425 1 form425.htm FORM 425 form425.htm
 
Filing pursuant to Rule 425 under the
Securities Act of 1933, as amended
Deemed filed under Rule 14a-6 under the
Securities Exchange Act of 1934, as amended
 
 
Filer: Massey Energy Company
Subject Company: Massey Energy Company
Commission File Number: 001-07775


This filing relates to a planned merger (the “Merger”) between Alpha Natural Resources, Inc. (“Alpha”) and Massey Energy Company (“Massey”) pursuant to the terms of an Agreement and Plan of Merger, dated as of January 28, 2011 (the “Merger Agreement”), by and among Alpha, Mountain Merger Sub, Inc. and Massey.  The Merger Agreement is on file with the Securities and Exchange Commission as an exhibit to the Current Report on Form 8-K filed by Massey on January 31, 2011, and is incorporated by reference into this filing.

The following email Corrected Operations Organizational Announcement was sent to the employees of Alpha and Massey:
 
 
 
 
To:
Everyone at Alpha and Massey
From:
Kurt Kost, President - Operations, Technical Services and Operations Administration
Subject:
Operations Organization
Date:
May 16th, 2011

 
Over the past few weeks I’ve been working with the Day 1 leadership for Operations to further define our structure and management teams.  The planning team was diligent, committed, and thoughtful in their recommendations.
 
With the announcement in April you learned that Operations will be organized into five operating regions including three regions for CAPP (north, central and south), and will be managed by four senior vice presidents. Within the five regions will be a total of 12 Business Units (BU): one in the PRB, two in NAPP, and nine CAPP BUs (three in each region) that are each about seven million tons.  The Massey Resource Groups will be part of the CAPP regions.  The scale of our organization following Day 1 is impressive, and Operations is critical to driving Alpha’s success.
 
Today I’m sharing with you more detail about the Operations leadership and management, including the leadership structure within each business unit.  This structure will become effective at Day 1.  The cooperation between Massey and Alpha during this planning has been a hallmark of the performance we’ll deliver as a team.
 
In the next few weeks we will be a part of the 14,000 people leading one of America’s preeminent coal suppliers.  We will be leaders in the coal industry and one of the largest suppliers of metallurgical coal in the world.  Our operations, our organization, and our commitment to Running Right will be the backbone of our success.   Thank you for your continued patience.
 

 
Sincerely,
 
 
Kurt Kost
President - Operations, Technical Services and Operations Administration
 
 

 
 

 
 
 
 
 OPERATIONS POST DAY 1 ORGANIZATION
 
 
 Michael Peelish, EVP & Chief Admin Officer
 
John Gallick, VP – Health & Safety
 
Brian Keaton, Assistant VP – Health & Safety  
Perry Whitley, Director – Mine Emergency Coordination & Preparation
Gary Frampton, Director – Operations Safety   Terry Theys, Director – Safety Engineering 
Ken Perdue, Director – Operations Safety      
 
 
 Open, SVP – Human Resources
 
· Bill McClure, SVP – HR Services   ·
Jeff Gillenwater, VP – HR & Recruiting
    Barry Mounts, VP – HR Services               ○ Troy Andes, Manager – HR & Recruiting
    Open, VP – Leadership Effectiveness        
    Anne Raup, Director – Payroll        
·
Doug Harris, VP – HR & Labor Relations
     
    John Schoolcraft, Director – Labor Relations      
    Chris Matras, Manager – Labor Relations      
 
 
 Mick Risdon, VP – Strategic Sourcing & Materials Management
 
· Mark Manno, Assistant VP – Strategic Sourcing & Materials Management   ·
Bill Mullins, Director – Sourcing Support
· Jim Mann, Director – Strategic Sourcing     Brent Sturgill, Regional Sourcing Director – CAPP South
· Macs Hall, Director – Sourcing Support     Janet Gapen, Sourcing Manager – PAS
    Ron Conway, Sourcing Manager – CRS     Tony McGartland, Sourcing Manager – Amfire
    Dave Shepperd, Sourcing Manager – CRE     Monica Mille-Queen, Sr. Sourcing Manager – PRB
    Tom Moore, Sourcing Manager – CRW   · Ed Green, Director – Inventory Management 
    Chris Stephens, Sourcing Manager – BRN   · Becky Price, Manager – Sourcing Administration 
    Steve Ousley, Sourcing Manager – BRS   · Bill Donovan, Manager – Building Services 
    Rick Brown, Sourcing Manager – BRW        
 
 
 Open, SVP – Environmental Affairs
 
  ·   Johnnie Green, VP – Environmental Affairs         
        ○ John Paul Jones, Director – Environmental Regulatory & External Affairs        
        ○ Thomas Cook, Director – Environmental Permitting & Special Projects        
        ○ Open, Director – Environmental Compliance & Reclamation      
 
 
 
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 OPERATIONS POST DAY 1 ORGANIZATION
 
 
 Mark Schuerger, Regional SVP – Operations, CAPP North
 
  ·   Roy West, Regional Financial Analyst        
  ·   Open, Operations Support        
 
 
 Mark Weaver, President – Coal River Surface 
 
Art Hale, VP – Surface Operations  
Terry Keen, Director – Safety
Jimmy Wood, VP – Surface Operations   Brian College, CI Coordinator
Jim Higgins, Manager – Technical Services   Joe Armstrong, Director – Human Resources
Open, Manager – Quality & Logistics   Eric Sealander, BU Financial Analyst 
 
 
 Charlie Bearse, President – Coal River East 
 
Joe Pugh, VP – Operations  
Joe Dixon, CI Coordinator
Brerry Hudson, Manager – Technical Services   Josh Birchfield, CI Coordinator
Steve Belcher, Manager – Quality & Logistics   Jennifer Chandler, Director – Human Resources
Mike Vaught, Director – Safety   Jerod Mount, BU Financial Analyst 
 
 
 Eric Salyer, President – Coal River West 
 
Phillip Saunders, VP – Operations  
Phillip Ellis, CI Coordinator
Jamie DeSimone, Manager – Technical Services   Brian Hicks, Director – Human Resources
Open, Manager – Quality & Logistics   Adam McCallister, BU Financial Analyst
Lewis Sheppard, Director – Safety      
 
 

 
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 OPERATIONS POST DAY 1 ORGANIZATION
 
 
 Mike Snelling, Regional SVP – Operations, CAPP Central
 
John Tinnel, Regional Financial Analyst    
 
Open, Operations Support      
 
 
 Craig Boggs, President – Brooks Run North
 
Johnny Jones, VP – Underground Operations  
Chris Ray, CI Coordinator
Open, VP – Surface Operations   Justin McMillion, CI Coordinator
Joseph Swerbinsky, Manager – Technical Services   Kyle Bane, Director – Human Resources
Mark Workman, Manager – Preparation, Quality & Logistics   Michele Davis, BU Financial Analyst
Wayne Persinger, Director – Safety      
 
 
 Frank Matras, President – Brooks Run South
 
David Decker, VP – Operations  
David Green, CI Coordinator
Russ Lambert, Manager – Technical Services   Chesley Barnard, CI Coordinator
John Harsanyi, Manager – Preparation, Quality & Logistics   Cheryl Stapleton, Director – Human Resources
Chris Presley, Director – Safety   Sonja Brunke, BU Financial Analyst
 
 
 Jeff Ellis, President – Brooks Run West
 
Steven Poe, VP – Surface Operations  
TBD, CI Coordinator
Bill Kelly, VP – Underground Operations   Open, CI Coordinator
Mike Smith, Manager – Technical Services   Dave Cook, Director – Human Resources
Open, Manager – Preparation, Quality & Logistics   Melody Viars, BU Financial Analyst 
Richard Williamson, Director – Safety      
 

 
 
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 OPERATIONS POST DAY 1 ORGANIZATION
 
 
 Eddie Bateman, Regional SVP – Operations, CAPP South
 
Greg Dingus, Regional Financial Analyst    
 
Bill Schmid, Operations Support      
 
 
 Blake Hall, President – Virginia
 
Greg Blankenship, VP – Surface Operations  
Mark Williams, CI Coordinator
Mike Clark, VP  – Underground Operations   Pat Pelley, CI Coordinator
Steve Smith, Manager – Technical Services   Gary Duncan, Director – Human Resources
Darrell Slagle, Manager – Preparation, Quality & Logistics   Open, BU Financial Analysis
Ram Tankersley, Director – Safety      
 
 
 Allen Dupree, President – Northern Kentucky
 
Kevin Varney, VP – Operations  
Open, CI Coordinator
John Cline, Manager – Technical Services   Kathy Wicker,  Director – Human Resources
Larry Johnson, Manager – Quality & Logistics   Keriston Smith, BU Financial Analyst
Steve Endicott, Director – Safety      
 
 
 Rick Craig, President – Southern Kentucky
 
Chris Slone, VP – Operations  
Joshua Fields, CI Coordinator
Tom Baumgarth, Manager – Technical Services   Buddy Johnston, Director – Human Resources
Richard Matda, Manager – Quality & Logistics   Open, BU Financial Analyst
Tom Asbury, Director – Safety      
 
 
 
 
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 OPERATIONS POST DAY 1 ORGANIZATION
 
 
 Jim Bryja, Regional SVP – Operations, NAPP & PRB
 
Henrick Thoenelt, Regional Financial Analyst    
 
Gary Buchan, Operations Support      
 
 
 Jeffrey Kukura, President – Pennsylvania Services
 
John Dzurino, General Manager – Emerald  
Ryan Kerr, CI Coordinator
Jack Trackemas General Manager – Cumberland   Joshua Judge, CI Coordinator
Jim Blanc, Human Resources   Dean Swaney, Financial Analyst
 
 
 Peter Merritts, President – AMFIRE
 
Gary Deemer, General Manager – Underground  
Jeff Christy, Land
Lou Pianetti, General Manager – Underground   Nick Zak, CI Coordinator
Ed Ratay, General Manager – Surface   Jim Pablic, Safety
Rob  Bottegal, Technical Services   Ron Turner, Financial Analyst
Dan Lhota, Human Resources      
 
 
 Steven Rennell, President – Alpha Coal West
 
Shane Durgin, Operations  
Open, Land & Government Affairs
Ken Ferguson, Maintenance   Stan Hoffman, CI Coordinator
Joff Pilon, Technical Services   Rod Mass, Financial Analyst
Mike Meyer, Human Resources      
 
 
 Sam Cario, President – Pennsylvania Land Holding Company
 
Doug Conklin, General Manager – Coal Gas Recovery  
Terry Dayton, Director – Environmental
Tim Comer, Director – Oil & Gas   Brad Miller, Vice President – Land

 
 Joe DAmico, VP – Gas Management
 
 
 
 
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nrla, SVP – Technical Services
 
 
 OPERATIONS POST DAY 1 ORGANIZATION
 
 
 John Borla, SVP – Technical Services
 
 
 Mike Mishra, VP – Technical Services
 
 
Mike Milam, Sr. Director – Engineering  
Scott Peterson, Sr. Director – Geology
TBD, Sr. Director – Strategic Projects   Terry Martin-Blair, Sr. Director – Project Execution
 ● Drew Anderson, Director – Projects   TBD, Director – Marianna Mine Project
 ● TBD, Director Surface Mine Engineering    Rod Lawrence, Director UG Mine Engineering
 
 
 Fred Stanley, VP – Preparation
 
Van Davis, Sr. Director – Preparation  
Jeff Walkup, Director – Preparation
Frank Addison, Sr. Director – Preparation      
 
 
 Jeff Carter, VP – Asset Management
 
Harold Helton, Sr. Director – Asset Management  
Ken Benedick, VP – Maintenance
Wayne Keaton, General Manager – Maxxim Rebuild      
 
 
 Keith Hainer, VP – Asset Engineering
 
Dave Terry, Sr. Electrical Trainer  
Open, Sr. Electrical Engineer
 
 
 Scott Kreutzer, VP – Land
 
TBD, Director – Land Management, CAPP North  
Paul Mullins, Director – Land Management, CAPP South
TBD, Director – Land Management, CAPP Central   Vicki Duffy, Manager – Contracts & Administration
 
 
 Ron Eberhart, President – Dry Systems Technologies
 
Terry McDonald, Director – DST Operations    
 
 
 
 Mark Clemens, VP Production Optimization
 
 
 
 
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Forward Looking Statements
 
Information set forth herein contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995, which involve a number of risks and uncertainties.  Alpha and Massey caution readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information.  Such forward-looking statements include, but are not limited to, statements about the benefits of the business combination transaction involving Alpha and Massey, including future financial and operating results, the combined company’s plans, objectives, expectations (financial or otherwise) and intentions and other statements that are not historical facts.
 
The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the ability to obtain regulatory approvals of the transaction on the proposed terms and schedule; the failure of Alpha or Massey stockholders to approve the transaction; the outcome of pending or potential litigation or governmental investigations; the risk that the businesses will not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; uncertainty of the expected financial performance of Alpha following completion of the proposed transaction; Alpha’s ability to achieve the cost savings and synergies contemplated by the proposed transaction within the expected time frame; disruption from the proposed transaction making it more difficult to maintain relationships with customers, employees or suppliers; the calculations of, and factors that may impact the calculations of, the acquisition price in connection with the proposed merger and the allocation of such acquisition price to the net assets acquired in accordance with applicable accounting rules and methodologies; general economic conditions that are less favorable than expected; changes in, renewal of and acquiring new long term coal supply arrangements; and competition in coal markets. Additional information and other factors are contained in Alpha’s and Massey’s filings with the Securities and Exchange Commission (the “SEC”), including Alpha’s and Massey’s Annual Reports on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K, and other SEC filings, which are available at the SEC’s web site http://www.sec.gov.  Alpha and Massey disclaim any obligation to update and revise statements contained in these materials based on new information or otherwise.

Important Additional Information and Where to Find It
 
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.
 
In connection with the proposed merger, Alpha has filed with the SEC a registration statement on Form S-4 (commission file number 333-172888), as amended, that includes a preliminary joint proxy statement/prospectus regarding the proposed merger.  The registration statement was declared effective by the SEC on April 28, 2011, and a definitive joint proxy statement/prospectus has been mailed to Alpha and Massey stockholders on or about April 29, 2011 in connection with the proposed merger.  INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND OTHER DOCUMENTS RELATING TO THE MERGER FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER.  You may obtain a copy of the joint proxy statement/prospectus and other related documents filed by Alpha and Massey with the SEC regarding the proposed merger as well as other filings containing information, free of charge, through the web site maintained by the SEC at www.sec.gov, by directing a request to Alpha’s Investor Relations department at Alpha Natural Resources, Inc., One Alpha Place, P.O. Box 2345, Abingdon, Virginia 24212, Attn: Investor Relations, to D.F. King & Co., Inc., 48 Wall Street, 22nd Floor, New York, New York  10005 or to Massey’s Investor Relations department at, (804) 788 - 1824 or by email to Investor@masseyenergyco.com.  Copies of the joint proxy statement/prospectus and the filings with the SEC that are incorporated by reference in the joint proxy statement/prospectus can also be obtained, without charge, from Alpha’s website at www.alphanr.com under the heading “Investor Relations” and then under the heading “SEC Filings” and Massey’s website at www.masseyenergyco.com under the heading “Investors” and then under the heading “SEC Filings”.

Participants in Solicitation

Alpha, Massey and their respective directors, executive officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies in favor of the proposed merger.  Information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of proxies in favor of the proposed merger is set forth in the definitive joint proxy statement/prospectus filed with the SEC.  You can find information about Alpha’s directors and executive officers in Alpha’s definitive proxy statement filed with the SEC on April 1, 2011.  You can find information about Massey’s directors and executive officers in Amendment No. 1 to Massey’s annual report on Form 10-K filed with the SEC on April 19, 2011. You can obtain free copies of these documents from Alpha or Massey using the contact information above.
 
 
 
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