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EX-99.1 - EXHIBIT 99.1 - Westmoreland Resource Partners, LPd288589dex991.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): January 27, 2012 (January 27, 2012)

 

 

 

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, including 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 (see General Instruction A.2. below):

 

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

 

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

 

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

 

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

 

 

 


ITEM 7.01 Regulation FD Disclosure.

On January 27, 2012, Oxford Resource Partners, LP (“Oxford”) issued a press release announcing that it declared a cash distribution of $0.4375 per unit for the quarter ended December 31, 2011. In the press release, Oxford also disclosed that it would announce earnings for the quarter ended December 31, 2011 before the market opens on Wednesday, February 29, 2012, and will hold a conference call at 10:00 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.

The distribution will be paid on February 14, 2012 to all unitholders of record as of the close of business on February 7, 2012. This distribution is equal to the minimum quarterly distribution set forth in Oxford’s partnership agreement of $0.4375 per unit, or $1.75 per unit on an annualized basis.

The information set forth in this Item 7.01 and the attached Exhibit 99.1 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 Exhibit 99.1, 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 January 27, 2012, titled Oxford Resource Partners, LP Announces Fourth Quarter 2011 Distribution, Will Report Fourth Quarter and Full Year 2011 Financial Results on February 29, 2012

 

1


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: January 27, 2012

    By:  

/S/ Jeffrey M. Gutman

      Name:   Jeffrey M. Gutman
      Title:   Senior Vice President, Chief
        Financial Officer and Treasurer


EXHIBIT INDEX

99.1    Press Release dated January 27, 2012, titled Oxford Resource Partners, LP Announces Fourth Quarter 2011 Distribution, Will Report Fourth Quarter and Full Year 2011 Financial Results on February 29, 2012