Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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- Peter Lynch
What is insider trading>>
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
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CONSOL Coal Resources
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(Name of Issuer)
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Common Units
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(Title of Class of Securities)
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20855T100
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(CUSIP Number)
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Greenlight Capital, Inc.
140 East 45th Street, Floor 24
New York, New York 10017
Tel. No.: (212) 973-1900
Attention: Chief Operating Officer
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
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- with copies to -
Barry N. Hurwitz
Morgan, Lewis & Bockius LLP
One Federal Street
Boston, MA 02110
(617) 951-8000
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August 16, 2019
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(Date of Event Which Requires Filing of this Statement)
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If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is
the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
Note: Schedules filed in paper format shall
include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this
form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the
purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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1
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Names of Reporting Persons.
Greenlight Capital, Inc.
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Source of Funds (See Instructions):
AF, WC
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5
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Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e):
[ ]
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6
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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7 Sole Voting Power
0
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8 Shared Voting Power
2,963,538
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9 Sole Dispositive Power
0
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10 Shared Dispositive Power
2,963,538
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
2,963,538
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [
]
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13
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Percent of Class Represented by Amount in Row (11)
10.7%
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14
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Type of Reporting Person (See Instructions)
CO
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1
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Names of Reporting Persons.
DME Advisors GP, LLC
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Source of Funds (See Instructions):
AF, WC
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5
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Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e):
[ ]
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6
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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7 Sole Voting Power
0
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8 Shared Voting Power
2,524,900
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9 Sole Dispositive Power
0
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10 Shared Dispositive Power
2,524,900
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
2,524,900
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [
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13
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Percent of Class Represented by Amount in Row (11)
9.1%
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14
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Type of Reporting Person (See Instructions)
OO
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1
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Names of Reporting Persons.
DME Advisors, L.P.
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Source of Funds (See Instructions):
AF, WC
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5
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Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e):
[ ]
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6
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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7 Sole Voting Power
0
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8 Shared Voting Power
719,300
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9 Sole Dispositive Power
0
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10 Shared Dispositive Power
719,300
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
719,300
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [
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13
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Percent of Class Represented by Amount in Row (11)
2.6%
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14
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Type of Reporting Person (See Instructions)
PN
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1
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Names of Reporting Persons.
DME Capital Management, LP
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Source of Funds (See Instructions):
AF, WC
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5
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Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e):
[ ]
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6
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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7 Sole Voting Power
0
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8 Shared Voting Power
1,805,600
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9 Sole Dispositive Power
0
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10 Shared Dispositive Power
1,805,600
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
1,805,600
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [
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13
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Percent of Class Represented by Amount in Row (11)
6.5%
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14
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Type of Reporting Person (See Instructions)
PN
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1
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Names of Reporting Persons.
David Einhorn
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Source of Funds (See Instructions):
AF, WC
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5
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Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e):
[ ]
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6
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Citizenship or Place of Organization.
USA
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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7 Sole Voting Power
0
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8 Shared Voting Power
5,488,438
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9 Sole Dispositive Power
0
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10 Shared Dispositive Power
5,488,438
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
5,488,438
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [
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13
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Percent of Class Represented by Amount in Row (11)
19.9%
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14
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Type of Reporting Person (See Instructions)
IN
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AMENDMENT NO. 3 TO SCHEDULE 13D
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Item 1.
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Security and Issuer
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This Amendment No. 3 to Schedule 13D (the “Amendment”), relating to common units (“Common Units”) of CNX Coal Resources LP, a Delaware limited partnership (the “Issuer” or
the “Company”), is being filed with the Securities and Exchange Commission (the “SEC”) as an amendment to the Schedule 13D filed with the SEC on July 7, 2015, as amended by Amendment No. 1 filed with the SEC on October 6, 2017 and Amendment No. 2
filed with the SEC on July 5, 2018. This Amendment is being filed on behalf of Greenlight Capital, Inc., a Delaware corporation (“Greenlight Inc.”), DME Advisors, LP, a Delaware limited partnership (“DME Advisors”), DME Capital Management, LP, a
Delaware limited partnership (“DME CM”), and DME Advisors GP, LLC, a Delaware limited liability company (“DME GP” and together with Greenlight Inc., DME Advisors and DME CM, “Greenlight”), and Mr. David Einhorn, the principal of Greenlight
(collectively with Greenlight, the “Reporting Persons”).
Greenlight Inc. acts as investment manager for Greenlight Capital, L.P., a Delaware limited partnership (“GCLP”), Greenlight Capital Qualified, L.P., a Delaware limited
partnership (“GCQP”), and Greenlight Capital Offshore Partners (“GCOP”), a British Virgin Islands partnership. DME Advisors acts as the investment manager for Solasglas Investments, LP, a Cayman Island limited partnership ("SILP"). DME CM acts as
the investment manager for Greenlight Capital Offshore Master, Ltd., a British Virgin Islands company (“GCOM”), and for Greenlight Capital Investors, LP, a Delaware limited partnership (“GCIP”). GCLP, GCQP, GCOP, SILP, GCOM, GCIP and the Reporting
Persons are referred to herein collectively as “Greenlight.”
The filing of this Amendment shall not be construed as an admission that any of the Reporting Persons is for the purposes of Section 13(d) or 13(g) of the Securities
Exchange Act of 1934, the beneficial owner of any of the Common Units reported herein. Pursuant to Rule 13d-4, each of the Reporting Persons disclaims all such beneficial ownership except to the extent of its pecuniary interest in any Common
Units, if applicable.
Unless otherwise indicated, all capitalized terms used herein but not defined herein shall have the same meanings as set forth in this Schedule 13D, as previously amended.
* * *
This Amendment is being filed solely due to a change in the number of Common Units outstanding and not due to any trading by the Reporting Persons.
The percentages reported herein are based on a statement by the Issuer in its Quarterly Report on Form 10-Q, as filed with the SEC on August 6, 2019, that there would
be 27,632,766 Common Units outstanding as of August 16, 2019 as a result of a conversion of subordinated units of the Issuer.
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Item 7.
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Material to Be Filed as Exhibits
Exhibit 99.1 Power of
Attorney
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information
set forth in this statement is true, complete and correct.
Date: August 29, 2019
Greenlight Capital, Inc.
By: /s/ Daniel Roitman
Daniel Roitman
Chief Operating Officer
DME Advisors GP, L.L.C.
By: /s/ Daniel Roitman
Daniel Roitman
Chief Operating Officer
DME Advisors, L.P.
By: /s/ Daniel Roitman
Daniel Roitman
Chief Operating Officer
DME Capital Management, LP
By: /s/ Daniel Roitman
Daniel Roitman
Chief Operating Officer
/s/ Daniel Roitman**
Daniel Roitman, on behalf of David Einhorn
** The Power of Attorney, executed by David Einhorn authorizing the signatory to sign and file this
Schedule 13D on David Einhorn’s behalf, filed as Exhibit 99.1 to this Schedule 13D.