-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VFZ0tJB/ZjSgBkRousetU7PxQG2uWU7uxqHlvixrALmACGd9EsrlM3yC6TJofDmH HIyjOu/KvW3Q9lrJb2YbIw== 0001127264-03-000050.txt : 20030401 0001127264-03-000050.hdr.sgml : 20030401 20030401103600 ACCESSION NUMBER: 0001127264-03-000050 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030331 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030401 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MASSEY ENERGY CO CENTRAL INDEX KEY: 0000037748 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE MINING [1220] IRS NUMBER: 950740960 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07775 FILM NUMBER: 03632964 BUSINESS ADDRESS: STREET 1: 4 NORTH 4TH STREET CITY: RICHMOND STATE: VA ZIP: 23219 BUSINESS PHONE: 9493492000 MAIL ADDRESS: STREET 1: 4 NORTH 4TH STREET CITY: RICHMOND STATE: VA ZIP: 23219 FORMER COMPANY: FORMER CONFORMED NAME: FLUOR CORP LTD DATE OF NAME CHANGE: 19710624 FORMER COMPANY: FORMER CONFORMED NAME: FLUOR CORP/DE/ DATE OF NAME CHANGE: 19920703 8-K 1 massey_8k.txt FORM 8-K ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------- Form 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) March 31, 2003 --------------------- MASSEY ENERGY COMPANY (Exact name of registrant as specified in its charter) Delaware 1-7775 95-0740960 (State or other jurisdiction of (Commission File No.) (I.R.S. Employer Incorporation) Identification Number) 4 North 4th Street, Richmond, Virginia 23219 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (804) 788-1800 ================================================================================ Item 5. Other Events. As described in the attached press release, Massey Energy Company reports that it has resolved all issues raised during a routine review of its filings by the Division of Corporate Finance of the Securities and Exchange Commission (SEC) with no material cumulative impact on its previously reported financial results. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits 99 Press Release SIGNATURES 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 hereunto duly authorized. MASSEY ENERGY COMPANY April 1, 2003 By: /s/ R. Eberley Davis ------------------------------------ Name: R. Eberley Davis Title: Vice President, Secretary and General Counsel EX-99 3 ex_99.txt PRESS RELEASE EXHIBIT 99 FOR IMMEDIATE RELEASE Contact: Katharine W. Kenny Director, Investor Relations (804) 788-1824 MASSEY ENERGY RESOLVES SEC REVIEW ISSUES Richmond, Virginia, March 31, 2003 - Massey Energy Company (NYSE:MEE) announced today that it had resolved all issues raised during a routine review of its filings by the Division of Corporate Finance of the Securities and Exchange Commission (SEC) with no material cumulative impact on its previously reported financial results. Massey has agreed to make the revisions detailed below, to its 2001 Form 10-K and subsequent quarterly periods. The amended 2001 Form 10-K is being filed today along with the Company's 2002 Form 10-K. "We cooperated fully with the SEC throughout the process and are pleased to come to a resolution regarding their concerns," said Don L. Blankenship, Massey CEO and Chairman. "We are also gratified that the changes we agreed upon with the SEC have ultimately had such a minimal impact on our financial position." The Company reported that the cumulative negative impact of the changes on its shareholders' equity at December 31, 2002 was less than $700,000. The Company reported that several SEC comments focused on the correct periods for the recognition of certain revenue and expense items, not on the validity of the items, which resulted in no cumulative impact on the reported financial results. In addition, based on discussions with the SEC, a correction has been made in the methodology the Company had been using to calculate black lung expense in relation to the underlying black lung obligation. The Company has implemented this change by amending its accounting policy from a level funding method to a service cost method. Consequently, the Company reported that the following are the primary restatements resulting from its discussions with the SEC. --The Company agreed to record, in the period ended October 31, 2001, a $6.9 million charge related to the settlement of claims for Workers' Compensation premiums in January 2002 and a $2.5 million charge in connection with a verdict in a wrongful employee discharge lawsuit in December 2001. The Company had previously recognized these charges in the Company's two-month "stub period" ended December 31, 2001. --The Company had incurred a charge of $6.9 million related to its exposure to the Enron Corporation bankruptcy in the stub period and subsequently reduced that reserve by $3 million in the first quarter of 2002. In discussions with the SEC, the Company agreed to net the decrease in bad debt reserve against the charge recorded in the stub period. --The black lung accounting policy change was applied retroactively to November 1, 1994, as required by Statement of Financial Accounting Standards No. 112 "Employers Accounting for Postemployment Benefits." The Company's 2002 financial results previously reported in its year-end press release, dated January 31, 2003, have also been adjusted to reflect the above-mentioned changes affecting 2002. The restatements noted above caused the Company's net income for fiscal 2001, the stub period and calendar 2002 to change as follows. As Reported Restated Difference ----------- -------- ---------- Fiscal Year End 2001 Net income (loss) ($1.1 mil.) ($5.4 mil.) ($4.3 mil.) Earnings per share ($0.01) ($0.07) ($0.06) Stub Period Net income (loss) ($22.4 mil.) ($14.8 mil.) $7.6 mil. Earnings per share ($0.30) ($0.20) $0.10 Calendar Year End 2002 Net income (loss) ($30.0 mil.) ($32.6 mil.) ($2.6 mil.) Earnings per share ($0.40) ($0.44) ($0.04) Shareholders' equity @December 31, 2002 $808.9 mil.* $808.2 mil. ($0.7 mil.) *As reported in Massey's year end press release Massey Energy Company is the fourth largest coal producer by revenue in the United States. ### -----END PRIVACY-ENHANCED MESSAGE-----