Amended Quarterly Report (10-q/a)
June 02 2020 - 11:14AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q/A
(Amendment
No. 1)
(Mark
One)
[X]
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QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For
the quarterly period ended March 31, 2020
OR
[ ]
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TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For
the transition period from ________ to ________
Commission
file number 001-34892
RHINO
RESOURCE PARTNERS LP
(Exact name of registrant as specified in its charter)
Delaware
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27-2377517
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(State
or other jurisdiction of
incorporation
or organization)
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(IRS
Employer
Identification
No.)
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424
Lewis Hargett Circle, Suite 250
Lexington,
KY
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40503
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(Address
of principal executive offices)
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(Zip
Code)
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(859)
389-6500
(Registrant’s
telephone number, including area code)
Indicate
by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [ ] No
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period
that the registrant was required to submit such files). [X] Yes [ ] No
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
|
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Trading
Symbol(s)
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Name
of each Exchange on which registered
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n/a
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n/a
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n/a
|
Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”
“smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large
accelerated filer [ ]
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Accelerated
filer [ ]
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Non-accelerated
filer [ ] (Do not check if a smaller reporting company)
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Smaller
reporting company [X]
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Emerging
growth company [ ]
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|
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Securities Act. [ ]
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). [ ] Yes [X]
No
As
of May 15, 2020, 13,078,668 common units, 1,143,171 subordinated units and 1,500,000 Series A preferred units were outstanding.
EXPLANATORY
NOTE
Rhino
Resource Partners LP (the “Partnership”) is filing this Amendment No. 1 (the “Amendment”) on Form 10-Q/A
to amend the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, originally filed with the Securities
and Exchange Commission (the “SEC”) on May 22, 2020 (the “Quarterly Report”), to disclose that it was
relying on the conditional filing relief provided under the SEC’s Order, as amended (Release No. 34-88465) under Section
36 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), to delay the filing of such Quarterly
Report due to circumstances related to the novel coronavirus (“COVID-19”) pandemic. The effects of the COVID-19 pandemic
have limited the abilities of the Partnership’s employees to conduct normal business activities, including the preparation
and review of the Quarterly Report. The Partnership is following the recommendations of governmental health authorities to minimize
exposure risk for its employees, including having some employees work remotely. As a result of the implementation of such measures
and due to the limited size of the Partnership’s accounting staff, the Partnership experienced difficulties in completing
the normal financial closing processes and internal reviews that were required to timely file the Quarterly Report.
In
addition, as required by Rule 12b-15 under the Exchange Act, the Partnership is including in this Amendment certifications from
its principal executive officer and principal financial officer as required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange
Act as exhibits to this Amendment. Because no financial statements have been included in this Amendment and this Amendment does
not contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4 and 5 of the certifications
have been omitted. We are not including the certifications under Section 906 of the Sarbanes-Oxley Act of 2002 as no financial
statements are being filed with this Amendment.
Except
as described above, this Amendment does not amend, modify or update the information in, or exhibits to, the Quarterly Report.
Furthermore, this Amendment does not change any previously reported financial results nor does it reflect events occurring after
the filing of, the Quarterly Report. This Amendment should be read in conjunction with the Quarterly Report.
Item
6. Exhibits.
The
exhibits marked with the asterisk symbol (*) are filed with this Amendment.
The
exhibits marked with the asterisk symbol (**) were furnished with the Quarterly Report. These certifications are not deemed “filed”
for purposes of Section 18 of the Exchange Act.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
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RHINO
RESOURCE PARTNERS LP
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By:
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Rhino
GP LLC, its General Partner
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Date:
June 2, 2020
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By:
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/s/
Richard A. Boone
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Richard
A. Boone
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President,
Chief Executive Officer and Director
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(Principal
Executive Officer)
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Date:
June 2, 2020
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By:
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/s/
W. Scott Morris
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W.
Scott Morris
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Senior
Vice President and Chief Financial Officer
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(Principal
Financial Officer)
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