4//SEC Filing
Foundation Coal Holdings, Inc. 4
Accession 0001179110-05-000909
CIK 0001301063operating
Filed
Jan 10, 7:00 PM ET
Accepted
Jan 11, 8:24 AM ET
Size
9.4 KB
Accession
0001179110-05-000909
Insider Transaction Report
Form 4
AMCI Acquisition LLC
Other
Transactions
- Other
Common Stock
2005-01-07+449,154→ 3,005,210 total
Footnotes (5)
- [F1]In connection with the Company's Initial Public Offering, on December 8, 2004, the Company declared a stock dividend payable to the holders of record of the Company's Common Stock issued and outstanding on December 8, 2004 (the "Record Date"). The payment of such stock dividend was contingent upon whether the underwriters in the Company's initial public offering exercised their option to purchase an additional 3,541,500 shares of the Company's Common Stock (the "Over-Allotment Option"). On January 7, 2004, the Over-Allotment Option expired and as of that date the underwriters had exercised 511,900 shares of the Over-Allotment Option. The remaining 3,029,600 shares were issued ratably to the Company's holders as of the Record Date.
- [F2]Includes voting shares of common stock owned by AMCI Acquisition, LLC of which Hans J. Mende, one of the Company's directors holds a 40% beneficial interest, and The Kirmar Limited Partnership (of which Mr. Mende owns a .6% general partnership interest, a .4% general partnership interest held jointly with Fritz R. Kundrun (with rights of survivorship) and his son and daughter each own a 49.5% limited partnership interest)owns a 10% beneficial interest. Mr. Mende may be deemed to have sole investment power over The Kirmar Limited Partnership's beneficial interests.
- [F3]Information with respect to each of the Reporting Persons is given solely by such Reporting Persons, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Any disclosures made hereunder with respect to persons other than the Reporting Persons are made on information and belief after making appropriate inquiry.
- [F4]Pursuant to Rule 16a-1(4) promulgated under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons herein states that this filing shall not be deemed an admission that it, he or she is the beneficial owner of any of the shares of Common Stock covered by this Statement. Each of The Kirmar Limited Partnership and Hans J. Mende disclaims beneficial ownership of the Common Stock, except to the extent of its, his or her pecuniary interest in such shares of Common Stock.
- [F5]As a result of the issuance of the Company's Common Stock in connection with its Initial Public Offering the Reporting Persons' ownership interest was diluted to less than 10%.
Documents
Issuer
Foundation Coal Holdings, Inc.
CIK 0001301063
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001301063
Filing Metadata
- Form type
- 4
- Filed
- Jan 10, 7:00 PM ET
- Accepted
- Jan 11, 8:24 AM ET
- Size
- 9.4 KB