WESTMORELAND COAL COMPANY (NASDAQ:WLB) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 – Entry into Material Definitive Agreement.
On September 29, 2017, Westmoreland Coal Company (the “Company”), through its subsidiaries Westmoreland Partners and Westmoreland Energy Company, LLC, entered into an Assignment and Assumption Agreement with BP Energy Company and Virginia Electric and Power Company (the “Assignment Agreement”), to which the Company assigned to BP Energy Company the Amended and Restated Substitute Energy Purchase Agreement dated December 21, 2016, as amended September 29, 2017. As a result of the assignment, the Company will no longer have any obligation to provide power and capacity to Virginia Electric and Power Company. Additionally, the Company terminated the ISDA Master Agreement with BP Energy Company (“ISDA Master”), dated March 27, 2014, as amended, and related firm power confirmations, in return for a make-whole payment of $10 million and the net return of $12 million in collateral held by BP Energy Company under the ISDA Master.
The foregoing description of the Assignment Agreement is qualified in its entirety by reference to the Assignment Agreement, which will be filed with the Securities and Exchange Commission as required.
Item 1.02. Termination of a Material Definitive Agreement.
The disclosures regarding the Assignment Agreement set forth in Item 1.01 above is incorporated into this Item by reference.
Item 7.01. Regulation FD Disclosure.
On October 2, 2017, the Company published a press release related to the execution of the Assignment Agreement, as more specifically described above in Item 1.01, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The press release contained in Exhibit 99.1 is also posted on the Company's website at www.westmoreland.com.
The information in Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
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Exhibit No. |
Description |
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99.1 |
Westmoreland Coal Company Press Release dated October 2, 2017 |
WESTMORELAND COAL Co ExhibitEX-99.1 2 exh99-1wccpressrelease10x2.htm EXHIBIT 99.1 Exhibit EXHIBIT 99.1 News Release Westmoreland Successfully Exits ROVA Power Supply Agreements; Will Collect $12 Million in Net Cash CollateralEnglewood,…To view the full exhibit click here
About WESTMORELAND COAL COMPANY (NASDAQ:WLB)
Westmoreland Coal Company is an energy company. The Company operates through six segments: Coal – U.S., Coal – Canada, Coal – Westmoreland Resource Partners, LP (WMLP), Power, Heritage and Corporate. Coal – U.S. segment includes the operations of coal mines located in Montana, North Dakota, Ohio, Texas and New Mexico. Coal – Canada segment includes the operations of coal mines located in Alberta and Saskatchewan. Coal – WMLP segment includes the operations of Westmoreland Resource Partners, LP, a coal master limited partnership. Power segment includes its Roanoke Valley Power Facility (ROVA) operations located in North Carolina. Heritage segment includes the benefits the Company provides to former mining operation employees, as well as other administrative costs associated with providing those benefits and cost containment efforts. Corporate segment consists of corporate administrative expenses.