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8-K - FORM 8-K - WESTMORELAND COAL Co | c21125e8vk.htm |
EX-99.2 - EXHIBIT 99.2 - WESTMORELAND COAL Co | c21125exv99w2.htm |
EXHIBIT 99.1

Westmoreland Coal Company | 2 N. Cascade Ave., 2nd Floor | |
(719) 442-2600 Telephone | Colorado Springs, CO 80903 |
Westmoreland Reports
Second Quarter 2011 Results
Second Quarter 2011 Results
Colorado Springs, CO August 4, 2011 Westmoreland Coal Company (NasdaqGM:WLB) today
reported its second quarter results for 2011.
Highlights:
| Q2 2011 coal tons sold decreased 1.7 million tons from Q2 2010 due to the effects of a prolonged hydro-electric season, flooding in Montana and North Dakota, and the expiration of an unprofitable coal contract in December 2010. |
| Operating income decreased $2.3 million from $1.3 million in Q2 2010 to an operating loss of $1.0 million in Q2 2011. Year to date 2011 operating income was $6.4 million compared to 2010 year to date operating income of $6.6 million. |
| Adjusted EBITDA decreased $2.2 million during Q2 2011 to $14.2 million as compared to $16.4 million in Q2 2010. Year to date 2011 Adjusted EBITDA was $37.5 million compared to year to date 2010 Adjusted EBITDA of $37.6 million. |
| Net loss applicable to common shareholders of $7.7 million ($0.59 per basic and diluted share) for Q2 2011 compared to Q2 2010 net income of $0.9 million ($0.09 per basic and diluted share). Second quarter 2010 net income included $4.3 million of income on a fair value adjustment for the conversion feature in the Companys convertible debt. Year to date net loss for 2011 was $25.7 million compared to a year to date 2010 net loss of $2.3 million. The 2011 net loss includes $17.0 million in charges related to the refinancing of debt in February 2011 and $3.2 million of expense on the conversion features fair value adjustment. |
| Westmoreland again continued its strong safety performance achieving reportable and lost time incident rates approximately 38.5% and 45.2%, respectively, of the national averages for surface operations for the second quarter of 2011. |
| During the second quarter of 2011, Westmorelands Beulah Mine received the Rocky Mountain Coal Mining Institute Surface Mine Safety Award, small mine category, for the surface mine with the lowest reportable rate of incidents in the eight-member state region. |
The story of the quarter was water; unprecedented amounts of it, said Keith E.
Alessi, Westmorelands President and CEO. Record snow pack in the Cascade Mountains led to
one of the longest hydroelectric seasons in history and negatively impacted sales at three
of our mines. Year to date we estimate that we experienced a volume reduction of 1.5
million tons as a result of these conditions. In addition, late in the quarter, historic
flood levels were experienced in North Dakota which disrupted rail service out of our WRI
mine. These conditions have now abated and we expect our tonnage sales to return to normal
during the third quarter. During the quarter our power operation performed extremely well
and we did an excellent job of managing controllable costs.
We are very pleased with the continuation of our strong safety performance during the
second quarter of 2011. We again beat the national surface mine averages and take great
pride in the Beulah Mine receiving the Rocky Mountain Coal Mining Institute Surface Mine
Safety Award.
Westmorelands second quarter 2010 income included $4.3 million of income from the fair
value adjustment on the conversion feature in the Companys convertible debt. Excluding the
fair value adjustment, second quarter 2011 net loss increased by $4.4 million. 2011 year to
date net income includes $17.0 million of charges related to the refinancing of debt in
February 2011 and $3.2 million of expense on the conversion features fair value adjustment.
2010 year to date net income includes $0.5 million of expense on the fair value adjustment
of the conversion feature. Excluding those items, net loss increased by $3.7 million.
The Companys revenues in Q2 2011 decreased to $112.1 million compared with $127.6
million in Q2 2010. This revenue decrease was driven by lower tonnage sales due to the
unusually long hydroelectric season, the flooding conditions, and the December 2010
expiration of an unprofitable coal contract.
Westmorelands Adjusted EBITDA decreased to $14.2 million in Q2 2011 from $16.4 million
in Q2 2010.
Coal Segment Operating Results
The following table summarizes the Companys Q2 2011 and Q2 2010 coal segment performance:
Three Months Ended June 30, | ||||||||||||||||
Increase / (Decrease) | ||||||||||||||||
2011 | 2010 | $ | % | |||||||||||||
Revenues (in thousands) |
$ | 90,776 | $ | 106,458 | $ | (15,682 | ) | (14.7 | )% | |||||||
Operating income (in thousands) |
2,080 | 5,721 | (3,641 | ) | (63.6 | )% | ||||||||||
Adjusted EBITDA (in thousands) |
13,906 | 17,675 | (3,769 | ) | (21.3 | )% | ||||||||||
Tons sold millions of equivalent tons |
4.4 | 6.1 | (1.7 | ) | (27.9 | )% | ||||||||||
Operating income per ton sold |
$ | 0.47 | $ | 0.94 | $ | (0.47 | ) | (50.0 | )% |
Westmorelands coal revenues for the second quarter of 2011 decreased to $90.8 million
compared with $106.5 million in the second quarter of 2010. This $15.7 million decrease was
primarily due to favorable hydropower conditions, which displaced Westmorelands customers
coal-generated power. Coal revenues also decreased due to flooding conditions which disrupted rail
service to the Absaloka Mine and the expiration of an unprofitable coal contract at the Rosebud
Mine.
The Company expects the hydropower conditions impacting its operations to return to normal
during the third quarter of 2011.
Power Segment Operating Results
The following table summarizes the Companys Q2 2011 and Q2 2010 power segment performance:
Three Months Ended June 30, | ||||||||||||||||
Increase / (Decrease) | ||||||||||||||||
2011 | 2010 | $ | % | |||||||||||||
(In thousands) | ||||||||||||||||
Revenues |
$ | 21,364 | $ | 21,174 | $ | 190 | 0.9 | % | ||||||||
Operating income |
2,450 | 1,307 | 1,143 | 87.5 | % | |||||||||||
Adjusted EBITDA |
5,363 | 4,002 | 1,361 | 34.0 | % | |||||||||||
Megawatts hours |
402 | 368 | 34 | 9.2 | % |
The Companys power segment revenues for the second quarter of 2011 increased to $21.4
million compared to $21.2 million in second quarter 2010. This $0.2 million increase is primarily
from increased megawatt hours sold as a result of shorter planned outages.
Power segment operating income increased to $2.5 million in Q2 2011 compared to $1.3 million
in Q2 2010 due to decreased maintenance costs.
Heritage Segment Operating Results
The Companys second quarter 2011 heritage operating expenses of $3.8 million are comparable
to the operating expenses for the second quarter of 2010.
Corporate Segment Operating Results
The Companys corporate segment operating expenses for the second quarter of 2011 of $1.7
million is comparable to $1.9 million in the second quarter of 2010.
Nonoperating Results
The Companys interest expense for the second quarter of 2011 increased to $7.6 million
compared with $5.8 million for the second quarter of 2010. This increase was primarily due to the
issuance of the Companys new notes in February 2011.
The Companys other income for the second quarter of 2011 decreased to $0.2 million compared
with $4.7 million of income for the second quarter of 2010. Excluding the $4.6 million impact of
the fair value adjustment on derivatives, other income increased $0.2 million primarily due to
gains on sales of securities during the second quarter of 2011.
Cash Flow from Operations and Liquidity
Cash provided by operating activities increased $4.5 million in the six months ended June 30,
2011 compared to the six months ended June 30, 2010, primarily due to favorable changes in working
capital.
Safety
Safety performance at Westmoreland mines continued to be significantly better than the
national average for surface operations.
Reportable | Lost Time | |||||||
Westmoreland Coal |
0.75 | 0.57 | ||||||
National Surface Mine Average |
1.95 | 1.26 |
Conference Call
A conference call regarding Westmoreland Coal Companys second quarter 2011 results will be
held on Thursday, August 4, 2011, at 10:00 a.m. Eastern Time. Call-in instructions are available
on the Companys web site and have been provided in a separate news release.
Additional Information
Westmoreland Coal Company is the oldest independent coal company in the United States. The
Companys coal operations include coal mining in the Powder River Basin in Montana and lignite
mining operations in Montana, North Dakota and Texas. Its power operations include ownership of
the two-unit ROVA coal-fired power plant in North Carolina. For more information visit
www.westmoreland.com.
Cautionary Note Regarding Forward-Looking Statements
This news release contains forward-looking statements. Forward-looking statements can be
identified by words such as anticipates, intends, plans, seeks, believes, estimates,
expects and similar references to future periods. Examples of forward-looking statements
include, but are not limited to the Companys expectation that its tonnage sales will return to
normal during the third quarter and that hydropower conditions impacting its operations will return
to normal during the third quarter of 2011.
Forward-looking statements are based on the Companys current expectations and assumptions
regarding its business, the economy and other future conditions. Because forward-looking statements
relate to the future, they are subject to inherent uncertainties, risks and changes in
circumstances that are difficult to predict. The Companys actual results may differ materially
from those contemplated by the forward-looking. The Company cautions you therefore against relying
on any of these forward-looking statements. They are statements neither of historical fact nor
guarantees or assurances of future performance. Important factors that could cause actual results
to differ materially from those in the forward-looking statements include political, economic,
business, competitive, market, weather and regulatory conditions and the following:
| changes in the Companys postretirement medical benefit and pension obligations and the impact of recently enacted healthcare legislation; |
| changes in the Companys black lung obligations, changes in the Companys experience related to black lung claims, and impact of the recently enacted healthcare legislation; |
| the Companys potential inability to expand or continue current coal operations due to limitations in obtaining bonding capacity for new mining permits; |
| the Companys potential inability to maintain compliance with debt covenant requirements; |
| the potential inability of the Companys subsidiaries to pay dividends to them due to restrictions in the Companys debt arrangements, reductions in planned coal deliveries or other business factors; |
| the Companys potential inability to enter into new coal supply agreements with existing customers due to the unfavorable result of competitive bid processes or the shutdown of a power facility due to new environmental legislation or regulations; |
| risks associated with the structure of ROVAs contracts with its lenders, coal suppliers and power purchaser, which could dramatically affect the overall profitability of ROVA; |
| the effect of Environmental Protection Agency inquiries and regulations on the operations of ROVA; |
| the effect of prolonged maintenance or unplanned outages at the Companys operations or those of its major power generating customers, including unplanned outages at its customers due to the impact of weather-related variances; |
| future legislation and changes in regulations, governmental policies and taxes, including those aimed at reducing emissions of elements such as mercury, sulfur dioxides, nitrogen oxides, particulate matter or greenhouse gases; and |
| the other factors that are described in Risk Factors in the Companys Form 10-K for fiscal year 2010. |
Any forward-looking statements made by the Company in this news release speaks only as of the
date on which it was made. Factors or events that could cause the Companys actual results to
differ may emerge from time-to-time, and it is not possible for the Company to predict all of them.
The Company undertakes no obligation to publicly update any forward-looking statements, whether as
a result of new information, future developments or otherwise, except as may be required by law.
# # #
Contact: Kevin Paprzycki (719) 442-2600
Contact: Kevin Paprzycki (719) 442-2600
Westmoreland Coal Company and Subsidiaries
Consolidated Statements of Operations (Unaudited)
Consolidated Statements of Operations (Unaudited)
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
(In thousands, except per share data) | ||||||||||||||||
Revenues |
$ | 112,140 | $ | 127,632 | $ | 239,904 | $ | 254,071 | ||||||||
Cost, expenses and other: |
||||||||||||||||
Cost of sales |
91,289 | 104,481 | 188,799 | 202,158 | ||||||||||||
Depreciation, depletion and amortization |
11,004 | 11,078 | 22,249 | 22,471 | ||||||||||||
Selling and administrative |
9,035 | 9,673 | 18,340 | 19,648 | ||||||||||||
Heritage health benefit expenses |
3,441 | 3,394 | 7,219 | 7,309 | ||||||||||||
Loss (gain) on sales of assets |
241 | 19 | 324 | 90 | ||||||||||||
Other operating income |
(1,870 | ) | (2,346 | ) | (3,467 | ) | (4,252 | ) | ||||||||
113,140 | 126,299 | 233,464 | 247,424 | |||||||||||||
Operating income (loss) |
(1,000 | ) | 1,333 | 6,440 | 6,647 | |||||||||||
Other income (expense): |
||||||||||||||||
Interest expense |
(7,645 | ) | (5,767 | ) | (14,612 | ) | (11,490 | ) | ||||||||
Loss on extinguishment of debt |
| | (17,030 | ) | | |||||||||||
Interest income |
329 | 367 | 711 | 777 | ||||||||||||
Other income (loss) |
240 | 4,726 | (2,777 | ) | 891 | |||||||||||
(7,076 | ) | (674 | ) | (33,708 | ) | (9,822 | ) | |||||||||
Income (loss) before income taxes |
(8,076 | ) | 659 | (27,268 | ) | (3,175 | ) | |||||||||
Income tax benefit from operations |
(161 | ) | (47 | ) | (621 | ) | (137 | ) | ||||||||
Net income (loss) |
(7,915 | ) | 706 | (26,647 | ) | (3,038 | ) | |||||||||
Less net loss attributable to noncontrolling interest |
(508 | ) | (553 | ) | (1,630 | ) | (1,443 | ) | ||||||||
Net income (loss) attributable to the Parent company |
(7,407 | ) | 1,259 | (25,017 | ) | (1,595 | ) | |||||||||
Less preferred stock dividend requirements |
340 | 340 | 680 | 680 | ||||||||||||
Net income (loss) applicable to common shareholders |
$ | (7,747 | ) | $ | 919 | $ | (25,697 | ) | $ | (2,275 | ) | |||||
Net income (loss) per share applicable to common
shareholders: |
||||||||||||||||
Basic |
$ | (0.59 | ) | $ | 0.09 | $ | (2.01 | ) | $ | (0.21 | ) | |||||
Diluted |
(0.59 | ) | 0.09 | (2.01 | ) | (0.21 | ) | |||||||||
Weighted average number of common shares outstanding: |
||||||||||||||||
Basic |
13,200 | 10,654 | 12,789 | 10,588 | ||||||||||||
Diluted |
13,200 | 10,704 | 12,789 | 10,588 | ||||||||||||
Net income (loss) (from above) |
$ | (7,915 | ) | $ | 706 | $ | (26,647 | ) | $ | (3,038 | ) | |||||
Other comprehensive income (loss): |
||||||||||||||||
Amortization of accumulated actuarial gains or
losses, pension |
385 | 436 | 770 | 664 | ||||||||||||
Amortization of accumulated actuarial gains or
losses and transition obligations and prior service
costs, postretirement medical benefits |
(72 | ) | (70 | ) | (144 | ) | (138 | ) | ||||||||
Tax effect of other comprehensive income gains |
(57 | ) | | (167 | ) | | ||||||||||
Unrealized and realized gains and losses on
available-for-sale securities |
(161 | ) | (108 | ) | (191 | ) | (607 | ) | ||||||||
Comprehensive income (loss) |
$ | (7,820 | ) | $ | 964 | $ | (26,379 | ) | $ | (3,119 | ) | |||||
See accompanying Notes to Consolidated Financial Statements.
Westmoreland Coal Company and Subsidiaries
Summary Financial Information (Unaudited)
Summary Financial Information (Unaudited)
Six Months Ended June 30, | ||||||||
2011 | 2010 | |||||||
(In thousands) | ||||||||
Cash Flow |
||||||||
Net cash provided by operating activities |
$ | 24,320 | $ | 19,848 | ||||
Net cash used in investing activities |
(14,477 | ) | (7,896 | ) | ||||
Net cash provided by (used in) financing activities |
26,120 | (11,785 | ) |
June 30, | December 31, | |||||||
2011 | 2010 | |||||||
(In thousands) | ||||||||
Balance Sheet Data (Unaudited) |
||||||||
Total assets |
$ | 772,369 | $ | 750,306 | ||||
Total debt |
$ | 290,669 | $ | 242,104 | ||||
Working capital deficit |
$ | (8,641 | ) | $ | (35,793 | ) | ||
Total deficit |
$ | (180,207 | ) | $ | (162,355 | ) | ||
Common shares outstanding |
13,237 | 11,161 |
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
(In thousands) | ||||||||||||||||
Adjusted EBITDA by Segment |
||||||||||||||||
Coal |
$ | 13,906 | $ | 17,675 | $ | 35,191 | $ | 37,913 | ||||||||
Power |
5,363 | 4,002 | 12,715 | 10,883 | ||||||||||||
Heritage |
(3,817 | ) | (3,761 | ) | (7,987 | ) | (8,016 | ) | ||||||||
Corporate |
(1,204 | ) | (1,532 | ) | (2,387 | ) | (3,167 | ) | ||||||||
Total |
$ | 14,248 | $ | 16,384 | $ | 37,532 | $ | 37,613 | ||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
(In thousands) | ||||||||||||||||
Reconciliation of Adjusted EBITDA to net loss |
||||||||||||||||
Net income (loss) |
$ | (7,915 | ) | $ | 706 | $ | (26,647 | ) | $ | (3,038 | ) | |||||
Income tax benefit from continuing operations |
(161 | ) | (47 | ) | (621 | ) | (137 | ) | ||||||||
Other loss (income) |
(240 | ) | (4,726 | ) | 2,777 | (891 | ) | |||||||||
Interest income |
(329 | ) | (367 | ) | (711 | ) | (777 | ) | ||||||||
Loss on extinguishment of debt |
| | 17,030 | | ||||||||||||
Interest expense |
7,645 | 5,767 | 14,612 | 11,490 | ||||||||||||
Depreciation, depletion and amortization |
11,004 | 11,078 | 22,249 | 22,471 | ||||||||||||
Accretion of ARO and receivable |
2,700 | 2,837 | 5,400 | 5,840 | ||||||||||||
Amortization of intangible assets and
liabilities |
164 | 151 | 327 | 236 | ||||||||||||
EBITDA |
12,868 | 15,399 | 34,416 | 35,194 | ||||||||||||
Loss on sale of assets |
241 | 19 | 324 | 90 | ||||||||||||
Share-based compensation |
1,139 | 966 | 2,792 | 2,329 | ||||||||||||
Adjusted EBITDA |
$ | 14,248 | $ | 16,384 | $ | 37,532 | $ | 37,613 | ||||||||
EBITDA and Adjusted EBITDA are supplemental measures of financial performance that are
not required by, or presented in accordance with, GAAP. EBITDA and Adjusted EBITDA are included in
this news release because they are key metrics used by management to assess the Companys operating
performance and the Company believes that EBITDA and Adjusted EBITDA are useful to an investor in
evaluating the Companys operating performance because these measures:
| are used widely by investors to measure a companys operating performance without regard to items excluded from the calculation of such terms, which can vary substantially from company to company depending upon accounting methods and book value of assets, capital structure and the method by which assets were acquired, among other factors; and |
| help investors to more meaningfully evaluate and compare the results of the Companys operations from period to period by removing the effect of the Companys capital structure and asset base from its operating results. |
Neither EBITDA nor Adjusted EBITDA is a measure calculated in accordance with GAAP. The items
excluded from EBITDA and Adjusted EBITDA are significant in assessing the Companys operating
results. EBITDA and Adjusted EBITDA have limitations as analytical tools, and should not be
considered in isolation from, or as a substitute for, analysis of the Companys results as reported
under GAAP. For example, EBITDA and Adjusted EBITDA:
| do not reflect the Companys cash expenditures, or future requirements for capital and major maintenance expenditures or contractual commitments; |
| do not reflect income tax expenses or the cash requirements necessary to pay income taxes; |
| do not reflect changes in, or cash requirements for, the Companys working capital needs; and |
| do not reflect the significant interest expense, or the cash requirements necessary to service interest or principal payments, on certain of the Companys debt obligations. |
In addition, although depreciation and amortization are non-cash charges, the assets being
depreciated and amortized will often have to be replaced in the future, and EBITDA and Adjusted
EBITDA do not reflect any cash requirements for such replacements. Other companies in the Companys
industry and in other industries may calculate EBITDA and Adjusted EBITDA differently from the way
that the Company does, limiting their usefulness as comparative measures. Because of these
limitations, EBITDA and Adjusted EBITDA should not be considered as measures of discretionary cash
available to the Company to invest in the growth of its business. The Company compensates for these
limitations by relying primarily on its GAAP results and using EBITDA and Adjusted EBITDA only as
supplemental data.