Cloud Peak Energy Inc. (NYSE:CLD) Files An 8-K Entry into a Material Definitive Agreement

Item1.01. Entry into a Material Definitive
Agreement.

On February22, 2017, Cloud Peak Energy Inc. (the Company) entered
into an underwriting agreement (the Underwriting Agreement) with
Credit Suisse Securities (USA) LLC, as representative of the
several underwriters named therein (collectively, the
Underwriters), in connection with an underwritten public offering
(the Offering) of 13,500,000 shares of the Companys common stock,
$0.01 par value (the Common Stock), at a public offering price of
$5.10 per share, less underwriting discounts and commissions of
$0.306 per share. to the Underwriting Agreement, the Company also
granted the Underwriters a 30-day option to purchase up to an
additional 2,000,000 shares of Common Stock from the Company at
the same price. The Common Stock was offered and sold under a
prospectus filed with the Securities and Exchange Commission to
the Securities Act of 1933, as amended (the Securities Act), in
connection with the Companys shelf registration statement on
FormS-3, as amended (Registration No.333-214869). Closing of the
Offering is scheduled for February28, 2017, subject to the
satisfaction of customary closing conditions.

The Underwriting Agreement contains customary representations,
warranties and agreements by the Company and customary conditions
to closing, obligations of the parties and termination
provisions. Additionally, the Company has agreed to indemnify the
Underwriters against certain liabilities, including liabilities
under the Securities Act, or to contribute to payments the
Underwriters may be required to make because of any of those
liabilities.

The Company expects to receive estimated net proceeds from the
sale of 13,500,000 shares of Common Stock in the Offering of
approximately $64.3 million (after deducting underwriting
discounts and commissions and estimated Offering expenses). If
the Underwriters exercise their option to purchase additional
shares of Common Stock in full, the Company expects to receive
net proceeds from the Offering of approximately $73.9 million
(after deducting underwriting discounts and commissions and
estimated offering expenses). The Company intends to use the net
proceeds from the Offering to fund the full redemption of its
outstanding 8.50% Senior Notes due 2019 (the 2019 Notes), plus
accrued and unpaid interest to the redemption date, with any
remaining proceeds to be used for general corporate purposes.

The Underwriters and their respective affiliates are full service
financial institutions engaged in various activities, which may
include securities trading, commercial and investment banking,
financial advisory, investment management, investment research,
principal investment, hedging, financing and brokerage activities
and services. Certain of the Underwriters and their respective
affiliates have, from time to time, performed, and may in the
future perform, various financial advisory and investment banking
services for the Company, for which they received or will receive
customary fees and expenses. Certain of the Underwriters and
their respective affiliates are lenders under the Companys and
its subsidiaries revolving credit facility. Additionally, certain
of the Underwriters or their respective affiliates may be holders
of the 2019 Notes and, as such, may receive a portion of the
proceeds of the Offering.

The foregoing description of the Underwriting Agreement is a
summary and is qualified in its entirety by reference to the
Underwriting Agreement, a copy of which is filed herewith as
Exhibit1.1 and is incorporated herein by reference.

Item9.01. Financial Statements and
Exhibits.

(d) Exhibits.

About Cloud Peak Energy Inc. (NYSE:CLD)

Cloud Peak Energy Inc. is a producer of coal in the United States of America and the Powder River basin (PRB). The Company owns and operates three surface coal mines: the Antelope Mine, the Cordero Rojo Mine, and the Spring Creek Mine. The Company operates through two segments: Owned and Operated Mines segment, and Logistics and Related Activities. The Company’s Owned and Operated Mines segment is characterized by the focus on thermal coal production. Its segment includes the Company’s Antelope Mine, Cordero Rojo Mine, and Spring Creek Mine. The Company’s Logistics and Related Activities segment is characterized by the services the Company provides to its international and domestic customers. The services provided by it include the purchase of coal from third parties or from its owned and operated mines, at market prices, as well as the contracting and coordination of the transportation and other handling services from third-party operators, which are rail and terminal companies.

Cloud Peak Energy Inc. (NYSE:CLD) Recent Trading Information

Cloud Peak Energy Inc. (NYSE:CLD) closed its last trading session 00.00 at 5.08 with 3,489,638 shares trading hands.