Sec Form 4 Filing - ACCIPITER CAPITAL MANAGEMENT, LLC @ Foresight Energy LP - 2015-12-07

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
ACCIPITER CAPITAL MANAGEMENT, LLC
2. Issuer Name and Ticker or Trading Symbol
Foresight Energy LP [ FELP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
3801 PGA BLVD., SUITE 600
3. Date of Earliest Transaction (MM/DD/YY)
12/07/2015
(Street)
PALM BEACH GARDENS, FL33408
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Units ( 1 ) ( 2 ) 12/07/2015 P 533,696 A $ 2.61 ( 5 ) 3,216,435 I By Accipiter Life Sciences Fund, LP ( 3 )
Common Units ( 1 ) ( 2 ) 12/07/2015 P 492,374 A $ 2.61 ( 5 ) 4,419,797 I By Accipiter Life Sciences Fund (Offshore), Ltd. ( 4 )
Common Units ( 1 ) ( 2 ) 12/08/2015 P 71,715 A $ 2.37 ( 6 ) 3,288,150 I By Accipiter Life Sciences Fund, LP ( 3 )
Common Units ( 1 ) ( 2 ) 12/08/2015 P 66,160 A $ 2.37 ( 6 ) 4,485,957 I By Accipiter Life Sciences Fund (Offshore), Ltd. ( 4 )
Common Units ( 1 ) ( 2 ) 12/09/2015 P 75,112 A $ 2.49 ( 7 ) 3,363,262 I By Accipiter Life Sciences Fund, LP ( 3 )
Common Units ( 1 ) ( 2 ) 12/09/2015 P 69,287 A $ 2.49 ( 7 ) 4,555,244 I By Accipiter Life Sciences Fund (Offshore), Ltd. ( 4 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ACCIPITER CAPITAL MANAGEMENT, LLC
3801 PGA BLVD.
SUITE 600
PALM BEACH GARDENS, FL33408
X
ACCIPITER LIFE SCIENCES FUND LP
C/O CANDENS SERVICES, INC.
525 WASHINGTON BLVD., 33RD FLOOR
JERSEY CITY, NJ07310
X
ACCIPITER LIFE SCIENCES FUND OFFSHORE LTD
C/O CANDENS SERVICES, INC.
525 WASHINGTON BLVD., 33RD FLOOR
JERSEY CITY, NJ07310
X
Candens Capital LLC
3801 PGA BLVD.
SUITE 600
PALM BEACH GARDENS, FL33408
X
HOFFMAN GABE
3801 PGA BLVD.
SUITE 600
PALM BEACH GARDENS, FL33408
X
Signatures
Accipiter Capital Management, LLC; By: /s/ Gabe Hoffman, Managing Member 12/09/2015
Signature of Reporting Person Date
Accipiter Life Sciences Fund, LP; By: Candens Capital, LLC; By: /s/ Gabe Hoffman, Managing Member 12/09/2015
Signature of Reporting Person Date
Accipiter Life Sciences Fund (Offshore), Ltd.; By: Accipiter Capital Management, LLC; By: /s/ Gabe Hoffman, Managing Member 12/09/2015
Signature of Reporting Person Date
Candens Capital, LLC; By: /s/ Gabe Hoffman, Managing Member 12/09/2015
Signature of Reporting Person Date
/s/ Gabe Hoffman 12/09/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 4 is filed jointly by Accipiter Life Sciences Fund, LP ("ALS Fund"), Accipiter Life Sciences Fund (Offshore), Ltd. ("ALS Offshore"), Accipiter Capital Management, LLC ("Accipiter Management"), Candens Capital, LLC ("Candens Capital"), and Gabe Hoffman (collectively, the "Reporting Persons").
( 2 )Each Reporting Person may be deemed to be a member of a group that owns more than 10% of the Issuer's outstanding Common Units. Each Reporting Person disclaims beneficial ownership of the Common Units reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such Common Units for purposes of Section 16 or for any other purpose.
( 3 )Common Units directly owned by ALS Fund. Accipiter Management, as the investment manager of ALS Fund, may be deemed to be the beneficial owner of the Common Units directly owned by ALS Fund. Each of Candens Capital, as the general partner of ALS Fund, and Mr. Hoffman, as the managing member of each of Candens Capital and Accipiter Management, may be deemed to be the beneficial owner of the Common Units directly owned by ALS Fund.
( 4 )Common Units directly owned by ALS Offshore. Accipiter Management, as the investment manager of ALS Offshore, may be deemed to be the beneficial owner of the Common Units directly owned by ALS Offshore. Mr. Hoffman, as the managing member of Accipiter Management, may be deemed to be the beneficial owner of the Common Units directly owned by ALS Offshore.
( 5 )The price reported in Column 4 is a weighted average price. These Common Units were purchased in multiple transactions at prices ranging from $2.425 to $3.02. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units purchased at each separate price within the ranges set forth in footnotes 5, 6 and 7 to this Form 4.
( 6 )The price reported in Column 4 is a weighted average price. These Common Units were purchased in multiple transactions at prices ranging from $2.09 to $2.50. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units purchased at each separate price within the ranges set forth in footnotes 5, 6 and 7 to this Form 4.
( 7 )The price reported in Column 4 is a weighted average price. These Common Units were purchased in multiple transactions at prices ranging from $2.185 to $2.70. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units purchased at each separate price within the ranges set forth in footnotes footnotes 5, 6 and 7 to this Form 4.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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