Exhibit 99.1
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| Headquarters 3000 Riverchase Galleria Suite 1700 Birmingham, AL 35244 USA
www.walterenergy.com |
Press Release
Walter Energy Announces Fourth Quarter and Full-Year 2011 Results
— Results Driven By Acquisition of Western Coal —
· Achieves Record 2011 Revenue of $2.6 Billion, Up 62% Over 2010 Revenue of $1.6 Billion
· Earns $349 Million in Net Income, $5.76 of Diluted EPS
· Earns Record EBITDA of $822 Million in 2011, Up 19% Over 2010 EBITDA of $693 Million
· Produces Record Metallurgical Coal Sales of 8.7 Million Metric Tons in 2011
· Earns Fourth Quarter 2011 EBITDA of $207 Million
· Repays $103.5 Million of Debt
Birmingham, Ala. - Feb. 21, 2012 - Walter Energy, Inc. (NYSE and TSX: WLT) the world’s leading, publicly traded pure-play producer of metallurgical (met) coal for the global steel industry, today announced results for the year and quarter ended Dec. 31, 2011. Summary highlights below.
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| Q4 |
| FY |
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| 2011 |
| 2010 |
| 2011 |
| 2010 |
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Revenue |
| $ | 700 million |
| $ | 401 million |
| $ | 2.6 billion |
| $ | 1.6 billion |
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Operating Income (millions) |
| $ | 137 |
| $ | 145 |
| $ | 559 |
| $ | 594 |
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Net Income (millions) |
| $ | 84 |
| $ | 92 |
| $ | 349 |
| $ | 386 |
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EPS — Diluted |
| $ | 1.34 |
| $ | 1.72 |
| $ | 5.76 |
| $ | 7.18 |
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EBITDA (millions)* |
| $ | 207 |
| $ | 171 |
| $ | 822 |
| $ | 693 |
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Met Coal Sales (MMTs) |
| 2.4 |
| 1.5 |
| 8.7 | ** | 6.3 |
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*Earnings before interest, taxes, depreciation and amortization
**Excludes first quarter 2011 pre-acquisition met coal sales of approximately 1 million metric tons (MMTs) from Western Coal
“Walter Energy delivered solid growth in 2011 growing revenue by almost $1 billion and earning a record EBITDA of $822 million,” said Walt Scheller, Chief Executive Officer. “We completed a major met coal acquisition of Western Coal, which is contributing to significant sales growth, greater global diversification and the broadening of our portfolio of mining assets. For 2012, we remain well-positioned to achieve record met coal production, and we are on target for 11.5 — 13.0 MMTs comprised of approximately 75% hard coking coal and 25% PCI. We expect more than one-third of the increase to come from Mine No. 7, just under one-third to come from our other U.S. operations, and approximately one-third to come from our Canadian operations. Longer term, our development portfolio for new met coal projects is strong and should continue to make Walter Energy one of the largest and most profitable (measured by profit per ton) producers of met coal in the world.”
Sales of hard coking coal (HCC) were 1.9 MMTs in the fourth quarter of 2011, up 18% from 1.6 MMTs in the third quarter 2011. The average net selling price for HCC was $244/MT, as compared with $263/MT in the third quarter 2011. Average cash costs for HCC were $132/MT, the same as in third quarter 2011. In the fourth quarter 2011, cash margins for HCC were $112/MT.
Sales of low-volatility pulverized coal injection (low-vol PCI) were 523 thousand MTs in the fourth quarter 2011 and 562 thousand MTs in the third quarter. The average net selling price for PCI was $212/MT in the fourth quarter 2011 and $209/MT in the third quarter 2011. Average cash costs for PCI were $165/MT in the fourth quarter and $143/MT in the third quarter 2011. In the fourth quarter 2011, cash margins for PCI were $47/MT.
Full-Year 2011 Financial Results
For the full-year 2011, revenues were $2,571 million, a $983 million increase, or 62% over 2010 revenues of $1,588 million and were driven largely by the Western Coal acquisition. EBITDA was $822 million in 2011, up $129 million, or 19% from 2010 EBITDA of $693 million. The improvement in both revenue and EBITDA was largely due to the acquisition of Western Coal and more favorable pricing for HCC year over year.
Operating income for 2011 was $559 million and net income was $349 million, or $5.76 per diluted share. Operating income for 2010 was $594 million and net income was $386 million, or $7.18 per diluted share. The decreases are largely due to the acquisition of Western Coal and the related issuance of additional shares. The average number of shares outstanding was 60.6 million in 2011 and 53.7 million in 2010.
Fourth Quarter 2011 Financial Results
Revenues for the fourth quarter 2011 were $700 million, a $299 million increase, or 75% over fourth quarter 2010 revenues of $401 million. EBITDA was $207 million in the fourth quarter 2011, an increase of $36 million, or 21% over fourth quarter 2010 EBITDA of $171 million.
Operating income for the fourth quarter 2011 was $137 million and net income was $84 million, or $1.34 per diluted share. The average number of shares outstanding for the quarter was 62.7 million.
Liquidity and Capital Expenditures
As of December 31, 2011, the Company had available liquidity of approximately $422 million, consisting of cash and cash equivalents of $128 million plus $294 million available under the Company’s $375 million credit revolver. Capital expenditures for the fourth quarter 2011 were $121 million and for the year 2011 were $415 million.
2012 Production Guidance
The Company currently anticipates full-year 2012 met coal production will be between 11.5 MMTs and 13.0 MMTs of which approximately 75% will be HCC and 25% will be low-vol PCI.
Transaction with Chevron Mining
In May 2011, Walter Energy completed the execution of mineral leases for approximately 75 million tons of recoverable Blue Creek coking coal reserves. The transaction captured an integral portion of the last
remaining block of Blue Creek coal and paves the way for a strategic opportunity to assemble 170 million tons of high quality coking coal and the development of a new underground mine.
Safety and Stewardship Highlights
The Company reduced its total reportable injury rate by 15% as compared with Walter Energy and Western Coal pro forma 2011 and 2010 rates. This reduction is the result of our commitment to improve employee health and safety and a workforce dedicated to a safety culture. Our aggressive commitment to safety continues in our 2012 goal to further reduce accidents and citations by 20%.
In May 2011, Walter Energy contributed $1 million to aid the victims of the April 27 tornadoes in central and west central Alabama of which $750,000 went to the American Red Cross and an additional $250,000 went to Alabama Governor Robert Bentley’s Emergency Relief Fund.
The Company is also pleased to announce that it recently received the Surface Mine Reclamation Award 2011 at the 39th Annual West Virginia Coal Association Mining Symposium for its Lower Muddlety Nos. 1 and 2 Surface Mines in Nicholas County, West Virginia, for excellence in design, operation and reclamation of a surface mining operation.
Use of Non-GAAP Measures
This release contains the use of certain U.S. non-GAAP (Generally Accepted Accounting Principles) measures such as “adjusted earnings per diluted share” and “adjusted net income” as well as EBITDA. These non-GAAP measures are provided as supplemental to, and not as replacement of, nor equal to, financial measures prepared in accordance with GAAP. Management feels that these non-GAAP measures provide additional insights into the performance of the Company that they believe are helpful to investors and they reflect how management analyzes Company performance and compares that performance against other companies. A reconciliation of non-GAAP to GAAP measures is provided in the financial section of this release.
Conference Call Webcast
The Company will hold a conference call webcast to discuss fourth quarter and full-year 2011 results on Tuesday, Feb. 21, 2012, at 11 a.m. ET. To listen to the live event, visit www.walterenergy.com.
About Walter Energy
Walter Energy is the world’s leading, publicly traded pure-play metallurgical coal producer for the global steel industry with strategic access to high-growth steel markets in Asia, South America and Europe. The Company also produces thermal coal and industrial coal, anthracite, metallurgical coke and coal bed methane gas. Walter Energy employs approximately 4,400 employees and contractors with operations in the United States, Canada and United Kingdom. For more information about Walter Energy, please visit www.walterenergy.com.
Safe Harbor Statement
Except for historical information contained herein, the statements in this release are forward-looking and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and may involve a number of risks and uncertainties. Forward-looking statements are based on information
available to management at the time, and they involve judgments and estimates. Forward-looking statements include expressions such as “believe,” “anticipate,” “expect,” “estimate,” “intend,” “may,” “plan,” “predict,” “will,” and similar terms and expressions. These forward-looking statements are made based on expectations and beliefs concerning future events affecting us and are subject to various risks, uncertainties and factors relating to our operations and business environment, all of which are difficult to predict and many of which are beyond our control, that could cause our actual results to differ materially from those matters expressed in or implied by these forward-looking statements. The following factors are among those that may cause actual results to differ materially from our forward-looking statements: the market demand for coal, coke and natural gas as well as changes in pricing and costs; the availability of raw material, labor, equipment and transportation; changes in weather and geologic conditions; changes in extraction costs, pricing and assumptions and projections concerning reserves in our mining operations; changes in customer orders; pricing actions by our competitors, customers, suppliers and contractors; changes in governmental policies and laws, including with respect to safety enhancements and environmental initiatives; availability and costs of credit, surety bonds and letters of credit; and changes in general economic conditions. Forward-looking statements made by us in this release, or elsewhere, speak only as of the date on which the statements were made. See also the “Risk Factors” in our 2010 Annual Report on Form 10-K and subsequent filings with the SEC, which are currently available on our website at www.walterenergy.com. New risks and uncertainties arise from time to time, and it is impossible for us to predict these events or how they may affect us or our anticipated results. We have no duty to, and do not intend to, update or revise the forward-looking statements in this release, except as may be required by law. In light of these risks and uncertainties, readers should keep in mind that any forward-looking statement made in this press release may not occur. All data presented herein is as of the date of this release unless otherwise noted.
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Investor Relations Contact:
Paul Blalock
Vice President, Investor Relations
205.745.2627
paul.blalock@walterenergy.com
WALTER ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
($ in thousands, except per share and share amounts)
Unaudited
|
| For the three months |
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| ended December 31, |
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| 2011 (1) |
| 2010 |
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Revenues: |
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Sales |
| $ | 703,982 |
| $ | 396,863 |
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Miscellaneous (loss) income |
| (4,427 | ) | 3,934 |
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|
| 699,555 |
| 400,797 |
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Costs and expenses: |
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Cost of sales (exclusive of depreciation and depletion) |
| 455,104 |
| 192,421 |
| ||
Depreciation and depletion |
| 64,679 |
| 26,743 |
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Selling, general and administrative (2) |
| 33,224 |
| 26,519 |
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Postretirement benefits |
| 10,011 |
| 10,379 |
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|
| 563,018 |
| 256,062 |
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Operating income |
| 136,537 |
| 144,735 |
| ||
Interest expense |
| (33,575 | ) | (4,130 | ) | ||
Interest income |
| 250 |
| 151 |
| ||
Other income, net (3) |
| 6,246 |
| — |
| ||
Income from continuing operations before income taxes |
| 109,458 |
| 140,756 |
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Income tax expense |
| 25,674 |
| 47,108 |
| ||
Income from continuing operations |
| 83,784 |
| 93,648 |
| ||
Discontinued operations (4) |
| — |
| (1,780 | ) | ||
Net income |
| $ | 83,784 |
| $ | 91,868 |
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Basic income per share: |
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Income from continuing operations |
| $ | 1.34 |
| $ | 1.77 |
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Discontinued operations |
| — |
| (0.04 | ) | ||
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Net income |
| $ | 1.34 |
| $ | 1.73 |
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Weighted average number of shares outstanding (5) |
| 62,441,694 |
| 52,992,021 |
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Diluted income per share: |
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Income from continuing operations |
| $ | 1.34 |
| $ | 1.75 |
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Discontinued operations |
| — |
| (0.03 | ) | ||
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Net income |
| $ | 1.34 |
| $ | 1.72 |
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Weighted average number of diluted shares outstanding (5) |
| 62,738,135 |
| 53,420,985 |
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(1) Includes the results of Western Coal since the April 1, 2011 date of acquisition as well as the effect of related preliminary purchase accounting.
(2) Amount for 2010 includes $5.9 million of costs associated with the acquisition of Western Coal.
(3) Other income represents a gain on the remeasurement to fair value of equity investments.
(4) Discontinued operations includes the results of our closed Homebuilding and Kodiak operations for the fourth quarter 2010.
(5) The 2011 fourth quarter weighted average number of shares outstanding gives effect to the issuance of 8,951,558 common shares on April 1, 2011 in connection with the acquisition of Western Coal.
WALTER ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
($ in thousands, except per share and share amounts)
Unaudited
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| For the years |
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| ended December 31, |
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| 2011 (1) |
| 2010 |
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Revenues: |
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Sales |
| $ | 2,562,325 |
| $ | 1,570,845 |
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Miscellaneous income |
| 9,033 |
| 16,885 |
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| 2,571,358 |
| 1,587,730 |
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Costs and expenses: |
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Cost of sales (exclusive of depreciation and depletion) |
| 1,561,112 |
| 766,516 |
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Depreciation and depletion |
| 245,509 |
| 98,702 |
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Selling, general and administrative (2) |
| 165,749 |
| 86,972 |
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Postretirement benefits |
| 40,385 |
| 41,478 |
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|
| 2,012,755 |
| 993,668 |
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Operating income |
| 558,603 |
| 594,062 |
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Interest expense |
| (96,820 | ) | (17,250 | ) | ||
Interest income |
| 606 |
| 784 |
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Other income, net (3) |
| 17,606 |
| — |
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Income from continuing operations before income taxes |
| 479,995 |
| 577,596 |
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Income tax expense |
| 130,819 |
| 188,171 |
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Income from continuing operations |
| 349,176 |
| 389,425 |
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Discontinued operations (4) |
| — |
| (3,628 | ) | ||
Net income |
| $ | 349,176 |
| $ | 385,797 |
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Basic income per share: |
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Income from continuing operations |
| $ | 5.79 |
| $ | 7.32 |
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Discontinued operations |
| — |
| (0.07 | ) | ||
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Net income |
| $ | 5.79 |
| $ | 7.25 |
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Weighted average number of shares outstanding (5) |
| 60,257,029 |
| 53,178,901 |
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Diluted income per share: |
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Income from continuing operations |
| $ | 5.76 |
| $ | 7.25 |
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Discontinued operations |
| — |
| (0.07 | ) | ||
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Net income |
| $ | 5.76 |
| $ | 7.18 |
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Weighted average number of diluted shares outstanding (5) |
| 60,611,154 |
| 53,700,181 |
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(1) Includes the results of Western Coal since the April 1, 2011 date of acquisition as well as the effect of related preliminary purchase accounting.
(2) Amounts for 2011 and 2010 include $23.2 million and $5.9 million, respectively, of costs associated with the acquisition of Western Coal.
(3) Results for 2011 include a gain recognized on April 1, 2011 of $20.6 million as a result of remeasuring to fair value Western shares acquired from Audley Capital in January 2011, partially offset by a net loss on the sale and remeasurment to fair value of our other equity investments.
(4) Discontinued operations includes the results of our closed Homebuilding and Kodiak operations for 2010.
(5) The weighted average number of shares outstanding in 2011 gives effect to the issuance of 8,951,558 common shares on April 1, 2011 in connection with the acquisition of Western Coal.
WALTER ENERGY, INC. AND SUBSIDIARIES
RESULTS BY OPERATING SEGMENT (1)
($ in thousands)
Unaudited
|
| For the three months |
| For the years |
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|
| ended December 31, |
| ended December 31, |
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| 2011 |
| 2010 |
| 2011 |
| 2010 |
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REVENUES: |
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U.S. Operations |
| $ | 489,264 |
| $ | 399,951 |
| $ | 1,871,182 |
| $ | 1,584,734 |
|
Canadian and U.K. Operations |
| 209,798 |
| — |
| 698,054 |
| — |
| ||||
Other |
| 493 |
| 846 |
| 2,122 |
| 2,996 |
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Revenues |
| $ | 699,555 |
| $ | 400,797 |
| $ | 2,571,358 |
| $ | 1,587,730 |
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OPERATING INCOME (LOSS): |
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U.S. Operations |
| $ | 145,385 |
| $ | 157,432 |
| $ | 565,731 |
| $ | 634,442 |
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Canadian and U.K. Operations |
| 5,664 |
| — |
| 67,349 |
| — |
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Other (2) |
| (14,512 | ) | (12,697 | ) | (74,477 | ) | (40,380 | ) | ||||
Operating income |
| $ | 136,537 |
| $ | 144,735 |
| $ | 558,603 |
| $ | 594,062 |
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DEPRECIATION AND DEPLETION: |
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U.S. Operations |
| $ | 37,171 |
| $ | 26,547 |
| $ | 151,341 |
| $ | 98,170 |
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Canadian and U.K. Operations |
| 27,304 |
| — |
| 93,392 |
| — |
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Other |
| 204 |
| 196 |
| 776 |
| 532 |
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Depreciation and Depletion |
| $ | 64,679 |
| $ | 26,743 |
| $ | 245,509 |
| $ | 98,702 |
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CAPITAL EXPENDITURES: |
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U.S. Operations |
| $ | 23,453 |
| $ | 76,291 |
| $ | 149,996 |
| $ | 152,299 |
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Canadian and U.K. Operations |
| 97,639 |
| — |
| 264,476 |
| — |
| ||||
Other |
| 97 |
| 955 |
| 94 |
| 5,177 |
| ||||
Capital Expenditures |
| $ | 121,189 |
| $ | 77,246 |
| $ | 414,566 |
| $ | 157,476 |
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(1) Beginning in the second quarter of 2011 the Company reports all operations located in the U.S. in the U.S. Operations segment which includes Walter Energy’s historical operating segments of Underground Mining, Surface Mining and Walter Coke along with the West Virginia mining operations acquired through the April 1, 2011 acquisition of Western Coal. The Company reports its mining operations located in northeast British Columbia (Canada) and South Wales (United Kingdom), both acquired through the Western Coal acquisition, in the Canadian and U.K. Operations segment. The Other segment primarily includes corporate expenses.
(2) Amounts for the year ended December 31, 2011 include $23.2 million and amounts for the 2010 fourth quarter and year ended December 31, 2010 include $5.9 million of costs associated with the acquisition of Western Coal.
WALTER ENERGY, INC. AND SUBSIDIARIES
QUARTERLY STATISTICAL RESULTS AND FOURTH QUARTER GUIDANCE BY OPERATING SEGMENT AND MAJOR PRODUCT
(Ton information in thousand metric tons and dollars in USD)
Consolidated Statistical Information by Major Product
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| 3 months ended |
| 3 months ended |
| 3 months ended |
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Hard Coking |
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Sales Metric Tons |
| 1,878 |
| 1,493 |
| 1,588 |
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Production Metric Tons |
| 1,840 |
| 1,329 |
| 1,678 |
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Average Net Selling Price |
| $ | 244.34 |
| $ | 217.64 |
| $ | 263.23 |
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Average Cash Cost per Ton (1)(2) |
| $ | 131.74 |
| $ | 91.14 |
| $ | 132.14 |
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Low Vol PCI |
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Sales Metric Tons |
| 523 |
| — |
| 562 |
| |||
Production Metric Tons |
| 567 |
| — |
| 587 |
| |||
Average Net Selling Price |
| $ | 212.29 |
| — |
| $ | 209.12 |
| |
Average Cash Cost per Ton (1)(2) |
| $ | 165.44 |
| — |
| $ | 143.42 |
| |
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Thermal |
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| |||
Sales Metric Tons |
| 1,068 |
| 235 |
| 1,337 |
| |||
Production Metric Tons |
| 993 |
| 287 |
| 1,359 |
| |||
Average Net Selling Price |
| $ | 69.86 |
| $ | 87.67 |
| $ | 71.40 |
|
Average Cash Cost per Ton (1)(2) |
| $ | 69.40 |
| $ | 75.09 |
| $ | 63.58 |
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Total All |
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|
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|
|
|
| |||
Sales Metric Tons |
| 3,469 |
| 1,727 |
| 3,487 |
| |||
Production Metric Tons |
| 3,401 |
| 1,616 |
| 3,625 |
| |||
Average Net Selling Price |
| $ | 185.79 |
| $ | 199.99 |
| $ | 180.96 |
|
Average Cash Cost per Ton (1)(2) |
| $ | 117.63 |
| $ | 88.96 |
| $ | 107.67 |
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US Segment Statistical Information by Major Product
|
| 3 months ended |
| 3 months ended |
| 3 months ended |
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Hard Coking |
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Sales Metric Tons |
| 1,390 |
| 1,493 |
| 1,232 |
| |||
Production Metric Tons |
| 1,449 |
| 1,329 |
| 1,307 |
| |||
Average Net Selling Price |
| $ | 242.61 |
| $ | 217.64 |
| $ | 259.38 |
|
Average Cash Cost per Ton (1)(2) |
| $ | 118.88 |
| $ | 91.14 |
| $ | 126.03 |
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Thermal |
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| |||
Sales Metric Tons |
| 1,036 |
| 235 |
| 1,302 |
| |||
Production Metric Tons |
| 965 |
| 287 |
| 1,329 |
| |||
Average Net Selling Price |
| $ | 68.71 |
| $ | 87.67 |
| $ | 70.35 |
|
Average Cash Cost per Ton (1)(2) |
| $ | 66.92 |
| $ | 75.09 |
| $ | 61.85 |
|
|
|
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Total All |
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|
|
|
|
|
| |||
Sales Metric Tons |
| 2,425 |
| 1,727 |
| 2,535 |
| |||
Production Metric Tons |
| 2,414 |
| 1,616 |
| 2,637 |
| |||
Average Net Selling Price |
| $ | 168.35 |
| $ | 199.99 |
| $ | 162.25 |
|
Average Cash Cost per Ton (1)(2) |
| $ | 96.69 |
| $ | 88.96 |
| $ | 93.06 |
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Canada and UK Segment Statistical Information by Major Product
|
| 3 months ended |
| 3 months ended |
| 3 months ended |
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Hard Coking |
|
|
|
|
|
|
| ||
Sales Metric Tons |
| 488 |
| — |
| 356 |
| ||
Production Metric Tons |
| 391 |
| — |
| 371 |
| ||
Average Net Selling Price |
| $ | 249.24 |
| — |
| $ | 276.56 |
|
Average Cash Cost per Ton (1)(2) |
| $ | 168.34 |
| — |
| $ | 153.26 |
|
|
|
|
|
|
|
|
| ||
Low Vol PCI |
|
|
|
|
|
|
| ||
Sales Metric Tons |
| 523 |
| — |
| 562 |
| ||
Production Metric Tons |
| 567 |
| — |
| 587 |
| ||
Average Net Selling Price |
| $ | 212.29 |
| — |
| $ | 209.12 |
|
Average Cash Cost per Ton (1)(2) |
| $ | 165.44 |
| — |
| $ | 143.42 |
|
|
|
|
|
|
|
|
| ||
Thermal |
|
|
|
|
|
|
| ||
Sales Metric Tons |
| 32 |
| — |
| 35 |
| ||
Production Metric Tons |
| 28 |
| — |
| 30 |
| ||
Average Net Selling Price |
| $ | 106.94 |
| — |
| $ | 111.13 |
|
Average Cash Cost per Ton (1)(2) |
| $ | 149.08 |
| — |
| $ | 128.70 |
|
|
|
|
|
|
|
|
| ||
Total All |
|
|
|
|
|
|
| ||
Sales Metric Tons |
| 1,044 |
| — |
| 952 |
| ||
Production Metric Tons |
| 987 |
| — |
| 988 |
| ||
Average Net Selling Price |
| $ | 226.32 |
| — |
| $ | 230.78 |
|
Average Cash Cost per Ton (1)(2) |
| $ | 166.29 |
| — |
| $ | 146.57 |
|
(1) Average Cash Cost per Ton is based on reported Cost of Sales and includes items such as freight, royalties, manpower, fuel and other similar production and sales cost items but excludes depreciation, depletion and post retirement benefits. Average Cash Cost per Ton is a non-GAAP financial measure which is not calculated in conformity with U.S. Generally Accepted Accounting Principles (GAAP) and should be considered supplemental to, and not as a substitute or superior to financial measures calculated in conformity with GAAP. We believe Cash Cost per Ton is a useful measure as our management uses that as a measure of performance and we believe it aids some investors and analysts in comparing us against other companies to help analyze our current and future potential performance.
(2) Reconcilliation of Cash Cost per Ton to Cost of Sales as disclosed (in thousands USD):
|
| 3 months ended |
| 3 months ended |
| 3 months ended |
| |||
Cash Costs as Calculated from Above (sales tons times average cash cost per ton) |
| $ | 408,058 |
| $ | 153,634 |
| $ | 375,405 |
|
Cash Costs of Other Products |
| 42,746 |
| 38,787 |
| 45,285 |
| |||
Purchase Accounting One-Time Effects on Cost of Sales |
| 4,300 |
| 0 |
| 4,797 |
| |||
Total Cost of Sales |
| $ | 455,104 |
| $ | 192,421 |
| $ | 425,487 |
|
WALTER ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
($ in thousands)
Unaudited
|
| As of |
| ||||
|
| December 31, |
| December 31, |
| ||
|
| 2011 (1) (2) |
| 2010 |
| ||
ASSETS |
|
|
|
|
| ||
Cash and cash equivalents |
| $ | 128,430 |
| $ | 293,410 |
|
Receivables, net |
| 313,343 |
| 143,238 |
| ||
Inventories |
| 242,607 |
| 97,631 |
| ||
Deferred income taxes |
| 61,079 |
| 62,371 |
| ||
Prepaid expenses |
| 49,974 |
| 28,179 |
| ||
Other current assets |
| 45,627 |
| 10,710 |
| ||
Total current assets |
| 841,060 |
| 635,539 |
| ||
Mineral interests, net |
| 2,946,113 |
| 17,305 |
| ||
Property, plant and equipment, net |
| 1,637,182 |
| 772,696 |
| ||
Deferred income taxes |
| 109,300 |
| 149,520 |
| ||
Goodwill |
| 1,124,597 |
| — |
| ||
Other long-term assets |
| 153,951 |
| 82,705 |
| ||
TOTAL ASSETS |
| $ | 6,812,203 |
| $ | 1,657,765 |
|
|
|
|
|
|
| ||
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
| ||
Current debt |
| $ | 56,695 |
| $ | 13,903 |
|
Accounts payable |
| 112,661 |
| 70,692 |
| ||
Accrued expenses |
| 229,067 |
| 52,399 |
| ||
Accumulated postretirement benefits obligation |
| 27,247 |
| 24,753 |
| ||
Other current liabilities |
| 59,827 |
| 32,100 |
| ||
Total current liabilities |
| 485,497 |
| 193,847 |
| ||
Long-term debt |
| 2,269,020 |
| 154,570 |
| ||
Deferred income taxes |
| 1,003,383 |
| — |
| ||
Accumulated postretirement benefits obligation |
| 550,671 |
| 451,348 |
| ||
Other long-term liabilities |
| 381,537 |
| 262,934 |
| ||
TOTAL LIABILITIES |
| 4,690,108 |
| 1,062,699 |
| ||
STOCKHOLDERS’ EQUITY |
| 2,122,095 |
| 595,066 |
| ||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY |
| $ | 6,812,203 |
| $ | 1,657,765 |
|
(1) Includes accounts of Western Coal acquired on April 1, 2011. The purchase price has been preliminarily allocated to the assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. A full and detailed valuation of the assets and liabilities is being completed and certain information and analysis remains pending at this time. Accordingly, the allocation is preliminary and is expected to change as additional information becomes available and is assessed by the Company. The impact of such changes may be material. The purchase price allocation will be finalized during the 2012 first quarter.
(2) In January 2011, we acquired approximately 25.3 million common shares of Western Coal from funds advised by Audley Capital for $293.7 million in cash. On April 1, 2011 we acquired the remaining common shares of Western Coal for $3.4 billion, funded through $2.2 billion in long-term debt and the issue of approximately 9.0 million common shares valued at $1.2 billion.
WALTER ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY
AND COMPREHENSIVE INCOME
FOR THE YEAR ENDED DECEMBER 31, 2011
($ in thousands)
Unaudited
|
|
|
|
|
|
|
|
|
|
|
| Accumulated |
| ||||||
|
|
|
|
|
| Capital in |
|
|
|
|
| Other |
| ||||||
|
|
|
| Common |
| Excess of |
| Comprehensive |
| Retained |
| Comprehensive |
| ||||||
|
| Total |
| Stock |
| Par Value |
| Income |
| Earnings |
| Loss |
| ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Balance at December 31, 2010 |
| $ | 595,066 |
| $ | 531 |
| $ | 355,540 |
|
|
| $ | 411,383 |
| $ | (172,388 | ) | |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Comprehensive income: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Net income |
| 349,176 |
|
|
|
|
| $ | 349,176 |
| 349,176 |
|
|
| |||||
Other comprehensive income: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Change in pension and postretirement benefit plans, net of tax |
| (53,224 | ) |
|
|
|
| (53,224 | ) |
|
| (53,224 | ) | ||||||
Change in unrealized loss on investments, net of tax |
| 128 |
|
|
|
|
| 128 |
|
|
| 128 |
| ||||||
Change in unrealized loss on hedges, net of tax |
| (716 | ) |
|
|
|
| (716 | ) |
|
| (716 | ) | ||||||
Change in foreign currency translation adjustment |
| (3,276 | ) |
|
|
|
| (3,276 | ) |
|
| (3,276 | ) | ||||||
Comprehensive income |
|
|
|
|
|
|
| $ | 292,088 |
|
|
|
|
| |||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Stock issued upon the exercise of stock options |
| 8,920 |
| 3 |
| 8,917 |
|
|
|
|
|
|
| ||||||
Dividends paid, $0.50 per share |
| (30,042 | ) |
|
|
|
|
|
| (30,042 | ) |
|
| ||||||
Stock-based compensation |
| 9,384 |
|
|
| 9,384 |
|
|
|
|
|
|
| ||||||
Excess tax benefits from stock-based compensation arrangements |
| 8,929 |
|
|
| 8,929 |
|
|
|
|
|
|
| ||||||
Issuance of common stock in connection with the Western acquisition |
| 1,224,126 |
| 90 |
| 1,224,036 |
|
|
|
|
|
|
| ||||||
Replacement stock options and warrants issued in connection with the Western acquisition |
| 18,844 |
| — |
| 18,844 |
|
|
|
|
|
|
| ||||||
Other |
| (5,220 | ) | — |
| (5,220 | ) |
|
|
|
|
|
| ||||||
Balance at December 31, 2011 |
| $ | 2,122,095 |
| $ | 624 |
| $ | 1,620,430 |
|
|
| $ | 730,517 |
| $ | (229,476 | ) | |
WALTER ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
($ in thousands)
Unaudited
|
| For the years ended December 31, |
| ||||
|
| 2011 |
| 2010 |
| ||
|
|
|
|
|
| ||
OPERATING ACTIVITIES |
|
|
|
|
| ||
Net income |
| $ | 349,176 |
| $ | 385,797 |
|
Loss from discontinued operations |
| — |
| 3,628 |
| ||
Income from continuing operations |
| 349,176 |
| 389,425 |
| ||
|
|
|
|
|
| ||
Adjustments to reconcile income from continuing operations to net cash flows provided by operating activities: |
|
|
|
|
| ||
Depreciation and depletion |
| 245,509 |
| 98,702 |
| ||
Deferred income taxes |
| 66,397 |
| 83,174 |
| ||
Amortization of debt issuance costs |
| 21,154 |
| 2,975 |
| ||
Excess tax benefits from stock-based compensation arrangements |
| (8,929 | ) | (28,875 | ) | ||
Gain on initial investment in Western Coal Corp. |
| (20,553 | ) | — |
| ||
Other |
| 18,764 |
| 14,433 |
| ||
|
|
|
|
|
| ||
Decrease (increase) in current assets, net of effect of business acquisitions: |
|
|
|
|
| ||
Receivables |
| (1,605 | ) | (65,935 | ) | ||
Inventories |
| (1,885 | ) | 1,966 |
| ||
Other current assets |
| 18,929 |
| 13,155 |
| ||
Increase (decrease) in current liabilities, net of effect of business acquisitions: |
|
|
|
|
| ||
Accounts payable |
| 13,676 |
| 23,717 |
| ||
Accrued expenses and other current liabilities |
| 6,233 |
| 41,413 |
| ||
Cash flows provided by operating activities |
| 706,866 |
| 574,150 |
| ||
|
|
|
|
|
| ||
INVESTING ACTIVITIES |
|
|
|
|
| ||
Additions to property, plant and equipment |
| (436,705 | ) | (157,476 | ) | ||
Acquisition of Western Coal Corp., net of cash acquired |
| (2,432,693 | ) | — |
| ||
Acquisition of HighMount Exploration & Production Alabama, LLC. |
| — |
| (209,964 | ) | ||
Proceeds from the sales of investments |
| 27,325 |
| — |
| ||
Other |
| 1,413 |
| (3,414 | ) | ||
Cash flows used in investing activities |
| (2,840,660 | ) | (370,854 | ) | ||
|
|
|
|
|
| ||
FINANCING ACTIVITIES |
|
|
|
|
| ||
Proceeds from issuance of debt |
| 2,350,000 |
| — |
| ||
Borrowings under revolving credit agreement |
| 71,259 |
| — |
| ||
Repayments on revolving credit agreement |
| (61,259 | ) | — |
| ||
Retirements of debt |
| (290,630 | ) | (26,972 | ) | ||
Dividends paid |
| (30,042 | ) | (25,266 | ) | ||
Purchases of stock under stock repurchase program |
| — |
| (65,438 | ) | ||
Excess tax benefits from stock-based compensation arrangements |
| 8,929 |
| 28,875 |
| ||
Proceeds from stock options exercised |
| 8,920 |
| 17,134 |
| ||
Debt issuance costs |
| (80,027 | ) | — |
| ||
Other |
| (5,203 | ) | (3,015 | ) | ||
Cash flows provided by (used in) financing activities |
| 1,971,947 |
| (74,682 | ) | ||
Cash flows provided by (used in) continuing operations |
| (161,847 | ) | 128,614 |
| ||
|
|
|
|
|
| ||
CASH FLOWS FROM DISCONTINUED OPERATIONS |
|
|
|
|
| ||
Cash flows used in operating activities |
| — |
| (6,268 | ) | ||
Cash flows provided by investing activities |
| — |
| 5,066 |
| ||
Cash flows provided by (used in) financing activities |
| — |
| — |
| ||
Cash flows used in discontinued operations |
| — |
| (1,202 | ) | ||
|
|
|
|
|
| ||
EFFECT OF FOREIGN EXCHANGE RATES ON CASH |
| (3,668 | ) | — |
| ||
|
|
|
|
|
| ||
Net increase (decrease) in cash and cash equivalents |
| $ | (165,515 | ) | $ | 127,412 |
|
|
|
|
|
|
| ||
Cash and cash equivalents at beginning of period |
| $ | 293,410 |
| $ | 165,279 |
|
Add: Cash and cash equivalents of discontinued operations at beginning of period |
| 535 |
| 1,254 |
| ||
Net increase (decrease) in cash and cash equivalents |
| (165,515 | ) | 127,412 |
| ||
Less: Cash and cash equivalents of discontinued operations at end of period |
| — |
| 535 |
| ||
Cash and cash equivalents at end of period |
| $ | 128,430 |
| $ | 293,410 |
|
WALTER ENERGY, INC. AND SUBSIDIARIES
SUPPLEMENTAL INFORMATION
Unaudited
RECONCILIATION OF EBITDA TO AMOUNTS REPORTED UNDER US GAAP:
|
| For the three months ended |
| For the years ended |
| ||||||||
($ in thousands) |
| 2011 |
| 2010 |
| 2011 |
| 2010 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Net income |
| $ | 83,784 |
| $ | 91,868 |
| $ | 349,176 |
| $ | 385,797 |
|
Add interest expense |
| 33,575 |
| 4,130 |
| 96,820 |
| 17,250 |
| ||||
Less interest income |
| (250 | ) | (151 | ) | (606 | ) | (784 | ) | ||||
Add income tax expense |
| 25,674 |
| 47,108 |
| 130,819 |
| 188,171 |
| ||||
Add depreciation and depletion expense |
| 64,679 |
| 26,743 |
| 245,509 |
| 98,702 |
| ||||
Add loss from discontinued operations |
| — |
| 1,780 |
| — |
| 3,628 |
| ||||
Earnings from continuing operations before interest, income taxes, and depreciation and depletion (EBITDA) (1) |
| $ | 207,462 |
| $ | 171,478 |
| $ | 821,718 |
| $ | 692,764 |
|
(1) | EBITDA is defined as earnings from continuing operations before interest expense, interest income, income taxes, and depreciation and depletion expense. EBITDA is a financial measure which is not calculated in conformity with U.S. Generally Accepted Accounting Principles (GAAP) and should be considered supplemental to, and not as a substitute or superior to financial measures calculated in conformity with GAAP. We believe that EBITDA is a useful measure as some investors and analysts use EBITDA to compare us against other companies and to help analyze our ability to satisfy principal and interest obligations and capital expenditure needs. EBITDA may not be comparable to similarly titled measures used by other entities. |