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8-K - 8-K - CLOUD PEAK ENERGY INC.a14-5339_18k.htm

Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

 

February 13, 2014

 

Contact: Cloud Peak Energy Inc.
Karla Kimrey
Vice President, Investor Relations
720-566-2932

 

CLOUD PEAK ENERGY INC. ANNOUNCES RESULTS FOR
FOURTH QUARTER AND FULL YEAR 2013

 

Gillette, Wyo, February 13, 2014 — Cloud Peak Energy Inc. (NYSE:CLD), one of the largest U.S. coal producers and the only pure-play Powder River Basin (“PRB”) coal company, today announced results for the fourth quarter and full year 2013.

 

2013 Highlights and Recent Developments

 

 

 

Quarter Ended

 

Year Ended

 

(in millions, except per share and per ton amounts) 

 

12/31/13

 

12/31/12

 

12/31/13

 

12/31/12

 

Adjusted EBITDA(1)

 

$

62.1

 

$

89.0

 

$

218.6

 

$

338.8

 

Net income

 

$

13.9

 

$

28.2

 

$

52.0

 

$

173.7

 

 

 

 

 

 

 

 

 

 

 

Adjusted EPS(1)

 

$

0.30

 

$

0.54

 

$

0.73

 

$

2.15

 

Diluted EPS

 

$

0.23

 

$

0.46

 

$

0.85

 

$

2.85

 

Average cost per ton sold

 

$

10.04

 

$

9.38

 

$

10.23

 

$

9.57

 

 

 

 

 

 

 

 

 

 

 

Shipments — owned and operated mines (tons)

 

21.7

 

23.6

 

86.0

 

90.6

 

 

 

 

 

 

 

 

 

 

 

Asian exports (tons)

 

1.1

 

0.9

 

4.7

 

4.4

 

 


(1)               Non-GAAP financial measure; please see definition and reconciliation below in this release and the attached tables.

 

·                  Responded to 2013 market conditions by reducing production, focusing on controllable costs, and sustainably reducing capital expenditures.

 

·                  Finished 2013 with cash and investments of $312.3 million, up from year end 2012 balance of $278.0 million.  Available liquidity of $481.4 million at year-end 2013.

 

·                  In January 2014, we announced a planned refinancing of our senior secured revolving credit facility.  Subject to closing, we expect the refinancing will extend the maturity and relax certain financial covenants that will increase our available liquidity.  We expect to complete the refinancing in the first quarter of 2014.

 

Colin Marshall, President and Chief Executive Officer, commented, “The combination of severe weather and weak rail service left us with lower shipments than we anticipated in the fourth quarter and full year.  Despite the challenging external environment, our mines operated well, and we successfully contained controllable costs and reduced capital expenditures.  As a result, we were still able to deliver Adjusted EBITDA in line with our third quarter guidance.  We continued to incrementally expand our export sales into Asia, however, our 2013 results were impacted by lower international market prices.  Nevertheless, we see positive fundamentals for pricing both domestically and internationally as supply and demand come back into balance.”

 

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Health and Safety Record

 

During 2013, our nearly 1,400 full-time mine site employees suffered nine reportable injuries resulting in a 2013 Mine Safety and Health Administration (“MSHA”) All Injury Frequency Rate (“AIFR”) of 0.59, a 28% decrease from the full year 2012 rate of 0.82.  During 23 MSHA inspector days at our mine sites in the fourth quarter, we were issued one substantial and significant citation with a total fine of $2,106.

 

The Spring Creek Mine, located in Montana, had no reportable injuries during the full year and has now operated 1.2 million work hours without a reportable injury.  In January 2014, the Cordero Rojo Mine also passed one million work hours without incurring a reportable injury.  “It is great to have two mines operating injury free for over one million hours.  This is no small achievement and reflects very well on the professionalism and dedication of all Cloud Peak Energy’s employees,” commented Marshall.

 

Consolidated Business Results

 

 

 

Quarter Ended

 

Year Ended

 

(in millions, except per share amounts)

 

12/31/13

 

12/31/12

 

12/31/13

 

12/31/12

 

Total tons sold

 

22.7

 

24.3

 

89.1

 

93.0

 

Total revenue

 

$

353.2

 

$

374.8

 

$

1,396.1

 

$

1,516.8

 

Net income

 

$

13.9

 

$

28.2

 

$

52.0

 

$

173.7

 

Adjusted EBITDA(1)

 

$

62.1

 

$

89.0

 

$

218.6

 

$

338.8

 

Adjusted EPS(1)

 

$

0.30

 

$

0.54

 

$

0.73

 

$

2.15

 

 


(1)         Non-GAAP financial measure; please see definition and reconciliation below in this release and the attached tables.

 

Operating Segments

 

Owned and Operated Mines

 

Our Owned and Operated Mines segment comprises the results of mine site sales from our three owned and operated mines primarily to our domestic utility customers and also to our Logistics and Related Activities segment.

 

 

 

Quarter Ended

 

Year Ended

 

(in millions, except per ton amounts)

 

12/31/13

 

12/31/12

 

12/31/13

 

12/31/12

 

Tons sold

 

21.7

 

23.6

 

86.0

 

90.6

 

Revenue

 

$

289.1

 

$

311.4

 

$

1,137.5

 

$

1,205.7

 

Realized price per ton sold

 

$

13.16

 

$

13.07

 

$

13.08

 

$

13.19

 

Average cost of product sold per ton

 

$

10.04

 

$

9.38

 

$

10.23

 

$

9.57

 

Adjusted EBITDA(1)

 

$

56.2

 

$

75.4

 

$

202.0

 

$

283.3

 

 


(1)         Non-GAAP financial measure; please see definition and reconciliation below in this release and the attached tables.

 

Fourth quarter 2013 tons sold from our owned and operated mines were impacted by a severe winter storm in October and weak rail service throughout the quarter.  The lack of adequate rail service, which has continued in early 2014, to both our domestic utility customers and our international logistics customers was attributed to competing demands for rail crews from increased crude oil and grain railings. We understand the railways are taking measures to improve service but that it will take some time to implement.  An unusually wet summer, some production interruptions, and a series of operational issues at one of our long-term customers, resulted in the decrease in tons sold for the full year 2013 compared to 2012.

 

Revenue from our Owned and Operated Mines segment decreased in 2013 compared to 2012 due to a slightly lower average realized price per ton sold and fewer tons shipped.  Spot prices were lower for indexed tons sold during 2013 as a result of the weak coal market conditions throughout the year.  With the reduced shipments, the operations focused on lowering variable costs in line with lower production and sustainably containing other controllable costs.

 

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Logistics and Related Activities

 

Our Logistics and Related Activities segment comprises the results of our logistics and transportation services to our domestic and international customers.

 

 

 

Quarter Ended

 

Year Ended

 

(in millions)

 

12/31/13

 

12/31/12

 

12/31/13

 

12/31/12

 

Total tons delivered

 

1.3

 

1.3

 

5.5

 

5.8

 

Asian export tons

 

1.1

 

0.9

 

4.7

 

4.4

 

Revenue

 

$

62.7

 

$

65.1

 

$

265.9

 

$

338.8

 

Cost of product sold (delivered tons)

 

$

63.7

 

$

57.5

 

$

261.2

 

$

280.2

 

Adjusted EBITDA(1)

 

$

5.2

 

$

15.4

 

$

11.4

 

$

57.1

 

 


(1)               Non-GAAP financial measure; please see definition and reconciliation below in this release and the attached tables.

 

Shipments exported to Asian customers increased in 2013 to 4.7 million tons as Cloud Peak Energy continued to work closely with the Westshore terminal to maximize vessel loadings and meet continuing strong demand from our Asian customers.  Revenue from the Logistics and Related Activities segment decreased primarily as a result of lower international market prices for seaborne thermal coal.  Our forward sales hedging program mitigated some of the impact of lower spot prices with a realized gain of $13.2 million in 2013, including $6.9 million in the fourth quarter.  Demurrage costs were unusually high in the fourth quarter as rail interruptions slowed deliveries to Westshore causing delays in loading vessels.

 

Balance Sheet and Cash Flow

 

Cash flow from operations totaled $180.7 million for 2013 compared to $247.4 million for 2012.  Capital expenditures (excluding capitalized interest) were $57.0 million, of which $10.2 million was financed under capital leases.

 

Unrestricted cash and investments as of December 31, 2013 were $312.3 million and our total available liquidity was $481.4 million.  At December 31, 2013, there were no borrowings under our revolving credit facility or the Accounts Receivable Securitization Program.

 

In January 2014, we announced a planned refinancing of our senior secured revolving credit facility.  Subject to closing, we expect the refinancing will extend the maturity and relax certain financial covenants that will increase our available liquidity.  We expect to complete the refinancing in the first quarter of 2014.

 

Outlook

 

Throughout 2013, domestic coal market fundamentals improved, and we estimate that total U.S. coal demand increased by approximately 35 million tons compared to 2012.  The increase reflects a switch back to coal-fired electricity generation as a result of higher natural gas prices.  At the same time, two years of low coal prices have caused producers to cut capacity.  Stockpiles of PRB coal are estimated to have fallen to 67 million tons at the end of December 2013 compared to 91 million tons in December 2012.

 

For 2014, we currently expect total U.S. coal burn to be higher than 2013 levels.  2014 has started with some dramatically cold temperatures across much of the country, which have increased near-term coal burn.  Through January 2014, heating degree days for the U.S. are up 17% over last year and 8% over the 10-year average.  Some utilities have recently issued RFPs for delivery of coal this year, which we believe is an indicator of strong recent burn reducing stockpiles more quickly than utilities expected.  We anticipate that if natural gas stays above $3.50/mm Btu and stockpiles continue to decline, PRB coal pricing should continue to increase.

 

We are also seeing some new interest in PRB coal from domestic utilities who have traditionally not burned PRB coal.  They are evaluating blending lower Btu PRB coal with Central Appalachian and Illinois Basin coals to reduce their overall fuel costs.  This will help offset the impact of the closure of some units that currently burn PRB coal.

 

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Internationally, we continue to see growing demand for PRB coal from our Asian customers.  In 2013 the major increase in seaborne thermal coal demand was from India, supported by continued growth in Chinese imports.  “While Asian demand for coal continues to grow it is interesting to see demand from Japan increasing as they are building new high efficiency coal units.  We are also seeing new coal plants being built in Korea and Taiwan as they prepare to meet their future electricity demand.  Cloud Peak Energy’s Spring Creek coal is increasingly well regarded in the Asian marketplace and due to its consistent quality is now considered equivalent to the best Indonesian coal brand many of these new plants are designed to burn,” said Marshall.

 

For 2014, we have committed to sell 84 million tons from our three owned and operated mines.  Of this committed 2014 production, 77 million tons are under fixed-price contracts with a weighted-average price of $13.18 per ton.  During the fourth quarter, we contracted, fixed priced and carried over approximately 8 million tons for 2014 deliveries with an average price of approximately $12.66 per ton.  For 2015, we contracted approximately 5 million tons at an average price of $13.22 per ton. The pricing we received reflects the weak market prices during the quarter.

 

For 2015, we have currently committed to sell 47 million tons from our three owned and operated mines.  Of this committed 2015 production, 33 million tons are under fixed-price contracts with a weighted-average price of $13.61 per ton.

 

We are forecasting export shipments through Westshore of approximately 4.5 million tons from our Logistics and Related Activities segment in 2014.  Demand from our international customers continues to be strong, and we continue to seek to fill all available capacity at Westshore.

 

“Our strategy is to match our production to the market demand.  This has proved to be a sensible policy in recent years which has allowed us to control our costs and optimize our mine plans.  We see several indicators that a healthier coal market is returning.  We anticipate domestic and international coal pricing will recover and believe that Cloud Peak Energy is well positioned financially and operationally to benefit when they do,” commented Marshall.

 

2014 Guidance — Financial and Operational Estimates

 

The following table provides our current outlook and assumptions for selected 2014 consolidated financial and operational metrics:

 

 

 

Estimate or Estimated Range

Coal shipments for our three owned and operated mines(1)

 

86 - 92 million tons

Committed sales with fixed prices

 

Approximately 77 million tons

Anticipated realized price of produced coal with fixed prices

 

Approximately $13.18 per ton

Adjusted EBITDA(2)

 

$180 - $220 million

Net interest expense

 

Approximately $70 million

Depreciation, depletion and accretion

 

$125 - $135 million

Effective income tax rate(3)

 

Approximately 36%

Capital expenditures(4)

 

$40 - $60 million

Committed federal coal lease payments

 

$69 million

 


(1)         Inclusive of intersegment sales.

(2)         Non-GAAP financial measure; please see definition below in this release.

(3)         Excluding impact of the Tax Receivable Agreement.

(4)         Excluding federal coal lease payments.

 

Conference Call Details

 

A conference call with management is scheduled at 5:00 p.m. ET on February 13, 2014 to review the results and current business conditions.  The call will be webcast live over the internet from our website at www.cloudpeakenergy.com under “Investor Relations”.  Participants should follow the instructions provided on the website for downloading and installing the audio applications necessary to join the webcast.  Interested individuals also can access the live conference call via telephone at 877-703-6105 (domestic) or 857-244-7304 (international) and entering pass code 91738710.

 

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Following the live web cast, a replay will be available at the same URL on our website for seven days.  A telephonic replay will also be available approximately two hours after the call and can be accessed by dialing 888-286-8010 (domestic) or 617-801-6888 (international) and entering pass code 30047641.  The telephonic replay will be available for seven days.

 

About Cloud Peak Energy®

 

Cloud Peak Energy Inc. (NYSE:CLD) is headquartered in Wyoming and is one of the largest U.S. coal producers and the only pure-play PRB coal company.  As one of the safest coal producers in the nation, Cloud Peak Energy specializes in the production of low sulfur, subbituminous coal.  The company owns and operates three surface coal mines in the PRB, the lowest cost major coal producing region in the nation.  The Antelope and Cordero Rojo mines are located in Wyoming and the Spring Creek Mine is in Montana.  Cloud Peak Energy also owns rights to substantial undeveloped coal and complementary surface assets in the Northern PRB, further building the company’s long-term position to serve Asian export and domestic customers.  With approximately 1,700 total employees, the company is widely recognized for its exemplary performance in its safety and environmental programs.  Cloud Peak Energy is a sustainable fuel supplier for approximately 4% of the nation’s electricity.

 

Cautionary Note Regarding Forward-Looking Statements

 

This release and our related presentation contain “forward-looking statements” within the meaning of the safe harbor provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.  Forward-looking statements are not statements of historical facts and often contain words such as “may,” “will,” “expect,” “believe,” “anticipate,” “plan,” “estimate,” “seek,” “could,” “should,” “intend,” “potential,” or words of similar meaning.  Forward-looking statements are based on management’s current expectations, beliefs, assumptions and estimates regarding our company, industry, economic conditions, government regulations and energy policies and other factors.  Forward-looking statements may include, for example, (1) our outlook for 2014 and future periods for our company, the PRB and the industry in general, and our operational, financial and export guidance, including any development of future terminal capacity or increased access to existing or future capacity; (2) anticipated economic conditions and demand by domestic and Asian utilities, including the anticipated impact on demand driven by regulatory developments and uncertainties; (3) the impact of competition from natural gas and other alternative sources of energy used to generate electricity; (4) coal stockpile levels and the impacts on future demand; (5) our plans to replace and/or grow our coal tons; (6) business development and growth initiatives; (7) operational plans for our mines, including potential production decreases at our Cordero Rojo Mine; (8) our cost management efforts; (9) industry estimates of the EIA and other third party sources; (10) estimated Tax Receivable Agreement liabilities; (11) our estimates of the quality and quantity of economic coal associated with our development projects, the potential development of our Youngs Creek and other NPRB assets, and our potential exercise of options for Crow Tribal coal; (12) our future liquidity, including our ability to close our announced pending amendment to our credit facility; and (13) other statements regarding our plans, strategies, prospects and expectations concerning our business, operating results, financial condition and other matters that do not relate strictly to historical facts.  These statements are subject to significant risks, uncertainties, and assumptions that are difficult to predict and could cause actual results to differ materially and adversely from those expressed or implied in the forward-looking statements.  Factors that could adversely affect our future results include, for example, (a) future economic and weather conditions; (b) coal-fired power plant capacity and utilization, demand for our coal by the domestic electric generation industry, Asian export demand and terminal capacity and the prices we receive for our coal and our logistics services; (c) reductions or deferrals of purchases by major customers and our ability to renew sales contracts; (d) competition from other coal producers, natural gas producers and other sources of energy, domestically and internationally, (e) environmental, health, safety, endangered species or other legislation, regulations, treaties, court decisions or government actions, or related third-party legal challenges or changes in interpretations, including new requirements or uncertainties affecting the use, demand or price for coal or imposing additional costs, liabilities or restrictions on our mining operations, the utility industry or the logistics, transportation and terminal industries; (f) public perceptions, third-party legal challenges or governmental actions and energy policies relating to concerns about climate change, air and water quality or other environmental considerations, including emissions restrictions and governmental subsidies or mandates that make wind, solar or other alternative fuel sources more cost-effective and competitive with coal; (g) operational, geological, equipment, permit, labor, weather-related and other risks inherent in surface coal mining; (h) our ability to efficiently and safely conduct our mining operations, (i) transportation and export terminal availability, performance and costs; (j) availability, timing of delivery and costs of key supplies, capital equipment or commodities such as diesel fuel, steel, explosives and tires; (k) our ability to acquire future coal tons through the federal LBA process and necessary surface rights and permits in a timely and cost-effective manner and the impact of third-party legal challenges, (l) access to capital and credit markets and availability and costs of credit, surety bonds, letters of credit, and

 

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insurance, including bank market conditions that could impair our ability to close our announced pending amendment to our credit facility; (m) litigation and other contingent liabilities; (n) proposed Pacific Northwest export terminals are not developed in a timely manner or at all, or are developed at a smaller capacity than planned, or we are unable to finalize and enter into definitive throughput agreements for potential future capacity at proposed terminals, including the Gateway Pacific Terminal, (o) future development and operating costs for our development projects significantly exceed our expectations, and (p) other risk factors described from time to time in the reports and registration statements we file with the Securities and Exchange Commission (“SEC”), including those in Item 1A - Risk Factors in our most recent Form 10-K and any updates thereto in our Forms 10-Q and Forms 8-K. There may be other risks and uncertainties that are not currently known to us or that we currently believe are not material.  We make forward-looking statements based on currently available information, and we assume no obligation to, and expressly disclaim any obligation to, update or revise publicly any forward-looking statements made in this release or our related presentation, whether as a result of new information, future events or otherwise, except as required by law.

 

Non-GAAP Financial Measures

 

This release and our related presentation include the non-GAAP financial measures of (1) Adjusted EBITDA (on a consolidated basis and for our reporting segments) and (2) Adjusted Earnings Per Share (“Adjusted EPS”).  Adjusted EBITDA and Adjusted EPS are intended to provide additional information only and do not have any standard meaning prescribed by generally accepted accounting principles in the U.S. (“GAAP”).  A quantitative reconciliation of historical net income to Adjusted EBITDA and EPS (as defined below) to Adjusted EPS is found in the tables accompanying this release.

 

EBITDA represents net income, or income from continuing operations, as applicable, before (1) interest income (expense) net, (2) income tax provision, (3) depreciation and depletion, (4) amortization, and (5) accretion.  Adjusted EBITDA represents EBITDA as further adjusted to exclude specifically identified items that management believes do not directly reflect our core operations.  For the periods presented herein, the specifically identified items are: (1) adjustments to exclude the updates to the tax agreement liability, including tax impacts of our 2009 initial public offering and 2010 secondary offering, (2) adjustments for derivative financial instruments, excluding fair value mark-to-market gains or losses and including cash amounts received or paid, and (3) adjustments to exclude a significant broker contract that expired in the first quarter of 2010.  Because of the inherent uncertainty related to the items identified above, management does not believe it is able to provide a meaningful forecast of the comparable GAAP measures or a reconciliation to any forecasted GAAP measures.

 

Adjusted EPS represents diluted earnings (loss) per common share attributable to controlling interest, or diluted earnings (loss) per common share attributable to controlling interest from continuing operations, as applicable (“EPS”), adjusted to exclude the estimated per share impact of the same specifically identified items used to calculate Adjusted EBITDA as described above, adjusted at the statutory rate of 36%.

 

Adjusted EBITDA is an additional tool intended to assist our management in comparing our performance on a consistent basis for purposes of business decision-making by removing the impact of certain items that management believes do not directly reflect our core operations.  Adjusted EBITDA is a metric intended to assist management in evaluating operating performance, comparing performance across periods, planning and forecasting future business operations and helping determine levels of operating and capital investments.  Period-to-period comparisons of Adjusted EBITDA are intended to help our management identify and assess additional trends potentially impacting our company that may not be shown solely by period-to-period comparisons of net income or income from continuing operations.  Our chief operating decision maker uses Adjusted EBITDA as a measure of segment performance.  Consolidated Adjusted EBITDA is also used as part of our incentive compensation program for our executive officers and others.

 

We believe Adjusted EBITDA and Adjusted EPS are also useful to investors, analysts and other external users of our consolidated financial statements in evaluating our operating performance from period to period and comparing our performance to similar operating results of other relevant companies.  Adjusted EBITDA allows investors to measure a company’s operating performance without regard to items such as interest expense, taxes, depreciation and depletion, amortization and accretion and other specifically identified items that are not considered to directly reflect our core operations.  Similarly, we believe our use of Adjusted EPS provides an appropriate measure to use in assessing our performance across periods given that this measure provides an adjustment for certain specifically identified significant items that are not considered to directly reflect our core operations, the magnitude of which may vary significantly from period to period and, thereby, have a disproportionate effect on the earnings per share reported for a given period.

 

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Our management recognizes that using Adjusted EBITDA and Adjusted EPS as performance measures has inherent limitations as compared to net income, income from continuing operations, EPS or other GAAP financial measures, as these non-GAAP measures exclude certain items, including items that are recurring in nature, which may be meaningful to investors.  Adjusted EBITDA and Adjusted EPS should not be considered in isolation and do not purport to be alternatives to net income, income from continuing operations, EPS or other GAAP financial measures as a measure of our operating performance.  Because not all companies use identical calculations, our presentations of Adjusted EBITDA and Adjusted EPS may not be comparable to other similarly titled measures of other companies.  Moreover, our presentation of Adjusted EBITDA is different than EBITDA as defined in our debt financing agreements.

 

SOURCE:  Cloud Peak Energy

 

Cloud Peak Energy Inc.

Karla Kimrey, 720-566-2932

Vice President, Investor Relations

 

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CLOUD PEAK ENERGY INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(in thousands, except per share data)

 

 

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

 

 

2013

 

2012

 

2013

 

2012

 

Revenues

 

$

353,234

 

$

374,825

 

$

1,396,097

 

$

1,516,772

 

amortization and accretion, shown separately)

 

282,703

 

281,486

 

1,136,318

 

1,132,399

 

Depreciation and depletion

 

24,934

 

24,239

 

100,523

 

94,575

 

Accretion

 

3,094

 

3,862

 

15,342

 

13,189

 

Derivative finance instruments

 

30

 

(3,293

)

(25,611

)

(22,754

)

Selling, general and administrative expenses

 

13,424

 

13,402

 

53,066

 

54,548

 

Other operating costs

 

2,183

 

646

 

4,077

 

2,949

 

Total costs and expenses

 

326,368

 

320,343

 

1,283,715

 

1,274,906

 

Operating income

 

26,866

 

54,482

 

112,382

 

241,866

 

Other income (expense)

 

 

 

 

 

 

 

 

 

Interest income

 

97

 

139

 

440

 

1,086

 

Interest expense

 

(11,847

)

(10,871

)

(41,665

)

(36,327

)

Tax agreement benefit (expense)

 

 

 

(10,515

)

29,000

 

Other, net

 

(81

)

(460

)

2,423

 

(847

)

Total other expense

 

(11,831

)

(11,192

)

(49,317

)

(7,088

)

Income before income tax provision and earnings from unconsolidated affiliates

 

15,035

 

43,290

 

63,065

 

234,778

 

Income tax expense

 

(1,118

)

(15,104

)

(11,629

)

(62,614

)

Earnings from unconsolidated affiliates, net of tax

 

(16

)

(23

)

535

 

1,556

 

Net income

 

13,901

 

28,163

 

51,971

 

173,720

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

Retiree medical plan amortization of prior service costs

 

444

 

394

 

1,775

 

1,575

 

Retiree medical plan adjustment

 

10,794

 

(4,664

)

10,824

 

(4,665

)

Decker pension adjustments

 

3,199

 

113

 

3,199

 

204

 

Income tax on retiree medical plan and pension adjustments

 

(5,127

)

1,496

 

(5,616

)

1,039

 

Other comprehensive income

 

9,310

 

(2,661

)

10,182

 

(1,847

)

Total comprehensive income

 

$

23,211

 

$

25,502

 

$

62,153

 

$

171,873

 

 

 

 

 

 

 

 

 

 

 

Earnings per common share attributable to controlling interest:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.23

 

$

0.47

 

$

0.86

 

$

2.89

 

Diluted

 

$

0.23

 

$

0.46

 

$

0.85

 

$

2.85

 

Weighted-average shares outstanding - basic

 

60,773

 

60,382

 

60,652

 

60,093

 

Weighted-average shares outstanding - diluted

 

61,350

 

61,260

 

61,161

 

60,927

 

 

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CLOUD PEAK ENERGY INC.

CONSOLIDATED BALANCE SHEETS

(in thousands)

 

 

 

December 31,

 

 

 

2013

 

2012

 

ASSETS

 

 

 

 

 

Current assets

 

 

 

 

 

Cash and cash equivalents

 

$

231,633

 

$

197,691

 

Investments in marketable securities

 

80,687

 

80,341

 

Accounts receivable

 

74,068

 

76,117

 

Due from related parties

 

742

 

1,561

 

Inventories, net

 

80,144

 

81,675

 

Deferred income taxes

 

18,326

 

28,112

 

Derivative financial instruments

 

26,420

 

13,785

 

Other assets

 

19,541

 

16,513

 

Total current assets

 

531,561

 

495,795

 

 

 

 

 

 

 

Noncurrent assets

 

 

 

 

 

Property, plant and equipment, net

 

1,654,014

 

1,678,294

 

Goodwill

 

35,634

 

35,634

 

Deferred income taxes

 

91,361

 

101,075

 

Other assets

 

44,855

 

40,525

 

Total assets

 

$

2,357,425

 

$

2,351,323

 

LIABILITIES AND EQUITY

 

 

 

 

 

Current liabilities

 

 

 

 

 

Accounts payable

 

$

59,046

 

$

49,589

 

Royalties and production taxes

 

131,917

 

129,351

 

Accrued expenses

 

41,463

 

50,364

 

Current portion of tax agreement liability

 

13,504

 

19,485

 

Current portion of federal coal lease obligations

 

58,958

 

63,191

 

Other liabilities

 

2,513

 

2,770

 

Total current liabilities

 

307,401

 

314,750

 

 

 

 

 

 

 

Noncurrent liabilities

 

 

 

 

 

Tax agreement liability, net of current portion

 

90,091

 

97,053

 

Senior notes

 

596,974

 

596,506

 

Federal coal lease obligations, net of current portion

 

63,970

 

122,928

 

Asset retirement obligations, net of current portion

 

246,081

 

238,991

 

Other liabilities

 

50,859

 

50,073

 

Total liabilities

 

1,355,376

 

1,420,301

 

 

 

 

 

 

 

Equity

 

 

 

 

 

Common stock ($0.01 par value; 200,000 shares authorized; 61,296 and 61,114 issued and 60,896 and 60,839 outstanding at December 31, 2013 and 2012, respectively)

 

609

 

608

 

Treasury stock 400 shares and 373 shares at December 31, 2013 and 2012, respectively)

 

(5,667

)

(5,390

)

Additional paid-in capital

 

559,602

 

550,452

 

Retained earnings

 

457,784

 

405,813

 

Accumulated other comprehensive loss

 

(10,279

)

(20,461

)

Total equity

 

1,002,049

 

931,022

 

Total liabilities and equity

 

$

2,357,425

 

$

2,351,323

 

 

9



 

CLOUD PEAK ENERGY INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

 

 

 

Year Ended December 31,

 

 

 

2013

 

2012

 

2011

 

Cash flows from operating activities

 

 

 

 

 

 

 

Net income

 

$

51,971

 

$

173,720

 

$

189,797

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

 

Depreciation and depletion

 

100,523

 

94,575

 

87,127

 

Accretion

 

15,342

 

13,189

 

12,469

 

Earnings from unconsolidated affiliates

 

(535

)

(1,556

)

(1,801

)

Distributions of income from unconsolidated affiliates

 

2,000

 

1,023

 

5,250

 

Deferred income taxes

 

13,860

 

42,210

 

(11,224

)

Tax agreement (benefit) expense

 

10,515

 

(29,000

)

19,854

 

Stock compensation expense

 

8,016

 

11,796

 

8,796

 

Mark-to-market gains

 

(25,611

)

(22,754

)

(2,275

)

Other

 

12,256

 

11,795

 

11,506

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

Accounts receivable

 

1,874

 

18,632

 

(30,074

)

Inventories, net

 

1,709

 

(9,077

)

(6,452

)

Due to or from related parties

 

819

 

(1,090

)

(37

)

Other assets

 

(3,981

)

(4,486

)

4,436

 

Accounts payable and accrued expenses

 

3,540

 

(32,137

)

26,327

 

Tax agreement liability

 

(23,459

)

(25,097

)

(9,409

)

Asset retirement obligations

 

(1,075

)

(5,632

)

(7,506

)

Settlement of derivatives

 

12,976

 

11,244

 

 

Net cash provided by operating activities

 

180,740

 

247,355

 

296,784

 

Investing activities

 

 

 

 

 

 

 

Acquisitions of Youngs Creek and CX Ranch coal and land assets

 

 

(300,377

)

 

Purchases of property, plant and equipment

 

(46,780

)

(53,550

)

(108,733

)

Cash paid for capitalized interest

 

(33,230

)

(50,119

)

(33,989

)

Investments in marketable securities

 

(64,357

)

(67,576

)

(75,228

)

Maturity and redemption of investments

 

64,011

 

62,463

 

 

Investment in development projects

 

(6,247

)

(7,389

)

 

Initial payment on federal coal leases

 

 

 

(69,407

)

Return of restricted cash

 

 

71,244

 

110,972

 

Partnership escrow deposit

 

 

(4,470

)

 

Partnership escrow return

 

4,468

 

 

 

Other

 

117

 

1,909

 

713

 

Net cash used in investing activities

 

(82,018

)

(347,865

)

(175,672

)

Financing activities

 

 

 

 

 

 

 

Principal payments on federal coal leases

 

(63,191

)

(102,198

)

(54,630

)

Payment of deferred financing fees

 

(1,039

)

 

 

Proceeds from issuance of common stock

 

 

65

 

 

Other

 

(550

)

(3,906

)

(2,343

)

Net cash used in financing activities

 

(64,780

)

(106,039

)

(56,973

)

 

 

 

 

 

 

 

 

Net increase (decrease) in cash and cash equivalents

 

33,942

 

(206,549

)

64,139

 

Cash and cash equivalents at beginning of period

 

197,691

 

404,240

 

340,101

 

Cash and cash equivalents at end of period

 

$

231,633

 

$

197,691

 

$

404,240

 

 

 

 

 

 

 

 

 

Supplemental cash flow disclosures:

 

 

 

 

 

 

 

Interest paid

 

$

69,478

 

$

84,201

 

$

62,792

 

Income taxes paid, net

 

$

11,419

 

$

27,017

 

$

6,161

 

 

 

 

 

 

 

 

 

Supplemental noncash investing and financing activities:

 

 

 

 

 

 

 

Non-cash interest capitalized

 

$

3,994

 

$

7,845

 

$

16,092

 

Capital expenditures included in accounts payable

 

$

1,957

 

$

4,579

 

$

10,893

 

Assets acquired under capital leases

 

$

10,222

 

$

 

$

 

Obligations to acquire federal coal leases and other mineral rights

 

$

 

$

 

$

224,658

 

 

10



 

CLOUD PEAK ENERGY INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP MEASURES

(in millions, except per share data)

 

Adjusted EBITDA

 

 

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

 

 

2013

 

2012

 

2013

 

2012

 

Net income

 

$

13.9

 

$

28.2

 

$

52.0

 

$

173.7

 

Interest income

 

(0.1

)

(0.1

)

(0.4

)

(1.1

)

Interest expense

 

11.8

 

10.9

 

41.7

 

36.3

 

Income tax expense

 

1.1

 

15.1

 

11.6

 

62.6

 

Depreciation and depletion

 

24.9

 

24.2

 

100.5

 

94.6

 

Accretion

 

3.1

 

3.9

 

15.3

 

13.2

 

EBITDA

 

54.8

 

82.1

 

220.7

 

379.3

 

Tax agreement expense(1)

 

 

 

10.5

 

(29.0

)

Derivative financial instruments:

 

 

 

 

 

 

 

 

 

Exclusion of fair value mark-to-market gains

 

 

(3.3

)

(25.6

)

(22.8

)

Inclusion of cash amounts received

 

7.3

 

10.2

 

13.0

 

11.2

 

Derivative Financial instruments

 

7.3

 

6.9

 

(12.6

)

(11.5

)

Adjusted EBITDA

 

$

62.1

 

$

89.0

 

$

218.6

 

$

338.8

 

 


(1)         Changes to related deferred taxes are included in income tax expense.

 

Adjusted EPS

 

 

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

 

 

2013

 

2012

 

2013

 

2012

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per common share

 

$

0.23

 

$

0.46

 

$

0.85

 

$

2.85

 

Tax agreement expense including tax impacts of IPO and Secondary Offering

 

 

 

0.01

 

(0.58

)

Derivative financial instruments:

 

 

 

 

 

 

 

 

 

Exclusion of fair value mark-to-market gains

 

 

(0.03

)

(0.27

)

(0.24

)

Inclusion of cash amounts received

 

0.08

 

0.11

 

0.14

 

0.12

 

Derivative financial instrument

 

0.08

 

0.08

 

(0.13

)

(0.12

)

Adjusted EPS

 

$

0.30

 

$

0.54

 

$

0.73

 

$

2.15

 

Weighted-average dilutive shares outstanding (in millions)

 

61.4

 

61.3

 

61.2

 

60.9

 

 

11



 

Adjusted EBITDA by Segment

 

 

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

 

 

2013

 

2012

 

2013

 

2012

 

Owned and Operated Mines

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

56.2

 

$

75.4

 

$

202.0

 

$

283.3

 

Depreciation and depletion

 

(26.7

)

(23.4

)

(98.9

)

(89.2

)

Accretion

 

(2.6

)

(2.8

)

(11.0

)

(9.5

)

Derivative financial instruments:

 

 

 

 

 

 

 

 

 

Exclusion of fair value mark-to-market gains (losses)

 

0.1

 

(0.2

)

(0.3

)

0.1

 

Inclusion of cash amounts paid

 

(0.4

)

 

0.3

 

 

Derivative financial instruments

 

(0.3

)

(0.2

)

 

0.1

 

Other

 

(0.1

)

0.5

 

(2.6

)

0.9

 

Operating income

 

26.5

 

49.6

 

89.5

 

185.6

 

Logistics and Related Activities

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

5.2

 

15.4

 

11.4

 

57.1

 

Derivative financial instruments:

 

 

 

 

 

 

 

 

 

Exclusion of fair value mark-to-market gains (losses)

 

(0.2

)

3.5

 

26.0

 

22.6

 

Inclusion of cash amounts paid

 

(6.9

)

(10.2

)

(13.2

)

(11.2

)

Derivative financial instruments

 

(7.1

)

(6.7

)

12.8

 

11.4

 

Operating income

 

(1.8

)

8.6

 

24.1

 

68.4

 

Corporate and Other

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

1.1

 

(1.4

)

6.0

 

 

Depreciation and depletion

 

1.8

 

(0.9

)

(1.6

)

(5.3

)

Accretion

 

(0.5

)

(1.1

)

(4.3

)

(3.7

)

Earnings from unconsolidated affiliates, net of tax

 

0.3

 

 

(0.5

)

(1.6

)

Operating income

 

2.7

 

(3.3

)

(0.4

)

(10.5

)

Eliminations

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

(0.5

)

(0.4

)

(0.8

)

(1.6

)

Operating income

 

(0.5

)

(0.4

)

(0.8

)

(1.6

)

Consolidated operating income

 

26.9

 

54.5

 

112.4

 

241.9

 

Interest income

 

0.1

 

0.1

 

0.4

 

1.1

 

Interest expense

 

(11.8

)

(10.9

)

(41.7

)

(36.3

)

Tax agreement expense

 

 

 

(10.5

)

29.0

 

Other, net

 

(0.2

)

(0.5

)

2.4

 

(0.8

)

Income tax expense

 

(1.1

)

(15.1

)

(11.6

)

(62.6

)

Earnings from unconsolidated affiliates, net of tax

 

 

 

0.6

 

1.6

 

Net income

 

$

13.9

 

$

28.2

 

$

52.0

 

$

173.7

 

 

Due to the tabular presentation of rounded amounts, totals may reflect insignificant rounding differences.

 

12



 

Tons Sold

 

Q4

 

Q3

 

Q2

 

Q1

 

Q4

 

Q3

 

Year

 

Year

 

(in thousands)

 

2013

 

2013

 

2013

 

2013

 

2012

 

2012

 

2013

 

2012

 

Mine

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Antelope

 

7,945

 

7,952

 

7,371

 

8,086

 

9,029

 

9,111

 

31,354

 

34,316

 

Cordero Rojo

 

9,027

 

10,054

 

8,359

 

9,231

 

9,970

 

10,201

 

36,670

 

39,205

 

Spring Creek

 

4,765

 

5,140

 

4,362

 

3,742

 

4,616

 

5,072

 

18,009

 

17,101

 

Decker (50% interest)

 

483

 

489

 

382

 

165

 

395

 

417

 

1,519

 

1,441

 

Total

 

22,220

 

23,635

 

20,473

 

21,224

 

24,009

 

24,802

 

87,552

 

92,063

 

 

13