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April 29, 2014
07:20 EDTWLBWestmoreland finalizes Sherritt coal operations acquisition, repays WML notes
Westmoreland Coal has completed the acquisition of Sherritt International's Prairie and Mountain coal mining operations, which include seven producing thermal coal mines in the Canadian provinces of Alberta and Saskatchewan, a 50% interest in an activated carbon plant and a Char production facility. Together with Westmoreland's existing U.S. operations, the acquisition places the firm as North America’s sixth largest coal producer. Concurrent with the closing of the acquisition, the proceeds from the previously announced private offering of $425M in aggregate principal amount of 10.75% Senior Secured Notes were released from escrow. The escrowed funds were to be released upon satisfaction of all conditions precedent to the acquisition, receipt of regulatory approvals and certain other conditions, all of which were satisfied. Such notes were initially issued by Westmoreland Escrow, a subsidiary of Westmoreland, and as a result of the closing of the acquisition, are being automatically exchanged for identical notes issued by Westmoreland and Westmoreland Partners, as co-issuers. The notes were offered only to qualified institutional buyers under Rule 144A of the Securities Act of 1933, as amended and to buyers outside the U.S. pursuant to Regulation S under the Securities Act. The notes have not been registered under the Securities Act, and until so registered, the notes may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws. As previously announced as part of the Senior Secured Notes offering, Westmoreland Mining, a wholly owned subsidiary of Westmoreland, announced that it has provided prepayment notices to holders of its 8.02% senior secured notes due 2018. Such debt will be prepaid by the end of May and all collateral secured under such debt will become collateral under Westmoreland’s 10.75% Senior Secured Notes. Westmoreland will also terminate WML’s existing $25M credit facility prior to prepaying the WML notes.
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