EXHIBIT 4.1 EXECUTION VERSION THIRD SUPPLEMENTAL INDENTURE THIRD SUPPLEMENTAL INDENTURE to the Indenture (as defined below) (the “Supplemental Indenture”),…
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About FORESIGHT ENERGY LP (NYSE:FELP)
Foresight Energy LP is engaged in the mining and marketing of coal from reserves and operations located in the Illinois Basin. The Company controls over three billion tons of coal in the state of Illinois. Its reserves consist principally of over three contiguous blocks of high heat content (high Btu) thermal coal, which are used for longwall operations. Thermal coal is used by power plants and industrial steam boilers to produce electricity or process steam. The Company operates over four underground mining complexes in the Illinois Basin, including Williamson, which is located in southern Illinois near the town of Marion; Sugar Camp, which is located in southern Illinois approximately 10 miles north of Williamson; Hillsboro, which is located in central Illinois near the town of Hillsboro, and Macoupin, which is located in central Illinois near the town of Carlinville. Williamson, Sugar Camp and Hillsboro are longwall operations, and Macoupin is a continuous miner operation.
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