Walter Energy Inc. (“Walter Energy”) (NYSE: WLT) (TSX: WLT) today
announced the closing of its previously announced private offering of
$450 million aggregate principal amount of its 8.500% senior notes due
2021 (the “Notes”). The Notes will be guaranteed by each of Walter
Energy’s current and future direct and indirect wholly-owned domestic
restricted subsidiaries that from time to time guarantees any of Walter
Energy’s indebtedness or any indebtedness of any of Walter Energy’s
restricted subsidiaries. The Notes and related guarantees were offered
only to qualified institutional buyers in reliance on Rule 144A under
the Securities Act of 1933, as amended (the “Securities Act”), and to
non-U.S. persons in transactions outside the United States in reliance
on Regulation S under the Securities Act. The Notes have not been
registered under the Securities Act, and, unless so registered, may not
be offered or sold in the United States absent registration or an
applicable exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and other applicable
securities laws.
Walter Energy plans to use the net proceeds of the offering to repay
$250 million of indebtedness outstanding under its credit facilities and
the remainder for general corporate purposes.
This press release does not constitute an offer to sell, or a
solicitation of an offer to sell or buy any securities, in any
jurisdiction in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of any
such jurisdiction.
About Walter Energy
Walter Energy is a leading, publicly traded “pure-play” metallurgical
coal producer for the global steel industry with strategic access to
high-growth steel markets in Asia, South America and Europe. The company
also produces thermal coal, anthracite, metallurgical coke and coal bed
methane gas. Walter Energy employs approximately 4,100 employees and
contractors with operations in the United States, Canada and United
Kingdom.
Safe Harbor Statement
Except for historical information contained herein, the statements in
this release are forward-looking and made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995 and
may involve a number of risks and uncertainties. Forward-looking
statements are based on information available to management at the time,
and they involve judgments and estimates. Forward-looking statements
include expressions such as “believe,” “anticipate,” “expect,”
“estimate,” “intend,” “may,” “plan,” “predict,” “will,” and similar
terms and expressions. These forward-looking statements are made based
on expectations and beliefs concerning future events affecting Walter
Energy and are subject to various risks, uncertainties and factors
relating to Walter Energy’s operations and business environment, all of
which are difficult to predict and many of which are beyond Walter
Energy’s control, that could cause Walter Energy’s actual results to
differ materially from those matters expressed in or implied by these
forward-looking statements. The following factors are among those that
may cause actual results to differ materially from Walter Energy’s
forward-looking statements: unfavorable economic, financial and business
conditions; the global economic crisis; market conditions beyond Walter
Energy’s control; prolonged decline in the price of coal; decline in
global coal or steel demand; prolonged or dramatic shortages or
difficulties in coal production; Walter Energy customers’ refusal to
honor or renew contracts; Walter Energy’s ability to collect payments
from its customers; inherent risks in coal mining such as weather
patterns and conditions affecting production, geological conditions,
equipment failure and other operational risks associated with mining;
title defects preventing Walter Energy from (or resulting in additional
costs for) mining its mineral interests; concentration of Walter
Energy’s mining operations in limited number of areas; a significant
reduction of, or loss of purchases by, Walter Energy’s largest
customers; unavailability of cost-effective transportation for Walter
Energy’s coal; availability, performance and costs of railroad, barge,
truck and other transportation; disruptions or delays at the port
facilities used by Walter Energy; risks associated with Walter Energy’s
reclamation and mine closure obligations, including failure to obtain or
renew surety bonds; significant increase in competitive pressures and
foreign currency fluctuations; significant cost increases and delays in
the delivery of raw materials, mining equipment and purchased
components; availability of adequate skilled employees and other labor
relations matters; inaccuracies in Walter Energy’s estimates of its coal
reserves; estimates concerning economically recoverable coal reserves;
greater than anticipated costs incurred for compliance with
environmental liabilities or limitations on Walter Energy’s abilities to
produce or sell coal; Walter Energy’s ability to attract and retain key
personnel; future regulations that increase Walter Energy’s costs or
limit its ability to produce coal; new laws and regulations to reduce
greenhouse gas emissions that impact the demand for Walter Energy’s coal
reserves; adverse rulings in current or future litigation; inability to
access needed capital; events beyond Walter Energy’s control may result
in an event of default under one or more of its debt instruments;
availability of licenses, permits, and other authorizations may be
subject to challenges; risks associated with Walter Energy’s reclamation
and mine closure obligations; failure to meet project development and
expansion targets; risks associated with operating in foreign
jurisdictions; risks related to Walter Energy’s indebtedness and its
ability to generate cash for its financial obligations; downgrade in
Walter Energy’s credit rating; Walter Energy’s ability to identify
suitable acquisition candidates to promote growth; Walter Energy’s
ability to successfully integrate acquisitions; Walter Energy’s exposure
to indemnification obligations; volatility in the price of Walter
Energy’s common stock; Walter Energy’s ability to pay regular dividends
to stockholders; costs related to Walter Energy’s post-retirement
benefit obligations and workers’ compensation obligations; Walter
Energy’s exposure to litigation; and other risks and uncertainties
including those described in Walter Energy’s filings with the SEC.
Forward-looking statements made by Walter Energy in this release, or
elsewhere, speak only as of the date on which the statements were made.
You are advised to read the risk factors in Walter Energy’s most
recently filed Annual Report on Form 10-K and subsequent filings with
the SEC, which are available on the SEC’s website at www.sec.gov.
New risks and uncertainties arise from time to time, and it is
impossible for Walter Energy to predict these events or how they may
affect it or its anticipated results. Walter Energy has no duty to, and
does not intend to, update or revise the forward-looking statements in
this release, except as may be required by law. In light of these risks
and uncertainties, readers should keep in mind that any forward-looking
statement made in this press release may not occur. All data presented
herein is as of the date of this release unless otherwise noted.
