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Delaware
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001-32331
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42-1638663
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(State or other jurisdiction of
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(Commission File Number)
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(I.R.S. Employer
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incorporation)
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Identification No.)
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Exhibit 99.1
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Press Release dated May 3, 2012
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Alpha Natural Resources, Inc.
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May 3, 2012
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By:
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/s/ Richard R. Grinnan
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Name: Richard R. Grinnan
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Title: Assistant Secretary
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Exhibit No.
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Description
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Exhibit 99.1
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Press Release dated May 3, 2012
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·
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Massey integration progress continues with improved safety performance and low employee turnover
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·
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Alpha plans additional production cuts; reducing midpoint of 2012 shipment guidance by 7.5 million tons
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Nearing one-year anniversary, Massey annualized synergy run-rate pacing ahead of $150 million
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Strong liquidity maintained at approximately $1.8 billion, including approximately $700 million in cash and marketable securities
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Q1
2012
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Q4
2
2011
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Q1
2011
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Coal revenues
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$1,639.6
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$1,793.6
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$987.0
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Net (loss) income
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($29.1)
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($742.9)
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$49.8
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Net (loss) income per diluted share
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($0.13)
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($3.39)
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$0.41
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Adjusted net (loss) income
1
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($58.2)
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($17.3)
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$78.9
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Adjusted net (loss) income per diluted share
1
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($0.27)
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($0.08)
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$0.65
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EBITDA
1
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$222.1
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($500.0)
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$193.0
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Adjusted EBITDA
1
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$210.5
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$262.8
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$214.9
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Tons of coal sold
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28.1
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31.1
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21.0
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Coal margin per ton
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$8.58
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$8.49
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$12.49
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Adjusted coal margin per ton
1
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$9.46
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$9.95
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$12.49
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·
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Our workforce is fully integrated;
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Running Right has been embraced, and employee engagement is outstanding;
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We have succeeded in having the last legacy Massey mine removed from MSHA’s Potential Pattern of Violation (PPOV) list;
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Employee turnover is now in the single digits throughout the company, a level that is expected to be sustainable;
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We ended the first quarter of 2012 with an annual synergy run-rate of greater than $150 million; and
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We continue to target annual recurring synergies of $220 million to $260 million by mid-year 2013.
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Total revenues in the first quarter were $1.93 billion compared to $1.13 billion in the same period of 2011, and coal revenues were $1.64 billion, up 66 percent compared to $0.99 billion in the first quarter of 2011. Coal revenues were higher than the year-ago period primarily due to the inclusion of legacy Massey operations which contributed estimated coal revenues of $680 million during the first quarter. Freight and handling revenues and other revenues were $209 million and $86 million, respectively, during the first quarter compared to $116 million and $28 million, respectively, in the year-ago period.
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Total costs and expenses during the first quarter of 2012 were $1.96 billion compared to $1.05 billion in the first quarter of 2011. Cost of coal sales was $1.42 billion compared to $0.73 billion in the year-ago period. The year-over-year increase was primarily attributable to increased shipment volumes due to the inclusion of legacy Massey operations during the first quarter 2012.
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Adjusted cost of coal sales in the East averaged $76.00 per ton in the first quarter of 2012 compared to $78.50 in the fourth quarter of 2011 and $71.30 in the first quarter last year. The quarter-over-quarter improvement reflected a greater influence on the weighted average adjusted cost of coal sales in the East from the Pennsylvania longwall mines and reduced purchased coal volumes, partly offset by the lower of cost or market (“LCM”) adjustments discussed below and the impact of fixed costs being spread across fewer tons as production has been adjusted to match demand. The year-over-year increase in adjusted cost of coal sales per ton is primarily due to a higher proportion of Central Appalachia operations in the weighted average. The cost of coal sales per ton for Alpha Coal West’s PRB mines increased to $10.96 during the first quarter of 2012 compared with $9.66 in the first quarter of 2011 due to reduced production volumes and higher per ton variable costs resulting from higher average per ton realizations. At Alpha’s Central Appalachia operations, increasing average costs combined with declining thermal coal prices resulted in the carrying value of certain coal inventories being reduced to the lower of cost or market. LCM adjustments are estimated to have increased first quarter 2012 cost of coal sales by approximately $34.7 million, which is equivalent to $2.12 per ton for eastern shipments. LCM adjustments in previous quarters were much less significant.
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Selling, general and administrative expense in the first quarter 2012 was $65.1 million compared to $67.3 million in the first quarter of 2011. First quarter 2012 selling, general and administrative expense includes $5.5 million of merger-related expenses, while the first quarter 2011 reflects the impact of $22.1 million of merger-related expenses primarily related to M&A advisory, bridge financing and consulting fees attributable to the then-pending Massey transaction. Depreciation, depletion and amortization (DD&A) expense during the first quarter of 2012 was $285.9 million, and amortization of acquired intangibles was a pre-tax benefit of $35.3 million, compared with DD&A expense and amortization of intangibles expense of $88.6 million and $26.0 million, respectively, in the first quarter of 2011.
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·
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Alpha recorded a net loss of $29.1 million or $0.13 per diluted share during the first quarter of 2012 compared to net income of $49.8 million or $0.41 per diluted share during the first quarter of 2011. The first quarter 2012 net loss included a $35.6 million pre-tax benefit from the change in fair value and settlement of derivative instruments, a $35.3 million pre-tax benefit from amortization of acquired intangibles, net, $14.3 million of pre-tax UBB expenses, $4.1 million of pre-tax severance charges arising from production adjustments announced February 3, $3.4 million of pre-tax merger-related expenses, and a $2.3 million pre-tax loss from weather-related property damage. Excluding these items and related tax impacts, the first quarter adjusted net loss was $58.2 million or $0.27 per diluted share compared to adjusted net income of $78.9 million or $0.65 per diluted share in the first quarter of 2011.
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EBITDA was $222.1 million in the first quarter 2012 compared to $193.0 million in the prior-year period. Excluding changes in fair value and settlement of derivative instruments, merger-related expenses, UBB expenses, severance charges arising from production adjustments announced February 3 and losses from weather-related property damage, adjusted EBITDA was $210.5 million in the first quarter of 2012 compared to $214.9 million in the first quarter of 2011.
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2012
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Average per Ton Sales Realization on Committed and Priced Coal Shipments
1,2
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West
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$12.83
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Eastern Steam
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$66.78
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Eastern Metallurgical
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$146.31
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Coal Shipments
3
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100.0 – 116.0
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West
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42.0 – 48.0
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Eastern Steam
4
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38.0 – 44.0
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Eastern Metallurgical
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20.0 – 24.0
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Committed and Priced (%)
5
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95%
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West
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100%
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Eastern Steam
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99%
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Eastern Metallurgical
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78%
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Committed and Unpriced (%)
6
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3%
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West
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0%
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Eastern Steam
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1%
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Eastern Metallurgical
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16%
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West – Cost of Coal Sales per Ton
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$10.50 – $11.50
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East – Cost of Coal Sales per Ton
7
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$75.00 – $79.00
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Selling, General & Administrative Expense
8
(excluding merger-related expenses)
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$210 – $230
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Depletion, Depreciation & Amortization
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$1,100 – $1,200
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Interest Expense
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$175 – $185
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Capital Expenditures
9
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$450 – $650
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1.
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Based on committed and priced coal shipments as of April 20, 2012.
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2.
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Actual average per ton realizations on committed and priced tons recognized in future periods may vary based on actual freight expense in future periods relative to assumed freight expense embedded in projected average per ton realizations.
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3.
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Eastern shipments in 2012 include an estimated 2.0 to 3.0 million tons of brokered coal per year.
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4.
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The 2012 shipment range for Eastern steam coal reflects the impact of longwall moves at the Cumberland mine in April and at the Emerald mine in March, as well as anticipated longwall moves at the Cumberland mine in September and at the Emerald mine in November/December.
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5.
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As of April 20, 2012, compared to the midpoint of shipment guidance range.
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6.
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In 2012, committed and unpriced Eastern tons include approximately 3.4 million tons of metallurgical coal subject to market pricing, approximately 0.1 million tons of steam coal subject to market pricing, and approximately 0.3 million tons of steam coal subject to average indexed pricing estimated at $65.89 per ton.
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7.
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Excludes merger-related expenses, non-cash charges for the fair value adjustment of acquired coal inventory, UBB charges, severance charges arising from actions to adjust production and weather related property damage.
Alpha has not reconciled the adjusted Eastern cost of coal sales per ton to Eastern cost of coal sales per ton because merger-related expenses, a necessary reconciling item, cannot be reasonably predicted and Alpha is unable to provide guidance for such expenses.
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8.
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Alpha has not reconciled the adjusted selling, general & administrative expense to selling, general & administrative expense because merger-related expenses, a necessary reconciling item, cannot be reasonably predicted and Alpha is unable to provide guidance for such expenses.
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9.
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Includes the annual bonus bid payments on the Federal Lease by Applications (LBAs) for the Eagle Butte and Belle Ayr mines of $36.1 million and $28.9 million, respectively.
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worldwide market demand for coal, electricity and steel;
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global economic, capital market or political conditions, including a prolonged economic recession in the markets in which we operate;
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decline in coal prices;
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our liquidity, results of operations and financial condition;
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regulatory and court decisions;
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changes in environmental laws and regulations, including those directly affecting our coal mining and production, and those affecting our customers’ coal usage, including potential carbon or greenhouse gas related legislation;
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changes in safety and health laws and regulations and the ability to comply with such changes;
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inherent risks of coal mining beyond our control;
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our ability to obtain, maintain or renew any necessary permits or rights, and our ability to mine properties due to defects in title on leasehold interests;
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the geological characteristics of the Powder River Basin, Central and Northern Appalachian coal reserves;
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competition in coal markets;
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our assumptions concerning economically recoverable coal reserve estimates;
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changes in postretirement benefit obligations, pension obligations and federal and state black lung obligations;
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increased costs and obligations potentially arising from the Patient Protection and Affordable Care Act;
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our ability to negotiate new UMWA wage agreements on terms acceptable to us, increased unionization of our workforce in the future, and any strikes by our workforce;
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availability of skilled employees and other employee workforce factors, such as labor relations;
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potential instability and volatility in worldwide financial markets;
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future legislation and changes in regulations, governmental policies or taxes or changes in interpretation thereof;
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disruption in coal supplies;
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our production capabilities and costs;
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our ability to integrate successfully operations that we have acquired or developed with our existing operations, including those of Massey, as well as those operations that we may acquire or develop in the future, or the risk that any such integration could be more difficult, time-consuming or costly than expected;
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our plans and objectives for future operations and expansion or consolidation;
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the consummation of financing transactions, acquisitions or dispositions and the related effects on our business;
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uncertainty of the expected financial performance of Alpha following the acquisition of Massey;
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our ability to achieve the cost savings and synergies contemplated by the acquisition of Massey within the expected time frame;
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disruption from the acquisition of Massey making it more difficult to maintain relationships with customers, employees or suppliers;
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the final allocation of the acquisition price in connection with the acquisition of Massey to the net assets acquired in accordance with applicable accounting rules and methodologies;
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the outcome of pending or potential litigation or governmental investigations, including with respect to the Upper Big Branch explosion;
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the inability of our third-party coal suppliers to make timely deliveries and the refusal by our customers to receive coal under agreed contract terms;
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our relationships with, and other conditions affecting, our customers, including the inability to collect payments from our customers if their creditworthiness declines;
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reductions or increases in customer coal inventories and the timing of those changes;
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changes in and renewal or acquisition of new long-term coal supply arrangements;
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railroad, barge, truck and other transportation availability, performance and costs;
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availability of mining and processing equipment and parts;
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disruptions in delivery or changes in pricing from third party vendors of goods and services that are necessary for our operations, such as diesel fuel, steel products, explosives and tires;
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fair value of derivative instruments not accounted for as hedges that are being marked to market;
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our ability to obtain or renew surety bonds on acceptable terms or maintain self bonding status;
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indemnification of certain obligations not being met;
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continued funding of the road construction business, related costs, and profitability estimates;
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restrictive covenants in our secured credit facility and the indentures governing our outstanding debt securities;
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certain terms of our outstanding debt securities, including any conversions of our convertible debt securities, that may adversely impact our liquidity;
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our substantial indebtedness and potential future indebtedness;
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significant or rapid increases in commodity prices;
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reclamation and mine closure obligations;
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terrorist attacks and threats, and escalation of military activity in response to such attacks;
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inflationary pressures on supplies and labor;
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utilities switching to alternative energy sources such as natural gas, renewables and coal from basins where we do not operate;
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weather conditions or catastrophic weather-related damage; and
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other factors, including the other factors discussed in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations”, and “Risk Factors” sections of our Annual Report on Form 10-K for the year ended December 31, 2011.
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