UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 16, 2005
WESTMORELAND COAL COMPANY
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-11155 | 23-1128670 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
14th Floor, 2 North Cascade Avenue, Colorado Springs, CO 80903
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code:(719) 442-2600
______________________________________________________
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events
The Company announced today that its subsidiaries, Westmoreland Coal Sales Company (“WCSC”) and Westmoreland Resources, Inc. (“WRI”), have reached a multi-year agreement with a subsidiary company of Centennial Power, Inc., the domestic independent power subsidiary of MDU Resources Group, Inc. (NYSE:MDU), to supply coal from WRI’s Absaloka Mine to the Hardin Generating Station, a new coal-fired independent power facility being constructed in Hardin, Montana. The agreement is for an initial term through 2008 and provides for the sale of up to approximately 650,000 tons per year. Coal will be trucked from the mine to the plant when operations commence later this year.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
| Exhibit No. | Description |
| 99.1 | Exhibit 99.1 - Press release dated June 16, 2005 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| WESTMORELAND COAL COMPANY | |
| Date: June 23, 2005 | By: /s/ David J. Blair |
| David J. Blair | |
| Chief Financial Officer | |
| (A Duly Authorized Officer) |
| Exhibit No. | Description |
| 99.1 | Exhibit 99.1 - Press release dated June 16, 2005 |
EXHIBIT 99.1
Westmoreland Subsidiary to Supply Coal to
116 MW Hardin Power Project
Colorado Springs, CO– June 16, 2005 -- Westmoreland Coal Company (AMEX:WLB) announced today that its subsidiaries, Westmoreland Coal Sales Company (“WCSC”) and Westmoreland Resources, Inc. (“WRI”), have reached a multi-year agreement with a subsidiary company of Centennial Power, Inc., the domestic independent power subsidiary of MDU Resources Group, Inc. (NYSE:MDU), to supply coal from WRI’s Absaloka Mine to the Hardin Generating Station, a new coal-fired independent power facility being constructed in Hardin, Montana. The agreement is for an initial term through 2008 and provides for the sale of up to approximately 650,000 tons per year. Coal will be trucked from the mine to the plant when operations commence later this year.
WCSC is the sales agent for WRI and marketing arm for Westmoreland Coal Company. WRI produces Northern Powder River Basin coal from a mineral lease with the Crow Tribe of Indians. In addition to the Tribe receiving production taxes and royalties on coal sales, Crow Tribal members constitute approximately 70% of the mine’s workforce pursuant to a contract mining arrangement with Washington Group International. In 2004 the Absaloka Mine produced and sold 6.5 million tons of coal.
Todd A. Myers, President of WCSC, commented: “We are pleased to reach this new coal sales agreement that brings to four the number of MDU Resources power plants supplied by Westmoreland affiliate operations, including the Lewis & Clark Station supplied by the Savage Mine, and the Heskett Station and the Coyote Station, the latter partially owned by MDU, supplied by our Beulah Mine. We are especially pleased to see a new coal-fired power plant developed in Montana that adds a trucking dimension to the Absaloka Mine sales portfolio, further reducing Westmoreland’s exposure to the rail congestion issues that are currently affecting the industry. These new sales also demonstrate the strength of our Northern Tier strategy, and our continuing ability to extract additional value from our existing core mining operations.”
Westmoreland Coal Company is the oldest independent coal company in the United States and ranked among the top ten U.S. coal producers again in 2003. Westmoreland’s coal operations include Powder River Basin coal mining in Montana and lignite mining operations in Montana, Texas and North Dakota. The Company also owns interests in three independent power projects. Westmoreland is implementing a growth strategy dedicated to meeting America’s dual goals of low-cost power and a clean environment through the acquisition and development of complementary, niche opportunities in coal, power and other segments of the energy sector. For more information about Westmoreland visitwww.westmoreland.com.
Throughout this news release, we make statements which are not historical facts or information and that may be deemed “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements include, but are not limited to, the information set forth in Management’s Discussion and Analysis of Financial Condition and Results of Operations. For example, words such as “may,” “will,” “should,” “estimates,” “predicts,” “potential,” “continue,” “strategy,” “believes,” “anticipates,” “plans,” “expects,” “intends,” and similar expressions are intended to identify forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, levels of activity, performance or achievements, or industry results, to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following: general economic and business conditions; health care cost trends; the cost and capacity of the surety bond market; the Company’s ability to manage growth and significantly expanded operations; the ability of the Company to implement its growth and development strategy; the Company’s ability to pay the preferred stock dividends that are accumulated but unpaid; the Company’s ability to retain key senior management; the Company’s access to financing; the Company’s ability to maintain compliance with debt covenant requirements; the Company’s ability to achieve anticipated cost savings and profitability targets; the Company’s ability to successfully identify new business opportunities; the Company’s ability to negotiate profitable coal contracts, price reopeners and extensions; the Company’s ability to predict or anticipate commodity price changes; the Company’s ability to maintain satisfactory labor relations; changes in the industry; competition; the Company’s ability to utilize its income tax net operating losses; the ability to reinvest cash, including cash that has been deposited in reclamation accounts, at an acceptable rate of return; weather conditions; the availability of transportation; price of alternative fuels; costs of coal produced by other countries; the demand for electricity; the performance of the ROVA Project and the structure of the ROVA Project’s contracts with its lenders and Dominion Virginia Power; our ability to complete the acquisition of the portion of the ROVA project that we do not currently own; the effect of regulatory and legal proceedings, including the bankruptcy filing by Touch America Holdings Inc. and Entech Inc.; environmental issues, including the cost of compliance with existing and future environmental requirements; the claims between the Company and Montana Power; the risk factors set forth below; and the other factors discussed in the Company’s Form 10-Q for the period ended March 31, 2005 and in Items 1, 2, 3 and Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2004 filed with the Securities and Exchange Commission. As a result of the foregoing and other factors, no assurance can be given as to the future results and achievement of the Company’s goals. The Company disclaims any duty to update these statements, even if subsequent events cause its views to change.
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Contact: Diane Jones (719) 442-2600
