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EX-99.1 - EXHIBIT 99.1 - Oxford Resource Partners LPc07217exv99w1.htm
EX-99.2 - EXHIBIT 99.2 - Oxford Resource Partners LPc07217exv99w2.htm
 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 26, 2010 (October 25, 2010)

Oxford Resource Partners, LP
(Exact name of registrant as specified in its charter)

         
Delaware   001-34815   77-0695453
(State or other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)
     
41 South High Street, Suite 3450
Columbus, OH
  43215
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (614) 643-0314

 
 
(Former name or former address if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 

 

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ITEM 7.01 Regulation FD Disclosure.

On October 25, 2010, Oxford Resource Partners, LP (“Oxford”) issued a press release announcing that it declared a cash distribution of $0.3519 per unit for the quarter ended September 30, 2010. In the press release, Oxford also disclosed that it would announce earnings for the quarter ended September 30, 2010, before the market opens on Tuesday, November 9, 2010, and will hold a conference call at 10 a.m. Eastern Time on the same day to review the results. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Also on October 25, 2010, Oxford issued a further clarifying press release confirming that the distribution is on all outstanding units of Oxford, which includes its outstanding common and subordinated units as well as its outstanding general partner units. A copy of the further clarifying press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference.

The distribution will be paid on November 12, 2010 to all unitholders of record as of the close of business on November 1, 2010. This pro rated distribution is for the seventy-four days in the third quarter in which Oxford was a public partnership, and corresponds to the minimum quarterly distribution set forth in Oxford’s partnership agreement of $0.4375 per unit for each full quarter, or $1.75 per unit on an annualized basis.

The information set forth in this Item 7.01 and the attached Exhibits 99.1 and 99.2 includes “forward-looking statements” — that is, statements related to future, not past, events. Forward-looking statements are based on current expectations and include any statement that does not directly relate to a current or historical fact. In this context, forward-looking statements often address expected future business and financial performance, and often contain words such as “anticipate,” “believe,” “intend,” “expect,” “plan” or “will” or other similar words. These forward-looking statements involve certain risks and uncertainties and ultimately may not prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements. For further discussion of risks and uncertainties, you should refer to Oxford’s SEC filings. Oxford undertakes no obligation and does not intend to update any forward-looking statements, whether as a result of new information or future events. All forward-looking statements are qualified in their entirety by this cautionary statement.

The information in Item 7.01 of this Current Report on Form 8-K, including the attached Exhibits 99.1 and 99.2, is being “furnished” pursuant to Item 7.01 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and is not incorporated by reference into any Oxford filing, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

ITEM 9.01 Financial Statements and Exhibits.

     (d) Exhibits

     
99.1
  Press Release dated October 25, 2010, titled Oxford Resource Partners, LP Announces First Pro Rated Distribution, to Report Third Quarter 2010 Financial Results on November 9, 2010
 
99.2
  Press Release dated October 25, 2010, titled Oxford Resource Partners, LP Clarifies First Pro Rated Distribution Announcement

 

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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.

     
  Oxford Resource Partners, LP
     
  By:   Oxford Resources GP, LLC,
its general partner 
     
Dated: October 26, 2010  By:    /s/ Jeffrey M. Gutman   
    Name: Jeffrey M. Gutman
Title: Senior Vice President, Chief Financial Officer and Treasurer 

 

 

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EXHIBIT INDEX

     
99.1
  Press Release dated October 25, 2010, titled Oxford Resource Partners, LP Announces First Pro Rated Distribution, to Report Third Quarter 2010 Financial Results on November 9, 2010
 
99.2
  Press Release dated October 25, 2010, titled Oxford Resource Partners, LP Clarifies First Pro Rated Distribution Announcement

 

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