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GENERAL35545
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GENERAL35545
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Last modified
8/24/2016 7:56:29 PM
Creation date
11/23/2007 8:22:31 AM
Metadata
Fields
Template:
DRMS Permit Index
Permit No
C1981013
IBM Index Class Name
General Documents
Doc Date
5/24/2007
Doc Name
Request to Update AVS
From
Ann Tatum
To
Davis Graham & Stubbs LLC
Permit Index Doc Type
General Correspondence
Media Type
D
Archive
No
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RECEIVED <br />MAY 2 4 2007 <br />Division of Keclamation, Exhibit 99.1 <br />Mining and Safety <br />Westmoreland Coal Company 2 N. Cascade Ave.,14th Floor <br />(719)442-2600 -Telephone Colorado Springs, CO 80903 <br />(719) 448-5825 -Fax <br />Westmoreland Plaos Rights Offering; <br />Appoints Interim CEO <br />Colorado Springs, CO -May 2, 2007 -Westmoreland Coal Company (AMEX:WLB) announced today its plans to <br />conduct a rights uttering, wrth a minmtum srm of $x5 million, of common stoc$ to its shareholders. The subscription price <br />for the rights offering will be $18.00 per shaze: <br />Ia connection with the proposed rights offering, the Company also announced that it has entered into a standby purchase <br />agreement with Tontine Capital Partners, L.P., which together with its affiliates currently owns 17.1 percent of the <br />Company's outstanding shares. Pursuant to this agreement, Tontine has agreed to provide the Company with a "backstop" , <br />commitment to exercise any rights remaining unexetvised a[ the close of the rtshu offering, provided that Its ownership does <br />not exceed 30 percent of the fully diluted shares after the rights offerting. In the event that Tontine's ownership after the rights <br />offering,is less than 25 percent of the fully diluted shazes, Tontine will have the option to purchase additional shares at the <br />subscription price that could raise its ownership in the Company to 25 percent of the fully diluted shams. <br />Proceeds from the rights offering will be used to fund capital expenditures that are expected to lower the Company's coal <br />mining prvduuriun wsls, fwrd future gruwdt initiatives and provide working capital, as well as for general wrporatc <br />purposes. <br />Ae part of the transaction, the Company intends to retire its outstanding Series A Conveetible Facchangeable preferred Stock <br />each share of which is represented by four depositary shares, and the Company is evaluating options to achieve this objective. <br />Tha Company intends to use a portion of the proceeds from the rights offering to redeem the depositary shares that ere <br />uutstaudiag at the conclusion of the rights offering. ~ <br />Pursuant to the agreement between the Company and Tontine, Tontine has the right to appoint two individuals to the <br />r_ompany's Rnard of flirectnrs, and the Company has agreed to limit the number of directors to seven: <br />Robert E. Kitlcn, the Company's Vice-Chairman, said: ""1he Board of Directors views the rights offering as a landmazk event <br />in the Company's Ions history, If the rights offering is completed, Ute cash infiuion will eliminate the Company's near-term <br />liquidity concerns, provide far cost improvement oppornnities, expand mine capacity and create flexibility in the <br />development of new business projects. Of additional significance will be the retirement of the outstanding preferred stock, <br />which the Company Views as an important step towards Simplifying the Company's capital structure " <br />0 Westrnoreiand News ftetease <br />-., <br />Fage l of 3 <br />May 2, 2007 <br /> <br />httpalwww.set:.gov/Archives/edgar/data110fi455/000103570407000349/d46217exv94w1 _h... 5/24/2007 <br />E0 39tld Wflltll WIP 6SI09b86LL E£~bL L00ZIbL/50 <br />
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