Merging US Coal Companies Contura Energy and Alpha Natural Resources Schedule Shareholder Votes.
MANews-(C)2009-2018
18 October 2018 - Shareholders of merging US-based coal companies Contura Energy, Inc. (OTC: CNTE) and Alpha Natural Resources Holdings, Inc. (OTC: APNR) will vote on 7 November to approve the companies' merger plans, the companies said.
In September, Contura Energy, along with ANR, Inc. and Alpha Natural Resources entered into an amended and resaid merger agreement, providing an increase in merger consideration to Alpha stockholders and the payment of a special dividend by Alpha.
Earlier this year, the companies entered into a definitive merger agreement providing for an all-stock transaction to create a US metallurgical coal platform and thermal coal portfolio.
Under the original deal, Alpha shareholders would receive 0.4071 Contura common shares for each ANR, Inc. Class C-1 share and each Alpha Natural Resources Holdings, Inc. common share they own, representing approximately 46.5% ownership in the merged entity.
Under the terms of the amended and resaid agreement, Alpha stockholders will receive 0.4417 Contura common shares for each ANR, Inc.
Class C-1 share and each share of common stock of Alpha Natural Resources Holdings, Inc. they own, representing approximately 48.5% ownership in the merged entity.
Prior to the closing of the transaction, Alpha stockholders will also receive a special cash dividend in an amount equal to USD 2.725 for each Class C-1 share and each share of common stock of Alpha Natural Resources Holdings, Inc. they own.
Stockholders of Alpha, who collectively hold approximately 38% of the shares of common stock of Alpha Natural Resources Holdings, Inc. and approximately 35% of the shares of ANR, Inc.
The transaction, the amended terms of which have been unanimously approved by the boards of directors of all parties, is expected to close in 4Q18, subject to Alpha stockholder approval and the satisfaction of other customary conditions.
Class C-1 common stock, have entered into voting and support agreements, pursuant to which such stockholders have agreed to vote their shares in favour of the transaction, subject to the terms and conditions of the voting and support agreements.
Formed by a group of Alpha's former first lien lenders, Contura launched in July 2016 with an initial acquisition of certain coal assets from Alpha Natural Resources, Inc., concurrent with Alpha's emergence from its Chapter 11 reorganisation process and as confirmed by the US Bankruptcy Court for the Eastern District of...
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