0001104659-14-067502.txt : 20140922 0001104659-14-067502.hdr.sgml : 20140922 20140922163010 ACCESSION NUMBER: 0001104659-14-067502 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140922 ITEM INFORMATION: Other Events FILED AS OF DATE: 20140922 DATE AS OF CHANGE: 20140922 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Walter Energy, Inc. CENTRAL INDEX KEY: 0000837173 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE MINING [1220] IRS NUMBER: 133429953 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13711 FILM NUMBER: 141114303 BUSINESS ADDRESS: STREET 1: 3000 RIVERCHASE GALLERIA STREET 2: SUITE 1700 CITY: BIRMINGHAM STATE: AL ZIP: 35244 BUSINESS PHONE: 205-745-2000 MAIL ADDRESS: STREET 1: 3000 RIVERCHASE GALLERIA STREET 2: SUITE 1700 CITY: BIRMINGHAM STATE: AL ZIP: 35244 FORMER COMPANY: FORMER CONFORMED NAME: WALTER INDUSTRIES INC /NEW/ DATE OF NAME CHANGE: 19950207 FORMER COMPANY: FORMER CONFORMED NAME: HILLSBOROUGH HOLDINGS CORP DATE OF NAME CHANGE: 19910814 8-K 1 a14-21244_18k.htm 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 22, 2014

 

 

Walter Energy, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-13711

 

13-3429953

(State or other jurisdiction of

incorporation

or organization)

 

(Commission File No.)

 

(I.R.S. Employer Identification No.)

 

3000 Riverchase Galleria, Suite 1700

Birmingham, Alabama 35244

(205) 745-2000

(Address, including zip code, and telephone number, including area code, of registrant’s principal

executive offices)

 

N/A

(Former name or former address, if changed from last report.)

 

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))

 

 

 


 

Item 8.01. Other Events.

 

Walter Energy, Inc. (the “Company”) is permitted under the applicable indenture to elect, for any interest payment period prior to October 1, 2019, to use the payment-in-kind (“PIK”) feature of its 11.0%/12.0% Senior Secured Second Lien PIK Toggle Notes due 2020 (the “Second Lien Notes”). The Company may pay interest on the Second Lien Notes (1) entirely in cash, at a rate of 11.0% (“Cash Interest”), or, if it uses the PIK feature, (2) with a 50%/50% or 75%/25% combination of (i) Cash Interest and (ii)(a) an increase in the principal amount of the Second Lien Notes outstanding or (b) an issuance of additional notes, in the case of each of clause (a) and (b), at a rate per annum equal to 12% ( “PIK Interest”).

 

With respect to the interest payment due on the Second Lien Notes for the period commencing on October 1, 2014, the Company has elected to pay 50% in Cash Interest (approximately $9.6 million) and the balance in PIK Interest (approximately $10.5 million).

 

The Company intends to evaluate this option prior to the beginning of each eligible interest period, taking into account market conditions and other relevant factors at that time.

 

On September 22, 2014, the Company delivered a notice to Wilmington Trust, National Association, in its capacity as trustee under the Indenture governing the Second Lien Notes, that on the April 1, 2015 interest payment date of the Second Lien Notes, the Company will pay 50% of such interest payment in Cash Interest and the remainder in PIK Interest.

 

2


 

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.

 

 

 

WALTER ENERGY, INC.

 

 

 

Date: September 22, 2014

By:

/s/ Earl H. Doppelt

 

 

Earl H. Doppelt

 

 

Executive Vice President, General Counsel and Secretary

 

3