SCHEDULE 14A
(RULE 14a-101)
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
Filed by the Registrant |X|
Filed by a Party other than the Registrant |_|
Check the appropriate box:
|_| Preliminary Proxy Statement
|_| Confidential, for Use of the Commission Only
(as permitted by Rule 14a-6(e)(2))
|_| Definitive Proxy Statement
|X| Definitive Additional Materials
|_| Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
WESTMORELAND COAL COMPANY
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(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
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|X| No fee required.
|_| Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11
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(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11 (set forth the
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|_| Fee paid previously with preliminary materials.
|_| Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee
was paid previously. Identify the previous filing by registration
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Institutional Shareholder Services ("ISS")
Recommends A Vote For Current
Westmoreland Board and Management
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Colorado Springs, CO -- May 10, 1999 -- Westmoreland Coal Company (AMEX: WLB)
reported today that Institutional Shareholder Services ("ISS"), the country's
leading independent provider of proxy voting and corporate governance services,
has recommended that Westmoreland shareholders support management's slate of
director nominees at the Company's special meeting to be held on May 12, 1999.
In its 14 page report dated May 7, 1999, ISS recommends that shareholders vote
the WHITE card in favor of management's slate of director nominees and "discard
the dissident BLUE card."
Each year ISS, located in Rockville, Maryland, analyzes proxy issues and
recommends votes for shareholder meetings for its institutional and corporate
clients throughout North American and Europe. Westmoreland is not a client.
ISS concluded that it believes "the dissident plan to sell the IPPs carries a
high degree of risk," that "there is a significant degree of uncertainty over
how much consideration the (UMWA Retiree Health & Benefit) Funds would demand in
return", and that "the Funds are likely to be guarded in their negotiations with
the dissident group based on the attempt to liquidate the Company in
bankruptcy". According to ISS, these factors raise serious uncertainty about
residual amounts shareholders might receive under the dissident plan.
In supporting management's slate of directors, ISS concluded that management
negotiations in bankruptcy avoided liquidation and provided the opportunity to
restructure the Company. Successfully operating the business in a growth mode
will be the key to the company's future, ISS said.
Christopher K. Seglem, Westmoreland's Chairman, President, and CEO said, "We are
gratified that the world's largest provider of independent proxy voting services
has reviewed the dissidents' plan and current management's track record and
concluded that shareholders would be best served by the Company's existing Board
of Directors."
Shareholders may vote their WHITE proxy card for management's slate by faxing to
Morrow & Co., Inc. at (212) 754-8300. Shareholders with brokerage accounts may
fax their WHITE proxy card to ADP at (516) 254-7620. If you have any questions
about how to vote your shares please contact Morrow & Co., Inc. at (800)
662-5200.
Westmoreland Coal Company, headquartered in Colorado Springs, Colorado, is
currently engaged in western coal mining through its 80% owned subsidiary
Westmoreland Resources, Inc. and independent power production through its
wholly-owned subsidiary Westmoreland Energy, Inc. The Company also holds a 20%
interest in Dominion Terminal Associates, a coal shipping and terminal facility
in Newport News, Virginia.
Note: Consent for the use of statements taken from the ISS Report has not been
obtained.
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For further information contact Diane Jones (719) 442-2600
