13D Filing: Christopher Cline and Foresight Energy Lp (NYSE:FELP)

	13D
CUSIP No. 34552U104		Page 3

On March 28, 2017, the Issuer refinanced in full the Exchangeable PIK Notes.  As a result of such refinancing, the Power of Attorney Agreement was terminated and the “group” of which the Original Schedule 13D Reporting Persons may have been deemed to have been members was terminated.

In addition, as disclosed by Issuer in its Current Report on Form 8-K filed on March 7, 2017, in connection with the refinancing MEC exercised its option to acquire an additional 46% voting interest in Foresight Energy GP, LLC (“FEGP”), which is the general partner of Issuer, from Reserves and Michael J. Beyer pursuant to the terms of that certain option agreement dated April 16, 2015, thereby increasing MEC’s voting interest in FEGP to 80%.  As of March 28, 2017, Cline is no longer a director of FEGP.

Except as set forth above, the Reporting Person has no plans or proposals which relate to or would result in any of the actions specified in paragraphs (a) through (j) of Item 4 of Schedule 13D.  The Reporting Person reserves the right to formulate plans or make proposals, and take such action with respect thereto, including any or all of the items set forth in subsections (a) through (j) of Item 4 of Schedule 13D and any other actions, as he may determine.

(a), (b) Cline may be deemed to beneficially own 20,552,766 Common Units, which represents approximately 27.1% of the outstanding Common Units, based upon (1) 66,104,908 Common Units of the Issuer outstanding as of February 24, 2017, as reported in the Issuer’s Annual Report on Form 10-K for the year ended December 31, 2016 and (2) 9,628,108 Common Units issued to Murray Energy Corporation and one of its affiliates on March 27, 2017, as reported in the Issuer’s Current Report on Form 8-K filed on March 29, 2017. Cline has sole voting and dispositive power over the 20,552,766 Common Units, 19,089,217 of which are owned directly by Cline and 1,463,549 of which are owned directly by Cline Resource and Development Company, which is wholly owned by Cline.

(c) No transactions in the Common Units were effected during the past 60 days by the Reporting Person.

(d) No person other than the Reporting Person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from sale of, the Common Units.

(e) Not applicable.

Reserves is a party to a registration rights agreement (the “Registration Rights Agreement”), dated as of August 30, 2016, between the Issuer, Reserves, and the other parties thereto, requiring the Issuer, on demand by Reserves, to file a registration statement to register the resale of Common Units owned by Reserves or its affiliates (including the Reporting Person), subject to the limitations set forth therein.  This description of the Registration Rights Agreement is qualified in its entirety by the text of the Registration Rights Agreement, which is incorporated by reference herein.

Exhibit 99.1

Registration Rights Agreement, dated as of August 30, 2016, among the Issuer, Reserves and the other parties thereto (incorporated by reference to Exhibit 10.1 of the Issuer’s Current Report on Form 8-K filed on September 6, 2016).