Cloud Peak Energy Inc. (NYSE:CLD), one of the largest U.S. coal
producers and the only pure-play Powder River Basin (PRB) coal company,
and Ambre Energy Limited, an Australian and U.S. thermal coal mining and
export company, today announced that their companies have entered into
agreements for Ambre Energy to purchase Cloud Peak Energy′s 50% interest
in the Decker mine in Montana and related assets and assume all
reclamation liabilities. The agreement will also provide for the joint
resolution and dismissal of the pending Decker litigation.
The closing of the transaction is currently anticipated to occur during
the first quarter of 2013 and is subject to the satisfaction of various
terms and conditions, including Ambre Energy′s full replacement of Cloud
Peak Energy′s approximate $70.7 million in outstanding reclamation and
lease bonds for the Decker mine. This will give Ambre Energy 100%
ownership of the Decker Mine.
Upon completion of the transaction, Ambre Energy will also grant Cloud
Peak Energy an option for up to 5 million metric tonnes per year of its
throughput capacity at the proposed Millennium Bulk Terminals coal
export facility.
The proposed new coal export facility at Millennium Bulk Terminals,
which is owned 62% by Ambre Energy and 38% by Arch Coal, is currently in
the permitting phase. It is being developed in two stages. The first
stage is planned to have capacity of 25 million metric tonnes per year
with the second stage taking annual capacity to 44 million tonnes.
Cloud Peak Energy′s options cover up to 2 million tonnes per year of
Ambre′s share of the first phase and 3 million tonnes per year of its
share of the second phase. Cloud Peak Energy′s throughput capacity would
have an initial term of 10 years, with four renewal options for
five-year renewal terms.
The purchase consideration for the Decker interests includes a cash
component of A$57 million, if paid by Ambre Energy by March 31, 2013.
Alternatively, Ambre will issue a promissory note to Cloud Peak for A$64
million payable at a later date.
In addition to the sales transaction described above, the companies
entered into other agreements intended to facilitate the respective
mining and related activities at the Decker mine and at Cloud Peak
Energy′s adjacent Spring Creek mine and Youngs Creek development project.
The mutual overstrip and ambient air quality cooperation agreements will
facilitate each mine′s development of coal along the mines′ mutual
boundaries. Overstrip lands allow each company to access their leased
coal within designated areas for a variety of customary surface mining
and incidental activities. Access for water pipelines and monitoring has
also been agreed.
The sale also includes transfer of over 1200 acres of land and grants of
rail easements that will improve Cloud Peak Energy′s potential rail
access to the Youngs Creek project. Remaining terms of these
transactions were not disclosed.
Statements from Cloud Peak Energy CEO & Ambre Energy CEO
Colin Marshall, Cloud Peak Energy′s President and Chief Executive
Officer, said, 'We are pleased to have reached this mutually beneficial
arrangement with Ambre Energy. This deal should position both our
companies to meet anticipated future growth in Asian thermal coal
demand. We look forward to completing the transaction over the coming
months and, longer term, to shipping our low sulfur Spring Creek coal to
Asian markets through the Millennium Bulk Terminals facility. We wish
Ambre Energy every success with the development of the terminal and with
their strategy to develop the Decker mine. ?
Edek Choros, Ambre Energy′s Chief Executive Officer, Managing Director
and founder, said, 'Decker Mine produces some of the highest energy coal
in the PRB and has the benefit of extensive infrastructure, including
two rail loadouts and rail connections to existing and proposed west
coast export terminals.?
Edek Choros also outlined that: 'Taking full ownership of Decker Mine is
another significant step for Ambre in developing coal exports through
the U.S. Pacific Northwest. As well as building new port infrastructure,
Ambre will now also be able to guarantee the supply of high quality U.S.
coal to customers in Korea, Japan and the Asia Pacific region from its
own mining operations.?
'We will also be aiming to strengthen our commitment to domestic U.S.
power utilities who have enjoyed the benefits of Decker′s low sulfur
high energy coal for over 40 years, and will be considering
opportunities for coal-to-liquids processing at Decker. Settling our
differences with Cloud Peak Energy and co-operating to assist each other
at our respective neighboring mining operations is a very positive and
productive outcome for both of our companies,? Choros added.
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 PRB coal
company. As one of the safest coal producers in the nation, Cloud Peak
Energy specializes in the production of low sulfur, subbituminous coal.
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 near Decker, Montana. 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 1,600 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 4% of the nation′s electricity.
About Ambre Energy
Ambre Energy Limited is a privately held company with predominantly
Australian and U.S. shareholders. It is headquartered in Brisbane,
Australia with U.S. headquarters in Salt Lake City, Utah.
Ambre Energy is developing new port infrastructure in the U.S. to
facilitate an emerging coal export and marketing business, as well as
operating and co-owning U.S. thermal coal mines.
As an environmentally responsible energy company, Ambre also aims to use
its technological expertise to develop new, sustainable uses for low
grade and waste coals and to set new environmental standards for the
export of coal.
Cloud Peak Energy′s Cautionary Note Regarding Forward-Looking
Statements
This release contains 'forward-looking statements' of Cloud Peak Energy
within the meaning of the safe harbor provisions of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of
1934. Forward-looking statements are not statements of historical facts
and often contain words such as 'may,' 'will,' 'expect,' 'believe,'
'anticipate,' 'plan,' 'estimate,' 'seek,' 'could,' 'should,' 'intend,'
'potential,' or words of similar meaning. Forward-looking statements are
based on our management's current expectations or beliefs as well as
assumptions and estimates regarding our company, industry, economic
conditions, government regulations and energy policies and other
factors. Forward-looking statements may include, for example, (1) the
consummation, or estimated timing of consummation, of the sale of
Decker, settlement of the Decker-related litigation and other related
transactions described in this release (the 'Transaction?), (2) future
development of the Millennium Bulk Terminals coal export facility and
exercise of our options for capacity at the terminal, (3) future
payments from Ambre Energy or its affiliates to be received pursuant to
the Transaction, (4) potential future benefits and synergies of the
Transaction, (5) anticipated future growth in Asian thermal coal demand,
(6) our business development and growth initiatives and strategies, (7)
the potential development of our Youngs Creek assets, and (8) other
statements regarding the Transaction and our plans, strategies,
prospects and expectations concerning our business, industry, economic
conditions, operating results, financial condition and other matters
that do not relate strictly to historical facts. These statements are
subject to significant risks, uncertainties, and assumptions that are
difficult to predict and could cause actual results to differ materially
from those expressed or implied in the forward-looking statements,
including the risks that (i) required closing conditions are not
satisfied or waived and the Transaction is not consummated, (ii) Ambre
Energy is unable to replace Cloud Peak Energy′s surety bonds, including
by providing sufficient cash or other collateral anticipated to be
required by Ambre Energy′s surety bond providers, (iii) the Millennium
Bulk Terminals coal export facility is not developed in a timely manner
or at all, (iv) Asian export demand weakens, or (v) anticipated benefits
or synergies of the Transaction are not achieved. For a discussion of
some of the additional factors that could adversely affect our future
results or the anticipated benefits of the Transaction, refer to the
risk factors described from time to time in the reports and registration
statements we file with the Securities and Exchange Commission ('SEC'),
including those in Item 1A - Risk Factors in our most recent Form 10-K
and any updates thereto in our Forms 10-Q and current reports on Forms
8-K. There may be other risks and uncertainties that are not currently
known to us or that we currently believe are not material. We make
forward-looking statements based on currently available information, and
we assume no obligation to, and expressly disclaim any obligation to,
update or revise publicly any forward-looking statements made in this
release, whether as a result of new information, future events or
otherwise, except as required by law.
Ambre Energy
This news release is not an offer to sell securities nor a
solicitation of an offer to buy securities by Ambre Energy Limited or
any of its affiliated entities.Securities may not be offered or
sold in the United States absent registration or an exemption from the
registration requirements of applicable U.S. securities laws.Any
such offer can only be made by means of adequate disclosure from Ambre
Energy Limited that includes detailed information about terms, the
company, its management and prospects, and its financial condition and
results of operations.
Photos/Multimedia Gallery Available: Cloud Peak Energy
Bob Green, 307-687-6053
Relations
Karla Kimrey, 720-566-2932
Energy
United States
Brian Gard, 503-221-0100
Fuller, 503-552-5067
Crook, 0419 788 431
andrew@crookpublicity.com
