Murray Energy Corporation Announces New Consent Solicitation for 8.625% Senior Secured Notes due 2021 and 9.50% Senior Secured Notes due 2020
ST. CLAIRSVILLE, Ohio, April 7, 2015 /PRNewswire/ -- Murray Energy Corporation ("Murray Energy" or the "Company") today announced that it will solicit consents (the "Consent Solicitation"), pursuant to a consent solicitation statement, dated as of April 7, 2015 (as may be amended or supplemented from time to time, the "Consent Solicitation Statement"), from holders of its outstanding 8.625% Senior Secured Notes due 2021 (the "2013 Notes") and from holders of its outstanding 9.50% Senior Secured Notes due 2020 (the "2014 Notes" and, together with the 2013 Notes, the "Notes") to approve amendments (the "Proposed Amendments") to the indenture relating to the 2013 Notes and the indenture relating to the 2014 Notes (together, the "Indentures").
The Company is seeking the consent of holders to the Proposed Amendments in order to facilitate the implementation of changes to its capital structure in connection with the acquisition of interests in Foresight Energy GP LLC and Foresight Energy LP (the "Acquisition"), and to provide the Company with additional operational flexibility following the Acquisition. In particular, the Proposed Amendments will allow the incurrence of additional secured indebtedness in order to finance and facilitate the Acquisition.
In connection with the Acquisition and Consent Solicitation, the Company is offering to purchase for cash any and all Notes on the terms and subject to the conditions set forth in the offer to purchase, as amended, distributed to holders of the Notes (the "Tender Offer"). The total consideration for the Notes validly tendered and not validly withdrawn pursuant to the offer to purchase remains $1,109.70 per $1,000 principal amount of 2013 Notes and $1,178.70 per $1,000 principal amount of 2014 Notes.
The Company anticipates that, promptly after receipt of consents from at least a majority of the outstanding aggregate principal amount of holders of the 2013 Notes and the 2014 Notes prior to the Expiration Time (as defined below), the Company and The Bank of New York Mellon, as trustee, will execute and deliver a supplemental indenture with respect to each of the Indenture governing the 2013 Notes and the Indenture governing the 2014 Notes (each, a "Supplemental Indenture"). However, neither Supplemental Indenture will become operative until satisfaction of the Acquisition Condition and the Tender Offer Condition (each as defined in the Consent Solicitation Statement), whereupon the Proposed Amendments relating to the Notes will apply to all the Notes outstanding, including those held by holders who did not give their consent. The Acquisition Condition and the Tender Offer Condition may not be waived by the Company.
Each of the consent solicitations will expire at 5:00 p.m., New York City time, on April 9, 2015 (such date and time, as the same may be extended by the Company from time to time, the "Expiration Time"). Only holders of record of the Notes as of 5:00 p.m., New York City time, on April 6, 2015 are eligible to deliver consents to the Proposed Amendments.
Each consent solicitation is being made solely on the terms and subject to the conditions set forth in the Consent Solicitation Statement and the accompanying letter of consent. The Company may, in its sole discretion, terminate, extend or amend either consent solicitation at any time as described in the Consent Solicitation Statement.
Copies of the Consent Solicitation Statement, the letter of consent and other related documents may be obtained from D.F. King & Co., Inc., the Information and Tabulation Agent, at (877) 283 0316 (toll free). Holders of the Notes are urged to review the Consent Solicitation Statement and the letter of consent for the detailed terms of the consent solicitations and the procedures for consenting to the Proposed Amendments. Any persons with questions regarding the consent solicitations should contact the Solicitation Agents: Deutsche Bank Securities Inc. at (212) 250-7527 (collect) or (855) 287-1922 (toll free), or Goldman, Sachs & Co. at (212) 902-6941 (collect) or (800) 828-3182 (toll free).
IMPORTANT NOTE
This press release is for informational purposes only and does not constitute an offer to sell or the solicitation of offer to buy any securities, nor shall there be any offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. This press release contains "forward-looking" statements within the meaning of the federal securities laws. These statements contain words such as "possible," "intend," "plan," "will," "if" and "expect" and can be impacted by numerous factors, including risks relating to the securities markets generally, the impact of adverse market conditions affecting business of Murray Energy, adverse changes in laws including with respect to tax and regulatory matters and other risks. There can be no assurance that actual results will not differ from those expected by management of Murray Energy. Murray Energy does not undertake any obligation to update or revise such forward-looking statements to reflect events or circumstances that occur, or which Murray Energy become aware of, after the date hereof. The closing of the Supplemental Indentures and the effectiveness of the Proposed Amendments are subject to the satisfaction or waiver of several conditions described in the Consent Solicitation Statement, as may be amended from time to time. The closing of the Tender Offer is subject to the satisfaction or waiver of several conditions described in the offer to purchase and letter of transmittal, each as may be amended from time to time.
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SOURCE Murray Energy Corporation
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