Amended Statement of Ownership (sc 13g/a)
April 02 2019 - 12:23PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)
SUNCOKE
ENERGY PARTNERS, L.P.
(Name of Issuer)
Common Units Representing Limited Partner Interests, No Par Value
(Title of Class of Securities)
86722Y101
(CUSIP Number)
February 12, 2019
(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)
☒ Rule 13d-1(c)
☐
Rule 13d-1(d)
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*
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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.
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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).
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1
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Name of
reporting person:
Raven Energy Holdings LLC
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2
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Check the appropriate box if a member
of a group
(a) ☐ (b) ☐
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3
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SEC use only
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4
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Citizenship or place of
organization
Delaware
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Number of
shares
beneficially
owned by
each
reporting
person
with
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5
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Sole voting power
0
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6
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Shared voting power
413,000
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7
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Sole dispositive power
0
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8
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Shared dispositive power
413,000
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9
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Aggregate amount beneficially owned by each reporting person
413,000
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10
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Check if the aggregate amount in Row
(9) excludes certain shares ☐
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11
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Percent of class represented by amount
in Row (9)(1)
0.9%(1)
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12
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Type of reporting person
OO
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(1)
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Based on 46,227,148 common units outstanding as of February 8, 2019 as reported in the Issuer’s Annual
Report on Form 10-K for the year ended December 31, 2018.
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1
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Name of
reporting person:
FRLP 2008 No. 2 LLC
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2
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Check the appropriate box if a member
of a group
(a) ☐ (b) ☐
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3
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SEC use only
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4
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Citizenship or place of
organization
Delaware
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Number of
shares
beneficially
owned by
each
reporting
person
with
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5
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Sole voting power
0
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6
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Shared voting power
413,000
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7
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Sole dispositive power
0
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8
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Shared dispositive power
413,000
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9
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Aggregate amount beneficially owned by each reporting person
413,000
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10
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Check if the aggregate amount in Row
(9) excludes certain shares ☐
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11
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Percent of class represented by amount
in Row (9)(1)
0.9%(1)
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12
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Type of reporting person
OO
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(1)
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Based on 46,227,148 common units outstanding as of February 8, 2019 as reported in the Issuer’s Annual
Report on Form 10-K for the year ended December 31, 2018.
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1
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Name of
reporting person:
Insight Resource, LLC
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2
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Check the appropriate box if a member
of a group
(a) ☐ (b) ☐
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3
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SEC use only
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4
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Citizenship or place of
organization
Nevada
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Number of
shares
beneficially
owned by
each
reporting
person
with
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5
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Sole voting power
25,430
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6
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Shared voting power
413,000
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7
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Sole dispositive power
25,430
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8
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Shared dispositive power
413,000
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9
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Aggregate amount beneficially owned by each reporting person
438,430
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10
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Check if the aggregate amount in Row
(9) excludes certain shares ☐
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11
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Percent of class represented by amount
in Row (9)(1)
0.9%(1)
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12
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Type of reporting person
OO
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(1)
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Based on 46,227,148 common units outstanding as of February 8, 2019 as reported in the Issuer’s Annual
Report on Form 10-K for the year ended December 31, 2018.
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1
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Name of
reporting person:
Cline Resource and Development Company
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2
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Check the appropriate box if a member
of a group
(a) ☐ (b) ☐
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3
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SEC use only
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4
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Citizenship or place of
organization
West
Virginia
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Number of
shares
beneficially
owned by
each
reporting
person
with
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5
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Sole voting power
0
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6
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Shared voting power
438,430
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7
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Sole dispositive power
0
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8
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Shared dispositive power
438,430
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9
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Aggregate amount beneficially owned by each reporting person
438,430
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10
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Check if the aggregate amount in Row
(9) excludes certain shares ☐
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11
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Percent of class represented by amount
in Row (9)(1)
0.9%(1)
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12
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Type of reporting person
CO
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(1)
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Based on 46,227,148 common units outstanding as of February 8, 2019 as reported in the Issuer’s Annual
Report on Form 10-K for the year ended December 31, 2018.
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1
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Name of
reporting person:
Christopher Cline
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2
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Check the appropriate box if a member
of a group
(a) ☐ (b) ☐
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3
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SEC use only
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4
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Citizenship or place of
organization
United States of
America
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Number of
shares
beneficially
owned by
each
reporting
person
with
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5
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Sole voting power
102,880
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6
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Shared voting power
438,430
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7
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Sole dispositive power
102,880
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8
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Shared dispositive power
438,430
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9
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Aggregate amount beneficially owned by each reporting person
541,310(1)
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10
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Check if the aggregate amount in Row
(9) excludes certain shares ☐
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11
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Percent of class represented by amount
in Row (9)(1)
1.2%(2)
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12
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Type of reporting person
IN
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(1)
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Includes 128,310 common units owned of record by the reporting person in his individual capacity and 413,000
common units owned of record by Raven Energy Holdings LLC, which common units may be deemed to be beneficially owned by the reporting person.
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(2)
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Based on 46,227,148 common units outstanding as of February 8, 2019 as reported in the Issuer’s Annual
Report on Form 10-K for the year ended December 31, 2018.
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Item 1(a).
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Name of issuer:
SunCoke Energy Partners, L.P.
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Item 1(b).
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Address of issuer’s principal executive offices:
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1011 Warrenville Road, Suite 600
Lisle, IL 60532
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Item 2(a).
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Names of persons filing:
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Raven Energy Holdings LLC
FRLP 2008 No. 2 LLC
Insight Resource, LLC
Cline Resource and Development Company
Christopher Cline
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Item 2(b).
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Address or principal business office or, if none, residence:
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Principal business office for each of Raven Energy Holdings LLC, FRLP 2008 No. 2 LLC, Insight Resource, LLC, Cline Resource and Development Company and
Christopher Cline is:
3801 PGA Blvd, Suite 903
Palm Beach
Gardens, Florida 33410
Raven Energy Holdings LLC is a Delaware limited liability company.
FRLP 2008 No. 2 LLC is a Delaware limited liability company.
Insight Resource, LLC is a Nevada limited liability company.
Cline Resource and Development Company is a West Virginia corporation.
Christopher Cline is a United States citizen.
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Item 2(d).
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Title of class of securities:
Common units representing limited partner interests, no par value.
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Item 2(e).
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CUSIP number: 86722Y101
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Item 3.
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If this statement is filed pursuant to Rule
13d-1(b),
or
13d-2(b)
or (c), check whether the person filing is a:
Not applicable
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The common units beneficially owned by each reporting person below is as of April 1, 2019. Christopher Cline controls Cline Resource and Development
Company. Cline Resource and Development Company controls Insight Resource, LLC. Insight Resource, LLC controls FRLP 2008 No. 2 LLC. FRLP 2008 No. 2 LLC controls Raven Energy Holdings LLC, which was the record and beneficial owner of
413,000 common units as of April 1, 2019. The percent of class provided for each reporting person below is based on 46,227,148 common units outstanding as of February 8, 2019 as reported in the Issuer’s Annual Report on Form
10-K
for the year ended December 31, 2018.
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1.
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Raven Energy Holdings LLC
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a.
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Amount beneficially owned: 413,000
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b.
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Percent of class: 0.9%
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c.
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Number of units as to which the person has:
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i.
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Sole power to vote or to direct the vote: 0
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ii.
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Shared power to vote or to direct the vote: 413,000
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iii.
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Sole power to dispose or to direct the disposition of: 0
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iv.
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Shared power to dispose or to direct the disposition of: 413,000
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a.
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Amount beneficially owned: 413,000
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b.
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Percent of class: 0.9%
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c.
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Number of units as to which the person has:
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i.
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Sole power to vote or to direct the vote: 0
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ii.
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Shared power to vote or to direct the vote: 413,000
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iii.
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Sole power to dispose or to direct the disposition of: 0
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iv.
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Shared power to dispose or to direct the disposition of: 413,000
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a.
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Amount beneficially owned: 438,430
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b.
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Percent of class: 0.9%
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c.
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Number of units as to which the person has:
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i.
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Sole power to vote or to direct the vote: 25,430
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ii.
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Shared power to vote or to direct the vote: 413,000
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iii.
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Sole power to dispose or to direct the disposition of: 25,430
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iv.
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Shared power to dispose or to direct the disposition of: 413,000
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4.
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Cline Resource and Development Company
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a.
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Amount beneficially owned: 438,430
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b.
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Percent of class: 0.9%
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c.
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Number of units as to which the person has:
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i.
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Sole power to vote or to direct the vote: 0
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ii.
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Shared power to vote or to direct the vote: 438,430
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iii.
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Sole power to dispose or to direct the disposition of: 0
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iv.
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Shared power to dispose or to direct the disposition of: 438,430
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a.
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Amount beneficially owned: 541,310
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b.
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Percent of class: 1.2%
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c.
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Number of units as to which the person has:
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i.
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Sole power to vote or to direct the vote: 102,880
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ii.
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Shared power to vote or to direct the vote: 438,430
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iii.
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Sole power to dispose or to direct the disposition of: 102,880
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iv.
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Shared power to dispose or to direct the disposition of: 438,430
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Item 5.
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Ownership of five percent or less of a class:
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following [ X ]
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Item 6.
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Ownership of more than five Percent on behalf of another person:
Not applicable.
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Item 7.
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Identification and classification of the subsidiary which acquired the security being reported on by the
parent holding company or control person:
Not applicable.
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Item 8.
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Identification and classification of members of the group:
Not applicable.
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Item 9.
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Notice of dissolution of group:
Not applicable.
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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.
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in
this statement is true, complete and correct.
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Date: April 2, 2019
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RAVEN ENERGY HOLDINGS LLC
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By:
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Cline Resource and Development Company,
sole manager of Raven Energy Holdings LLC
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By:
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/s/ John F. Dickinson, II
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Name:
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John F. Dickinson, II
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Title:
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President
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FRLP 2008 No. 2 LLC
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By:
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Cline Resource and Development Company,
sole manager of FRLP 2008 No. 2 LLC
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By:
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/s/ John F. Dickinson, II
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Name:
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John F. Dickinson, II
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Title:
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President
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INSIGHT RESOURCE, LLC
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By:
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Cline Resource and Development Company,
sole manager of Insight Resource, LLC
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By:
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/s/ John F. Dickinson, II
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Name:
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John F. Dickinson, II
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Title:
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President
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CLINE RESOURCE AND DEVELOPMENT COMPANY
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By:
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/s/ John F. Dickinson, II
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Name:
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John F. Dickinson, II
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Title:
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President
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CHRISTOPHER CLINE
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By:
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/s/ Christopher Cline
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Name:
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Christopher Cline
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[Signature Page – Schedule 13G]
LIST OF EXHIBITS
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Exhibit
Number
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Description
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99.1
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Joint Filing Agreement
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Suncoke Energy Partners, L.P. Common Units Representing Limited Partner Interests (NYSE:SXCP)
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