Westmoreland Coal obtains necessary consents to amend 10¾% notes

By Marisa Wong

Madison, Wis., Dec. 2 – Westmoreland Coal Co. announced the early results of its tender offer for any and all of its outstanding $675,485,000 principal amount of 10¾% senior secured notes due 2018 and the related consent solicitation.

As of 5 p.m. ET on Dec. 1, the consent payment deadline, holders had tendered $664,002,000, or 98.3%, of the outstanding notes, giving the company the required consents to approve the proposed amendments under the consent solicitation.

As previously announced, the company is soliciting consents to proposed amendments that would eliminate most of the restrictive covenants and some events of default contained in the indenture governing the notes, for which it needs approval from noteholders representing a majority in principal amount of the notes, as well as release the security for the notes and some events of default relating to the security for the notes, for which it needs approval from noteholders representing at least 75% in principal amount.

Holders who tendered their notes by the consent payment deadline will receive the total consideration of $1,048.75 per $1,000 principal amount of notes, which includes a consent payment of $30.00 per $1,000 of notes. Holders tendering after the consent payment deadline will not receive the consent payment. The company is also paying accrued interest.

Holders may not tender their notes without delivering consents or deliver consents without tendering their notes.

Tenders may no longer be withdrawn, and consents may no longer be revoked.

The offer expires at midnight ET on Dec. 15.

The offer is subject to the satisfaction of some conditions, including the receipt of at least $400 million in a private offering of new notes, at least $300 million from a new term loan with BMO Capital Markets Corp. as lead arranger and Bank of Montreal as administrative agent and the necessary consents described above.

BMO Capital Markets Corp. (attn.: Brian Perman, 800 221-9443 or 212 702-1191) is the dealer manager for the offer and solicitation agent for the consent solicitation.

The independent coal company is based in Englewood, Colo.

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