ALLIANCE RESOURCE PARTNERS LP — Director's Dealing 2018

Jun 4, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALLIANCE RESOURCE PARTNERS LP (ARLP)
CIK: 0001086600
Period of Report: 2018-05-31

Reporting Person: C-Holdings, LLC (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-05-31	Common Unit	D	87188338	—	Disposed	0	Indirect

Footnotes

F1: Alliance GP, LLC ("AGP"), Alliance Holdings GP, L.P. ("AHGP"), MGP II, LLC ("MGP II") and Alliance Resource Partners, L.P. ("ARLP"), among others, are parties to the Simplification Agreement, dated February 22, 2018 (the "Simplification Agreement").

F2: C-Holdings, LLC ("C-Holdings") wholly owns AGP, and AHGP wholly owns MGP II. Prior to the completion of the transactions contemplated by the Simplification Agreement, (i) AGP was the general partner of AHGP, (ii) AHGP directly owned 31,088,338 common units representing limited partner interests of ARLP (the "ARLP Common Units"), and (iii) MGP II directly owned 56,100,000 ARLP Common Units. Pursuant to the Simplification Agreement, MGP II distributed (a) 99.999% of the 56,100,000 ARLP Common Units to AHGP and (b) 0.001% of the 56,100,000 ARLP Common Units to ARMH, which ARMH then distributed to AHGP. Thereafter, the common units representing limited partner interests in AHGP (the "AHGP Common Units") were canceled and converted into the right to receive all of the ARLP Common Units held by AHGP and its subsidiaries.

F3: Pursuant to the Simplification Agreement, all AHGP Common Units were canceled and converted into the right to receive all of the ARLP Common Units held by AHGP and its subsidiaries. Based on a formula calculated pursuant to the Simplification Agreement, the exchange ratio was 1.478181161 ARLP Common Units for each AHGP Common Unit.