Regulation FD Disclosure.
On June 7, 2019 or as soon thereafter as possible, Cloud Peak Energy Inc. (CPE, the Company or we) intends to launch a tender offer providing the opportunity for the holders of record as of May 17, 2019 of Second Lien Senior Secured Notes due 2021 (the 2021 Notes) issued by Cloud Peak Energy Resources LLC and Cloud Peak Energy Finance Corp., to (i) participate as a lender in the previously-announced $35.0 million
Superpriority Senior Secured Priming Debtor-in-Possession Credit Agreement (the DIP Credit Agreement) on a pro rata basis up to such holders percentage ownership of the outstanding 2021 Notes, and (ii) to exchange, or roll-up a principal amount of their 2021 Notes equal to 80% of their commitments as a lender under the DIP Credit Agreement for an equal amount of additional loans under the DIP Credit Agreement. The Company intends to distribute to each record date holder of 2021 Notes a tender offer statement that will describe the terms and conditions of the tender offer.
The information contained in this Item 7.01 is furnished pursuant to this Item 7.01 and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that Section, notwithstanding any general incorporation by reference language in other filings by the Company.
Cautionary Note Regarding Forward Looking Statements
This Report on Form 8-K, including Item 7.01, contains forward-looking statements 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 managements current expectations, beliefs, assumptions and estimates regarding the company, industry, economic conditions, government regulations and energy policies and other factors. Forward-looking statements may include, for example, statements regarding the Companys intention to launch and complete the tender offer and other statements regarding the Companys plans, strategies, prospects and expectations concerning the Companys business, operating results, financial condition, liquidity 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 and adversely from those expressed or implied in the forward-looking statements. The Company makes forward-looking statements based on currently available information, and the Company assumes no obligation to, and expressly disclaims any obligation to, update or revise publicly any forward-looking statements made in this Report, whether as a result of new information, future events or otherwise, except as required by law.