Murray Energy Corporation Announces Offering of Senior Secured Notes

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Mar 27, 2015, 08:00 ET

ST. CLAIRSVILLE, Ohio, March 27, 2015 /PRNewswire/ -- Murray Energy Corporation ("Murray Energy") announced today that it intends to offer, subject to market and other conditions, $1.55 billion in aggregate principal amount of senior secured notes due 2020 and 2023 (the "Notes") through an offering to qualified institutional buyers within the United States pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act") and to persons outside the United States pursuant to Regulation S under the Securities Act.

Murray Energy intends to use the net proceeds from the sale of the Notes, to finance a portion of the consideration for the acquisition of interests in Foresight Energy GP LLC and Foresight Energy LP (together with Foresight Energy GP LLC, "Foresight") (the "Acquisition) and fund its concurrent tender offers for any and all of its outstanding 8.625% senior secured notes due 2021 and its outstanding 9.50% senior secured notes due 2020.

The Notes will not be registered under the Securities Act or applicable state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements. This release is for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to purchase any of the Notes, nor shall there be any sale of the Notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction. Any offers of the Notes will be made only by means of a private offering memorandum.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act") that are based on current expectations, estimates, forecasts and projections about us, our future performance, our liquidity, the coal industry, our beliefs and management's assumptions. Words such as "anticipate," "assume," "believe," "estimate," "expect," "intend," "plan," "seek," "project," "target," "goal," and variations of such words and similar expressions are intended to identify such forward‑looking statements. All forward‑looking statements speak only as of the date on which they are made. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions concerning future events that are difficult to predict. Therefore, actual future events or results may differ materially from these statements. We believe that the factors that could cause our actual results to differ materially include the factors that we describe under "Risk Factors." from time to time in our filings with the Securities and Exchange Commission ("SEC"). These risks and uncertainties include but are not limited to:

market demand for coal and electricity;
the duration and severity of the global economic downturn and disruptions in the financial markets;
geologic conditions, weather and other risks of coal mining that are beyond our control;
claims and litigation brought against us, including government criminal investigations;
our ability to collect payments from customers;
the coverage provided by our insurance against certain liabilities;
our ability to extend existing long‑term coal supply agreements or enter into new agreements in the future;
an increase in competition within our industry and with producers of competing energy sources;
changing consumer preferences and demand;
the accuracy with which we are able to estimate our coal reserves and changes in the value of our proven and probable coal reserves;
our ability to acquire or develop coal reserves in an economically feasible manner;
availability and pricing of mining and other industrial supplies;
commitments made under take‑or‑pay arrangements;
negotiation of labor contracts, employee relations and workforce availability;
defects in title or loss of leasehold interests in certain property;
transportation availability, performance and costs;
inability to realize the benefits of acquisitions;
loss of key customers;
our ability to obtain or renew surety bonds on acceptable terms;
possibility of strikes or other work stoppages at our six unionized mines;
obligations relating to benefits for retired employees and under pension plans including, but not limited to, the United Mine Workers of America 1974 Pension Plan;
our ability to retain key executives and attract and retain qualified employees;
disruptions in our information technology systems;
the impact of future legislation and changes in regulations, governmental policies and taxes, including those affecting permitting, mine safety and health, and land rights of mining operators and those aimed at reducing greenhouse gas emissions;
the existence of hazardous substances or other environmental contamination on or from property owned or used by us;
terrorist attacks or threats and escalation of military activity in response to these attacks or acts of war;
impact of federal healthcare legislation enacted in 2010;
risks related to the Acquisition;
Foresight's willingness and ability to make distributions to us;
our ability to achieve cost and revenue synergies related to the Acquisition;
our substantial indebtedness; and
our ability to comply with restrictions imposed by other financing arrangements.

These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements included in this release. These risks and uncertainties, as well as other risks of which we are not aware or which we currently do not believe to be material, may cause our actual future results to be materially different than those expressed in our forward‑looking statements. We caution you not to place undue reliance on these forward‑looking statements. We do not undertake any obligation to make any revisions to these forward‑looking statements to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events, except as required by law, including the securities laws of the United States and rules and regulations of the SEC.

www.murrayenergycorp.com

SOURCE Murray Energy Corporation