UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): June 2430, 2020

FORESIGHT ENERGY LP

(Exact Name of Registrant as Specified in Charter)

Delaware	001-36503	80-0778894
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
211 North Broadway, Suite 2600 Saint Louis, MO		63102
(Address of Principal Executive Offices)		(Zip Code)

(Registrant’s telephone number, including area code): (314) 932-6160

(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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
N/A		N/A		N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicated 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 Exchange Act. ☐

Item 1.03

Bankruptcy or Receivership.

As previously disclosed, Foresight Energy LP and its debtor affiliates (collectively, “Foresight” or the “Company”) filed voluntary petitions for relief under Title 11 of the United States Code (the “Cases”) in the United States Bankruptcy Court for the Eastern District of Missouri (the “Bankruptcy Court”). The Cases have been administered by the Bankruptcy Court under the caption In re Foresight Energy LP, et al., Case No. Case No. 20-41308-659.

On April 9, 2020, Foresight filed its chapter 11 plan of reorganization (as amended, modified, or supplemented from time to time, the “Plan”). On June 24, 2020, the Bankruptcy Court entered an order, Docket No. 593 (the “Confirmation Order”) confirming the Plan.

~~The~~On ~~Plan~~June ~~provides~~30, ~~for~~2020, ~~the~~all ~~reduction~~applicable ofconditions ~~over~~set $1forth ~~billion~~in ~~of Foresight’s existing indebtedness and~~ the ~~elimination~~Plan ofwere ~~approximately~~satisfied ~~$94~~or ~~million~~waived ofand ~~Foresight’s~~the ~~anticipated~~effective ~~annual~~date ~~cash~~(the ~~interest~~“Effective ~~payments,~~Date”) ~~plus additional reductions in annual cash flow expenses through modified contractual terms with key logistics, mineral interest, and vendor counterparties. Holders~~ of ~~Foresight Energy LP’s common and subordinated units will not receive any recovery under~~ the Plan~~. As~~ ~~of May 1, 2020, the registrant had 80,996,773 common units and 64,954,691 subordinated units outstanding~~occurred.

~~Additionally,~~Holders ~~pursuant~~of toForesight Energy LP’s common and subordinated units received no recovery under the Plan and as a result, ~~Foresight~~all ~~will~~existing ~~emerge~~common ~~from~~and ~~chapter~~subordinated 11units ~~with~~were ~~$225~~extinguished ~~million~~without consideration in ~~secured~~accordance ~~exit~~with ~~facility~~the ~~loans~~terms of the Plan. In connection with the Effective Date, Foresight Energy LP, Foresight Energy GP LLC, and Foresight Energy LLC (collectively, the “~~Exit~~Dissolving ~~Facility~~Entities”), ~~$75~~will ~~million~~be dissolved. All of ~~which~~Foresight’s ~~will~~assets ~~convert~~(including tothe ~~equity~~assets 60of ~~days~~the ~~following~~Dissolving ~~the~~Entities ~~closing~~but ofexcluding the ~~Exit~~Dissolving ~~Facility~~Entities themselves) were transferred to Foresight Energy Operating LLC, ~~and~~a ~~will~~newly ~~have~~formed ~~approximately~~Delaware ~~$60~~limited ~~million~~liability incompany ~~cash~~that ~~liquidity. A~~is ~~copy~~wholly-owned ofby ~~the~~Foresight ~~Confirmation~~Energy ~~Order~~Resources ~~with~~LLC, a ~~copy~~Delaware oflimited liability company. Foresight Energy Resources LLC is the ~~Plan~~new asparent ~~confirmed~~company ~~attached~~for ~~thereto,~~Foresight’s isnon-dissolving ~~attached~~entities asand ~~Exhibit~~go-forward 2business.1 Equity tointerests ~~this~~in ~~Current~~Foresight ~~Report~~Energy onResources ~~Form~~LLC ~~8-K~~are the New Common Equity, as defined in, and isdistributed ~~incorporated~~pursuant ~~herein~~to, bythe ~~reference~~Plan.

~~Foresight~~In ~~expects~~connection ~~that~~with ~~the~~its ~~effective~~emergence ~~date~~from ~~of the Plan (as defined in the Plan~~bankruptcy, the ~~“Effective~~Company ~~Date”)~~ will ~~occur~~file ~~after~~a ~~all~~Form ~~conditions~~15 ~~precedent~~with to the ~~Plan~~Securities ~~have~~and ~~been~~Exchange ~~satisfied. Although~~Commission wesoon ~~are~~after ~~targeting~~the ~~occurrence~~filing of ~~the~~this ~~Effective~~Current ~~Date as soon as reasonably practicable~~Report, wepursuant ~~can make no assurances as~~ to ~~when,~~which orthe ~~ultimately~~Company’s ~~if,~~reporting ~~the~~obligations ~~Plan~~under ~~will~~Sections ~~become~~13 ~~effective.~~and It15(d) isof ~~also~~the ~~possible~~Securities ~~that~~Exchange ~~technical~~Act ~~amendments~~of ~~could~~1934, beas ~~made~~amended to (the ~~Plan~~“Exchange ~~and~~Act”), ~~related~~will ~~documents~~be ~~prior~~suspended ~~to the Effective Date~~immediately.

~~The~~Item ~~organizational~~3.03 ~~documents~~Material ofModification ~~reorganized Foresight will become effective on the Effective Date, and will authorize reorganized Foresight~~ to ~~issue~~Rights ~~shares~~ of ~~new~~Security ~~common equity pursuant to the Plan, in the amounts and on the terms set forth in the Plan~~Holders.

~~Information~~The ~~regarding~~information ~~the~~set ~~assets~~forth ~~and~~in ~~liabilities~~Item 1.03 of ~~Foresight~~this isCurrent ~~hereby incorporated by reference to Foresight’s (i) Annual~~ Report on Form 10 8-K ~~for~~is ~~the~~incorporated ~~year~~herein ~~ended~~by ~~December 31, 2019, filed with the SEC on April 6, 2020, and (ii) Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2020, filed with the SEC on May 15, 2020~~reference.

Statements contained in this current report that express a belief, expectation or intention, as well as those that are not historical fact, are forward-looking statements made in good faith that are subject to risks, uncertainties and assumptions. These forward-looking statements are based on our current beliefs, intentions, and expectations. Any statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions, future events or performance (often, but not always identifiable by the use of the words or phrases such as “will result,” “expects to,” “will continue,” “anticipates,” “plans, “intends,” “estimated,” “projects,” “target,” “goal,” and “outlook”) are not historical facts and may be forward-looking and, accordingly, such statements involve estimates, assumptions and uncertainties which could cause actual results to differ materially from those expressed in these forward-looking statements. Our actual results, performance or achievements could differ materially from those we express in the foregoing discussion as a result of a variety of factors. We have discussed many of these factors in more detail in our Annual Report on Form 10-K for the year ended December 31, 2019, including under the heading “Risk Factors” in Item 1A5. In01 ~~addition,~~Changes our actual results could be affected by the risks and uncertainties relating to the bankruptcy filing by the Company, including but not limited to, (i) the Company’s ability to obtain Bankruptcy Court approval with respect to motions in ~~the~~Control ~~Cases, (ii) the ability~~ of the Company and its subsidiaries to consummate the transactions contemplated by the Plan, (iii) the effects of the Company’s bankruptcy filing on the Company and on the interests of various constituents, (iv) Bankruptcy Court rulings in the Cases and the outcome of the Cases in general, (v) the length of time the Registrant.

The information set forth in Item 1.03 of this Current Report on Form 8-K is incorporated herein by reference.

Item 7.01

Regulation FD Disclosure.

Pursuant to certain confidentiality agreements the Company has entered into with certain creditors (the “Confidentiality Agreement Parties”), the Company agreed to publicly disclose certain information previously provided to the Confidentiality Agreement Parties on a confidential basis (the “Cleansing Materials”). A copy of the Cleansing Materials is attached as Exhibit 99.1 to this Form 8-K. The description in this Form 8-K of the Cleansing Materials does not purport to be complete and is qualified in its entirety by reference to the complete text of the Cleansing Materials.

The information in this Item 7.01, including Exhibit 99.1, is deemed “furnished” and not “filed” under Section 18 of the Exchange Act, or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

~~Company~~looking ~~will~~statements ~~operate~~are ~~under~~based ~~the~~on ~~Cases~~our current beliefs, intentions, and expectations. Any statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions, future events or performance (~~vi) risks~~often, ~~associated~~but ~~with~~not ~~third~~always ~~party~~identifiable ~~motions~~by inthe use of the ~~Cases~~words or phrases such as “will result,” ~~which~~“expects to,” “will continue,” “anticipates,” “plans, “intends,” “estimated,” “projects,” “target,” “goal,” and “outlook”) are not historical facts and may ~~interfere~~be ~~with~~forward-looking ~~the~~and, ~~Company’s~~accordingly, ~~ability~~such statements involve estimates, assumptions and uncertainties which could cause actual results to ~~consummate~~differ ~~the~~materially ~~transactions~~from ~~contemplated~~those byexpressed ~~the~~in ~~Plan~~these forward-looking statements. Our actual results, ~~(vii)~~performance or achievements could differ materially from those we express in the ~~potential~~foregoing ~~adverse~~discussion ~~effects~~as a result of ~~the~~a ~~Cases~~variety onof ~~the~~factors. ~~Company’s~~We ~~liquidity~~have ordiscussed ~~results~~many of ~~operations,~~these ~~(viii)~~factors ~~the~~in ~~ability~~more todetail ~~operate~~in ~~the~~our ~~Company’s~~Annual ~~business~~Report ~~and~~on ~~consummate~~Form 10-K for the ~~transactions~~year ~~contemplated~~ended byDecember ~~the~~31, ~~Plan~~2019, ~~(ix)~~including under the ~~transactions~~heading ~~contemplated~~“Risk Factors” in Item 1A. In addition, our actual results could be affected by the ~~Plan~~risks ~~being~~and ~~subject~~uncertainties relating to ~~closing~~the ~~conditions~~Plan, ~~which~~including ~~conditions~~but ~~may~~ not belimited ~~satisfied~~to, ~~for~~(i) the ~~various~~ability ~~reasons,~~of ~~including~~the ~~for~~Company ~~reasons~~and ~~outside~~its subsidiaries to achieve the expected benefits of the ~~Company’s~~transactions ~~control;~~contemplated by the Plan, (xii) ~~increased~~the ~~legal~~effects ~~costs~~of ~~to execute~~ the Company’s ~~reorganization,~~bankruptcy ~~and~~on ~~other~~the ~~risks~~Company and ~~uncertainties~~on the interests of various constituents, (xiiii) the Company’s ability to maintain ~~contracts, trade credit and other~~ customer and/or vendor relationships that are essential to the Company’s operations, and (~~xii~~iv) the Company’s ability to retain key executives and employees. These factors are not necessarily all the important factors that could affect us. Other unpredictable or unknown factors could also have material adverse effects on actual results of matters that are the subject of our forward-looking statements. All forward-looking statements speak only as of the date on which they are made and we undertake no obligation to publicly update or revise any forward-looking statements whether as a result of new information, future events or otherwise. We advise readers that they should (1) recognize that important factors not referred to above could affect the accuracy of our forward-looking statements and (2) use caution and common sense when considering our forward-looking statements.

Item 9.01

Financial Statements And Exhibits.

(d) Exhibits 299.1 ~~Order~~Cleansing ~~of the Bankruptcy Court, dated June 24, 2020, confirming Foresight’s Joint Plan of Reorganization under the Bankruptcy Code, together with such Joint Plan of Reorganization~~Materials.

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.

	Foresight Energy LP
By:	Foresight Energy GP LLC,
	its general partner
By:	/s/ Robert D. Moore
	Robert D. Moore
	Chairman of the Board, President and Chief Executive Officer
Date: June 25, 2020
Date: June 30, 2020

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