Form 8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report(Date of earliest event reported):
October 27, 1999
WESTMORELAND COAL COMPANY
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(Exact name of registrant as specified in its charter)
DELAWARE 0-752 23-1128670
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(State or other jurisdiction (Commission File (I.R.S. Employer
of incorporation or Number Identification No.)
organization)
2 North Cascade Avenue, 14th Floor, Colorado Springs, Colorado 80903
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code: 719-442-2600
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Item 5. Other Events
The Company announced the results of its tender offer to purchase up to
631,000 of its outstanding depositary shares, each representing one quarter of a
share of Series A Convertible Exchangeable Preferred Stock, at $19.00 per
depositary share. The tender offer expired at 5 p.m. October 26, 1999. 412,536
depositary shares were tendered in response to the offer and Westmoreland has
accepted for payment (and thereby purchased) all shares tendered. The Company
now has 834,833 depositary shares outstanding.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit 99.13 -- Press release dated October 27, 1999.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
WESTMORELAND COAL COMPANY
Date: October 28, 1999 /s/ Robert J. Jaeger
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By: Robert J. Jaeger
Senior Vice President-Finance
and Treasurer
<PAGE 1>
Exhibit 99.13
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Westmoreland Announces
Results of Tender Offer
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Colorado Springs, CO - October 27, 1999 - Westmoreland Coal Company (AMEX: WLB,
WLBp) today announced the results of its tender offer to purchase up to 631,000
of its outstanding depositary shares, each representing one quarter of a share
of Series A Convertible Exchangeable Preferred Stock, at $19.00 per depositary
share. The tender offer expired at 5 p.m. October 26, 1999. 412,536 depositary
shares were tendered in response to the offer and Westmoreland has accepted for
payment (and thereby purchased) all shares tendered. The Company now has 834,833
depositary shares outstanding.
The Company has also paid First Chicago Trust Company of New York, the
depositary for the tender offer (the "Depositary"), $7,838,184.00 in full
payment for the shares purchased in the offer. Holders of depositary shares
tendered and accepted will receive payment as soon as practicable from the
Depositary.
Christopher K. Seglem, Westmoreland's Chairman, President and CEO said, "The
tender offer conducted earlier this year was oversubscribed. This second offer
was intended to satisfy that unfulfilled interest on the part of some of our
preferred shareholders. Through this second offering we gave them the
opportunity to tender those shares under the same terms."
"We are very pleased with the combined responses to these tender offers. As a
result of the two tender offers, the number of outstanding depositary shares has
been reduced from 2.3 million to approximately 835,000, and the amount of
accumulated but unpaid preferred dividends has been reduced to $8.87 million.
Our ongoing preferred dividend is also reduced to approximately $1.8 million
versus $4.9 million at the outset. This lightens the Company's preferred
dividend burden as we move forward in our effort to invest in new projects which
will return the Company to sustainable profitability and growth and should
significantly benefit all of our shareholders. As we have indicated for some
time, it is highly likely that the Company's cash will now be reinvested for the
foreseeable future in new projects rather than distributed in the form of
dividends," continued Seglem.
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For further information contact Diane Jones (719) 442-2600
