Item 7.01 Regulation FD.
In connection with Cloud Peak Energy Inc.'s and substantially all of its direct
and indirect subsidiaries' (collectively, the "Company") ongoing cases under
Chapter 11 ("Chapter 11") of Title 11 of the U.S. Code, the Company is
furnishing a projected budget and a summary of sources and uses of cash during
the Company's Chapter 11 cases, which are attached hereto as Exhibits 99.1 and
99.2, respectively (the "Disclosed Information").
The information in the Disclosed Information is dependent upon certain
assumptions as set forth in the Disclosed Information. Any financial projections
or forecasts included in the Disclosed Information were not prepared with a view
toward public disclosure or compliance with the published guidelines of the
Securities and Exchange Commission or the guidelines established by the American
Institute of Certified Public Accountants regarding projections or forecasts.
The projections do not purport to present the Company's financial condition in
accordance with accounting principles generally accepted in the United States.
The Company's independent accountants have not examined, compiled or otherwise
applied procedures to the projections and, accordingly, do not express an
opinion or any other form of assurance with respect to the projections. The
inclusion of the projections herein should not be regarded as an indication that
the Company or its representatives consider the projections to be a reliable
prediction of future events, and the projections should not be relied upon as
such. Neither the Company nor any of its representatives has made or makes any
representation to any person regarding the ultimate outcome of the Company's
proposed restructuring compared to the projections, and none of them undertakes
any obligation to publicly update the projections to reflect circumstances
existing after the date when the projections were made or to reflect the
occurrence of future events, even in the event that any or all of the
assumptions underlying the projections are shown to be in error.
The information contained in this Item 7.01 (including Exhibits 99.1 and 99.2)
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 Current Report on Form 8-K 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 management's 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
Company's plans, strategies, prospects and expectations concerning its 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, including risks and uncertainties
regarding the Company's ability to continue as a going concern; potential
adverse effects of the Chapter 11 cases on the Company's liquidity and results
of operations; the Company's ability to obtain timely approval by the Bankruptcy
Court with respect to the motions filed in the Chapter 11 cases; the effects of
the bankruptcy petitions on the Company and on the interests of various
constituents, including holders of the Company's common stock; the Bankruptcy
Court's rulings in the Chapter 11 cases, and the outcome of the Chapter 11 cases
generally; the length of time that the Company will operate under Chapter 11
protection and the continued availability of operating capital during the
pendency of the proceedings; risks associated with third-party motions in the
Chapter 11 cases; and increased administrative and legal costs related to the
Chapter 11 process and other litigation and inherent risks involved in a
bankruptcy process. Forward-looking statements are also subject to the risk
factors and cautionary language described from time to time in the reports and
registration statements the Company files with the Securities and Exchange
Commission, including those in Part I, Item 1A - Risk Factors in its most recent
Form 10-K and any updates thereto in its Forms 10-Q and Current Reports on
Form 8-K. Additional factors, events, or uncertainties that may emerge from time
to time, or those that the Company currently deems to be immaterial, could cause
its actual results to differ, and it is not possible for the Company to predict
all of them. The Company makes forward-looking statements based on currently
available information, and it assumes no obligation to, and expressly disclaim
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.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit Number Description
99.1 13 week debtor-in-possession budget as of October 24, 2019
99.2 Summary of sources and uses of cash
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