Cloud Peak Energy Reaffirms Expiration Date and Announces Early Tender Date Results of Its Exchange Offers

Even though the minimum participation amount had been satisfied, the early tender deadline was previously extended to 5:00 p.m., New York City time, on October 4, 2016 (the “Early Tender Date”).

The Exchange Offers are scheduled to expire at 11:59 p.m., New York City time, on October 12, 2016, unless extended (the “Expiration Date”). No tenders will be valid if submitted after the Expiration Date.

Withdrawal rights for the Exchange Offers expired as of 5:00 p.m., New York City time, on September 27, 2016 (the “Withdrawal Deadline”). Because the Withdrawal Deadline was not extended, holders of Old Notes who have previously tendered and not withdrawn their Old Notes or who tender their Old Notes after the Withdrawal Deadline, but prior to the Expiration Date, may not withdraw their tendered Old Notes.

As of 5:00 p.m., New York City time, on the Early Tender Date, the following principal amounts of the Old Notes have been validly tendered and not validly withdrawn:

 

 

 

 

 

 

 

 

 

 
         

Old Notes Tendered

Title of Notes

  

CUSIP No.

  

Outstanding Principal
Amount (in millions)

  

Principal Amount

 

 

Percentage

8.50% Senior Notes due 2019

  

18911MAD3

  

$300

  

$237,881,000

  

79.29%

6.375% Senior Notes due 2024

  

18911XAA5

  

$200

  

$143,184,000

  

71.59%

            

 

As previously announced, the Exchange Offer for the 2019 Notes is conditioned upon a minimum of $200,000,000 aggregate principal amount outstanding of 2019 Notes being tendered (the “2019 Notes Minimum Amount”), and the 2019 Notes Minimum Amount has been satisfied. The Exchange Offer for the 2024 Notes is not conditioned upon any minimum amount of 2024 Notes being tendered. The Exchange Offers are subject to the satisfaction of certain customary conditions, in addition to the Aggregate Maximum Amount.

Subject to applicable law, the Issuers may (i) extend or otherwise amend the Expiration Date or (ii) increase the Aggregate Maximum Amount without reinstating withdrawal rights. Any additional extension or termination of the Exchange Offers will be followed as promptly as practicable by a public announcement thereof.

The original complete terms and conditions of the Exchange Offers are described in the Offer to Exchange, a copy of which is filed as an exhibit to the Form T-3 filed by the Issuers with the Securities and Exchange Commission (the “SEC”) on September 12, 2016.

None of the Issuers, the exchange agent, the information agent, the trustee or the administrative agent for the Old Notes or the New Secured Notes or their respective affiliates is making any recommendation as to whether or not holders should tender all or any portion of their Old Notes in the Exchange Offers.

The Exchange Offers are being made solely pursuant to the Offer to Exchange. The Issuers are relying on Section 3(a)(9) of the Securities Act of 1933, as amended (the “Securities Act”), to exempt the Exchange Offers from the registration requirements of the Securities Act. The Issuers have not and will not file a registration statement with the SEC under the Securities Act or any other federal or state securities laws with respect to the New Secured Notes, nor has the SEC or any state or foreign securities commission passed upon the fairness or merits of the Exchange Offers or upon the accuracy or adequacy of the information contained in, or incorporated by reference into, the Offer to Exchange or any related documents. This announcement is not an offer to purchase nor a solicitation of an offer to sell with respect to any securities. The Exchange Offers are not being made to holders of Old Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.

About Cloud Peak Energy®

Cloud Peak Energy Inc. (NYSE:CLD) is headquartered in Wyoming and is one of the largest U.S. coal producers and the only pure-play Powder River Basin coal company. As one of the safest coal producers in the nation, Cloud Peak Energy mines low sulfur, subbituminous coal and provides logistics supply services. The company owns and operates three surface coal mines in the PRB, the lowest cost major coal producing region in the nation. The Antelope and Cordero Rojo mines are located in Wyoming and the Spring Creek Mine is located in Montana. In 2015, Cloud Peak Energy shipped approximately 75 million tons from its three mines to customers located throughout the U.S. and around the world. Cloud Peak Energy also owns rights to substantial undeveloped coal and complementary surface assets in the Northern PRB, further building the company’s long-term position to serve Asian export and domestic customers. With approximately 1,400 total employees, the company is widely recognized for its exemplary performance in its safety and environmental programs. Cloud Peak Energy is a sustainable fuel supplier for approximately three percent of the nation’s electricity.

Contacts

Cloud Peak Energy Resources LLC
Lorri Owen, 720-566-2932
Investor Relations