Filing Details
- Accession Number:
- 0000905148-19-000159
- Form Type:
- 13G Filing
- Publication Date:
- 2019-01-25 10:20:26
- Filed By:
- Basso Capital Management, L.p.
- Company:
- James River Coal Co (NASDAQ:JRCC)
- Filing Date:
- 2019-01-25
- SEC Url:
- 13G Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
BASSO HOLDINGS LTD | 0 | 0 | 0 | 0 | 0 | 0.0% |
BASSO CAPITAL MANAGEMENT | 0 | 0 | 0 | 0 | 0 | 0.0% |
BASSO GP | 0 | 0 | 0 | 0 | 0 | 0.0% |
HOWARD I. FISCHER | 0 | 0 | 0 | 0 | 0 | 0.0% |
PHILIP R. PLATEK | 0 | 0 | 0 | 0 | 0 | 0.0% |
JOHN F. LEPORE | 0 | 0 | 0 | 0 | 0 | 0.0% |
DWIGHT C. NELSON | 0 | 0 | 0 | 0 | 0 | 0.0% |
Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
JAMES RIVER COAL COMPANY
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
470355207
(CUSIP Number)
December 31, 2018
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes.
Continued on following pages
Page 1 of 13 Pages
Exhibit Index: Page 12
CUSIP No.: 470355207 | Page 2 of 13 Pages |
1. | Names of Reporting Persons. BASSO HOLDINGS LTD. | |||
2. | Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] | |||
3. | SEC Use Only | |||
4. | Citizenship or Place of Organization Delaware | |||
Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power | 0 | |
6. | Shared Voting Power | 0 | ||
7. | Sole Dispositive Power | 0 | ||
8. | Shared Dispositive Power | 0 | ||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 0 | |||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] | |||
11. | Percent of Class Represented by Amount in Row (9) 0.0% | |||
12. | Type of Reporting Person: OO |
SCHEDULE 13G
CUSIP No.: 470355207 | Page 3 of 13 Pages |
1. | Names of Reporting Persons. BASSO CAPITAL MANAGEMENT, L.P. | |||
2. | Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] | |||
3. | SEC Use Only | |||
4. | Citizenship or Place of Organization Delaware | |||
Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power | 0 | |
6. | Shared Voting Power | 0 | ||
7. | Sole Dispositive Power | 0 | ||
8. | Shared Dispositive Power | 0 | ||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 0 | |||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ] | |||
11. | Percent of Class Represented by Amount in Row (9) 0.0% | |||
12. | Type of Reporting Person: OO |
SCHEDULE 13G
SCHEDULE 13G CUSIP No.: 470355207 | Page 4 of 13 Pages |
1. | Names of Reporting Persons. BASSO GP, LLC | |||
2. | Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] | |||
3. | SEC Use Only | |||
4. | Citizenship or Place of Organization Delaware | |||
Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power | 0 | |
6. | Shared Voting Power | 0 | ||
7. | Sole Dispositive Power | 0 | ||
8. | Shared Dispositive Power | 0 | ||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 0 | |||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] | |||
11. | Percent of Class Represented by Amount in Row (9) 0.0% | |||
12. | Type of Reporting Person: OO |
CUSIP No.: 470355207 | Page 5 of 13 Pages |
1. | Names of Reporting Persons. HOWARD I. FISCHER | |||
2. | Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] | |||
3. | SEC Use Only | |||
4. | Citizenship or Place of Organization United States | |||
Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power | 0 | |
6. | Shared Voting Power | 0 | ||
7. | Sole Dispositive Power | 0 | ||
8. | Shared Dispositive Power | 0 | ||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 0 | |||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] | |||
11. | Percent of Class Represented by Amount in Row (9) 0.0% | |||
12. | Type of Reporting Person: IN |
SCHEDULE 13G
CUSIP No.: 470355207 | Page 6 of 13 Pages |
1. | Names of Reporting Persons. PHILIP R. PLATEK | |||
2. | Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] | |||
3. | SEC Use Only | |||
4. | Citizenship or Place of Organization United States | |||
Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power | 0 | |
6. | Shared Voting Power | 0 | ||
7. | Sole Dispositive Power | 0 | ||
8. | Shared Dispositive Power | 0 | ||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 0 | |||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ] | |||
11. | Percent of Class Represented by Amount in Row (9) 0.0% | |||
12. | Type of Reporting Person: IN |
SCHEDULE 13G
CUSIP No.: 470355207 | Page 7 of 13 Pages |
1. | Names of Reporting Persons. JOHN F. LEPORE | |||
2. | Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] | |||
3. | SEC Use Only | |||
4. | Citizenship or Place of Organization United States | |||
Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power | 0 | |
6. | Shared Voting Power | 0 | ||
7. | Sole Dispositive Power | 0 | ||
8. | Shared Dispositive Power | 0 | ||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 0 | |||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ] | |||
11. | Percent of Class Represented by Amount in Row (9) 0.0% | |||
12. | Type of Reporting Person: IN |
SCHEDULE 13G
CUSIP No.: 470355207 | Page 8 of 13 Pages |
1. | Names of Reporting Persons. DWIGHT C. NELSON | |||
2. | Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] | |||
3. | SEC Use Only | |||
4. | Citizenship or Place of Organization United States | |||
Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power | 0 | |
6. | Shared Voting Power | 0 | ||
7. | Sole Dispositive Power | 0 | ||
8. | Shared Dispositive Power | 0 | ||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 0 | |||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ] | |||
11. | Percent of Class Represented by Amount in Row (9) 0.0% | |||
12. | Type of Reporting Person: IN |
Page 9 of 13 Pages |
Item 1(a). | Name of Issuer: |
James River Coal Company (the “Issuer”)
Item 1(b). | Address of Issuer’s Principal Executive Offices: |
901 E.Byrd Street, Suite 1600, Richmond, Virginia, 23219
Item 2(a). | Name of Person Filing |
This Statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”)
i) | Basso Holdings Ltd. (“Basso Holdings”); |
ii) | Basso Capital Management, L.P. (“BCM”); |
iii) | Basso GP, LLC (“Basso GP”); |
iv) | Howard I. Fischer (“Mr. Fischer”); |
v) | Philip R. Platek (“Mr. Platek”); |
vi) | John F. Lepore (Mr. Lepore”); and |
vii) | Dwight C. Nelson (“Mr. Nelson”). |
This Statement relates to Shares (as defined herein) directly beneficially owned by Basso Holdings. BCM serves as the investment manager of Basso Holdings. Basso GP is the general partner of BCM. Each of Mr. Fischer, Mr. Platek, Mr. Lepore
and Mr. Nelson serve as members of the Basso Holdings investment committee, managing partners of BCM and members of Basso GP. Mr. Fischer is also Chief Executive Officer of BCM. Accordingly, each of BCM, Basso GP, Mr. Fischer, Mr. Platek, Mr.
Lepore and Mr. Nelson may be deemed to indirectly beneficially own the Shares reported herein.
Item 2(b). | Address of Principal Business Office or, if None, Residence: |
The address of the principal business office of each of the Reporting Persons is 1266 East Main Street, Fourth Floor, Stamford,
Connecticut 06902.
Item 2(c). | Citizenship: |
Basso Holdings is a Cayman Islands limited company. BCM is a Delaware limited partnership. Basso GP is a Delaware limited liability
company. Each of Mr. Fischer, Mr. Platek, Mr. Lepore and Mr. Nelson is a citizen of the United States.
Item 2(d). | Title of Class of Securities: |
Common Stock, par value $0.01 per share (the “Shares”)
Item 2(e). | CUSIP Number: |
470355207
Item 3. | If This Statement is Filed Pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing is a: |
This Item 3 is not applicable.
SCHEDULE 13G
Page 10 of 13 Pages |
Item 4. | Ownership: |
Item 4(a) | Amount Beneficially Owned: |
As of December 31, 2018, each of the Reporting Persons may be deemed the beneficial owner of 0 Shares.
Item 4(b) | Percent of Class: |
As of December 31, 2018, each of the Reporting Persons may be deemed the beneficial owner of 0.0% of Shares outstanding.
Item 4(c) | Number of Shares as to which such person has: |
(i) Sole power to vote or direct the vote: | 0 |
(ii) Shared power to vote or direct the vote: | 0 |
(iii) Sole power to dispose or direct the disposition of: | 0 |
(iv) Shared power to dispose or direct the disposition of: | 0 |
Item 5. | Ownership of Five Percent or Less of a Class: |
If this statement
is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owners of more than five percent of the class of securities, check the following ☒.
Item 6. | Ownership of More than Five Percent on Behalf of Another Person: |
This Item 6 is not applicable.
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person: |
See disclosure in Item 2 hereof.
Item 8. | Identification and Classification of Members of the Group: |
This Item 8 is not applicable.
Item 9. | Notice of Dissolution of Group: |
This Item 9 is not applicable.
Item 10. | Certification: |
By signing below I certify that, to the best of my knowledge and belief, the securities
referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any
transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.
Page 11 of 13 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set
forth in this statement is true, complete and correct.
BASSO HOLDINGS LTD. | |||
| By: | /s/ Howard I. Fischer | |
Howard I. Fischer | |||
Authorized Signatory |
BASSO CAPITAL MANAGEMENT, L.P. | |||
| By: | /s/ Howard I. Fischer | |
Howard I. Fischer | |||
Chief Executive Officer & Managing Partner |
BASSO GP, LLC | |||
| By: | /s/ Howard I. Fischer | |
Howard I. Fischer | |||
Member |
HOWARD I. FISCHER | |||
| /s/ Howard I. Fischer | ||
PHILIP R. PLATEK | |||
| /s/ Philip R. Platek | ||
JOHN F. LEPORE | |||
| /s/ John F. Lepore | ||
DWIGHT C. NELSON | |||
| /s/ Dwight C. Nelson | ||
January 25, 2019
Page 12 of 13 Pages
EXHIBIT INDEX
Ex. | Page No. |
A | Joint Filing Agreement | 13 |
Page 13 of 13 Pages
JOINT FILING AGREEMENT
The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock of James River Coal Company dated
as of January 25, 2019 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the
Securities Exchange Act of 1934, as amended.
BASSO HOLDINGS LTD. | |||
| By: | /s/ Howard I. Fischer | |
Howard I. Fischer | |||
Authorized Signatory |
BASSO CAPITAL MANAGEMENT, L.P. | |||
| By: | /s/ Howard I. Fischer | |
Howard I. Fischer | |||
Chief Executive Officer & Managing Partner |
BASSO GP, LLC | |||
| By: | /s/ Howard I. Fischer | |
Howard I. Fischer | |||
Member |
HOWARD I. FISCHER | |||
| /s/ Howard I. Fischer | ||
PHILIP R. PLATEK | |||
| /s/ Philip R. Platek | ||
JOHN F. LEPORE | |||
| /s/ John F. Lepore | ||
DWIGHT C. NELSON | |||
| /s/ Dwight C. Nelson | ||
January 25, 2019