8-K

UNITED STATES

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):  September 3, 2014 (August 29, 2014) 

HALLADOR ENERGY COMPANY

(Exact name of registrant as specified in its charter) 

Colorado	0-14731	84-1014610
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1660 Lincoln Street, Suite 2700, Denver Colorado	80264-2701
(Address of principal executive  offices)	(Zip Code)

Registrant's telephone number, including area  code:  303-839-5504

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

1

Item 1.01     Entry into a Material Definitive Agreement

On August 29, 2014 Sunrise Coal LLC, our wholly-owned subsidiary, closed the previously announced acquisition of Vectren Fuels (see Form 8-K filed July 8, 2014).

The purchase price was $320 million.  On the same date we entered into a credit agreement with PNC Bank as administrative agent for a group of several other banks. The credit agreement allows for a $250 million revolver and a $175 million term loan. Considering the acquisition and the payment of bank fees, our current debt is $350 million. The credit facility is collateralized by substantially all of Sunrise Coal’s assets and we are the guarantor.

All borrowings under the credit agreement bear interest at LIBOR plus 2.25% if the leverage ratio is less than 1X, LIBOR plus 2.5% if the leverage ratio is over 1 but less than 1.5X; LIBOR plus 2.75% if the ratio is over 1.5X but less than 2X; LIBOR plus 3% if the ratio is over 2.5X but less than 2.5X and at LIBOR plus 3.5% if the leverage ratio is over 2X (which it currently is). The maximum leverage ratio is 3.25X.  The leverage ratio is equal to funded debt/EBITDA.   Sunrise entered into swap agreements to fix the LIBOR component of the interest rate to achieve an effective fixed rate of no greater than 5% or less on 100% ($175 million) of the term loan and on $100 million of the revolver with 10% step downs each quarter commencing March 31, 2016.

The Credit Agreement also imposes certain other customary restrictions and covenants as well as certain milestones we must meet in order to draw down the full amount.  The term loan requires annual amortization during the five years at 10%, 15%, 15%, 20%, 20% with a bullet at maturity.

Item 2.01       Completion of Acquisition or Disposition of Assets

See above.

Item 2.03       Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

See above.

Item 7.01       Regulation FD Disclosure

We are hosting a live audio webcast accompanied with slides and conference call at 2:00 p.m. Eastern Time on Thursday, September 4, 2014 to discuss the acquisition.

The webcast will be accessible on the company's website, at www.halladorenergy.com, under the “Presentations” tab.  The telephone number for the conference call is 844-420-7670 and reference "Hallador Energy Investor Call" (conference ID 96574427).

The slide presentation is filed as an exhibit to this Form 8-K.

2

Item 9.01       Financial Statements and Exhibits

Financial statements of Vectren Fuels and the related pro financial information will be filed as an exhibit to this Form 8-K on or before 75 days of August 29, 2014.

99.1	Press Release Dated August 29, 2014
99.2	Press Release Dated September 2, 2014
99.3	Slide Presentation for Webcast on September 4, 2014

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 hereunto duly authorized.

Date:  September 3, 2014 HALLADOR ENERGY COMPANY By:  /s/W.ANDERSON BISHOP       W. Anderson Bishop, CFO

3

EX-99.1

EXHIBIT 99.1

NEWS RELEASE

FOR IMMEDIATE RELEASE        

Contact:  Becky Palumbo

303.839.5504 Ext. 316

rpalumbo@halladorenergy.com

Sunrise Coal Closes Acquisition of Vectren Fuels

DENVER, August 29, 2014 -- Hallador Energy Company (NASDAQ:HNRG) announcedthis afternoon that its wholly owned subsidiary, Sunrise Coal, LLC, closed the acquisition of Vectren Fuels.  As previously announced on July 1, 2014, an agreement was reached on the sale, and today marks the official closing of the transaction.

The purchase price was $320 million.  On the same date we entered into a credit agreement with PNC Bank as administrative agent for a group of several other banks. The credit agreement allows for a $250 million revolver and a $175 million term loan. Considering the acquisition and the payment of bank fees, our current debt is $350 million. The credit facility is collateralized by substantially all of Sunrise Coal’s assets and we are the guarantor.

An audio webcast will occur on Thursday, September 4, 2014 at 2:00 p.m. EST to discuss the acquisition.  More details will be provided Tuesday, September 2, 2014.

Hallador is headquartered in Denver, Colorado and through its wholly owned subsidiary, Sunrise Coal, LLC, produces coal in the Illinois Basis for the electric power generation industry. To learn more about Hallador or Sunrise, visit our websites at www.halladorenergy.com or www.sunrisecoal.com.

#  #  #  #  #

EX-99.2

EXHIBIT 99.2

NEWS RELEASE

FOR IMMEDIATE RELEASE        

Contact:  Becky Palumbo

303.839.5504 Ext. 316

rpalumbo@halladorenergy.com

Hallador Energy Announces Investor Call

to Discuss Sunrise Coal's Acquisition of Vectren Fuels

DENVER, Colorado - Sept. 2, 2014 (GLOBE NEWSWIRE) -- Hallador Energy Company (Nasdaq:HNRG), today announced that it will host a live audio webcast accompanied with slides and conference call at 2:00 p.m. Eastern Time on Thursday, September 4, 2014 to discuss the Vectren Fuels acquisition by Sunrise Coal.

The webcast will be accessible on the company's website, at www.halladorenergy.com, under the "Presentations" tab. The telephone number for the conference call is 844-420-7670 and reference "Hallador Energy Investor Call" (conference ID 96574427).

The webcast is also being distributed through the Thomson StreetEvents Network. Individual investors can listen to the call at www.earnings.com, Thomson's individual investor portal, powered by StreetEvents. Institutional investors can access the call via Thomson StreetEvents (www.streetevents.com), a password-protected event management site.

Hallador is headquartered in Denver, Colorado and through its wholly owned subsidiary, Sunrise Coal, LLC, produces coal in the Illinois Basis for the electric power generation industry. To learn more about Hallador or Sunrise, visit our websites at www.halladorenergy.com or www.sunrisecoal.com.

#  #  #  #  #

EX-99.3

Exhibit 99.3

September 4, 2014 2:00 pm EST

Forward Looking Statements This presentation contains “forward-looking statements”—that is, statements related to future, not past events. In this context, forward-looking statements  often address our expected future business and financial performance, and often contain words such as “expects,” “anticipates,” “intends,” “plans,”  “believes,” “seeks,” or “will.” Forward-looking statements by their nature address matters that are, to different degrees, uncertain. For us,  particular uncertainties arise from changes in the demand for our coal by the domestic electric generation industry; from legislation and regulations  relating to the Clean Air Act and other environmental initiatives; from  operational, geological, permit, labor and weather-related factors; from  fluctuations in the amount of cash we generate from operations; and from numerous other matters of national, regional and global scale, including  those of political, economic, business, competitive or regulatory nature.  These uncertainties may cause our actual results to be materially different than those expressed in our forward-looking statements. We do not undertake to update our forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law. 2

Participants Victor Stabio, Hallador Energy, Chairman of the Board Brent Bilsland, Hallador Energy, President & CEO   Andy Bishop, Hallador Energy, Chief Financial Officer & Treasurer Larry Martin, Sunrise Coal, Chief Financial Officer 3

Agenda Vectren Acquisition Closing Update Financing Acquisition Benefits Sunrise Coal Assets 230 MM Ton Complex Created Thick Reserves Sales/Cost Structure Familiar Customer Base Integration Timeline Q & A 4

Closing Update Closing occurred Friday, August 29, 2014   Closing price was $320 million Balance sheet adjustment true up to occur within 90 days of closing (coal inventory, parts inventory) New employee orientation occurred prior to closing. – Coal production commenced September 2, 2014. 5

Financing New Credit Facility – Lead Bank, PNC Capital Markets – 17 total participant banks 6

Acquisition Benefits Reduces operational risk and diversifies mine production Creates a 230 million ton contiguous reserve position Increases quality customer base (100% Investment Grade, 100% scrubbed, 100% “base load” plants) Enhances strong contract position through 2023 Expands market share to 2nd largest Indiana producer 7

Sunrise Coal Assets Sunrise is a wholly owned subsidiary of Hallador Energy Bulldog permit in 2015 War Eagle will now be mined through Oaktown 2 portal Setting the stage for 230 MM underground complex 8

Coal Assets 9

230 MM ton Complex Created 10

Thick Reserves = Low Cost 11

Sales / Cost Structure Carlisle’s historical cost structure has been less than $30/ton cash cost 12

Familiar Customer Base 13

Integration Timeline 14

Question & Answer 15