James River Coal Company Enters into a Second Amendment to Second Amended and Restated Revolving Credit Agreement
Feb 12 14
James River Coal Company entered into a Second Amendment to Second Amended and Restated Revolving Credit Agreement by and among the Company, certain of its subsidiaries, the lenders party thereto and General Electric Capital Corporation as administrative agent for the Lenders and as collateral agent for the Lenders. The Second Amendment: 1. modifies the definition of 'Trigger Event Period' by, among other things, reducing the "Trigger Event Amount" from $23,000,000 to $13,000,000 during the period commencing on January 31, 2014 and ending on March 31, 2014. Thereafter, the 'Trigger Event Amount' shall be $35,000,000. 2. establishes certain Milestones to which the Company must adhere, including, but not limited to, the following: a. on or before February 14, 2014, the company must engage an additional advisor that is acceptable to the Lenders on terms and conditions acceptable to the Lenders; b. on or before February 21, 2014, the company must provide the Administrative Agent with a list of all prospective investors and purchasers that the Company and its advisors believe may be interested in providing the Company with additional debt and/or equity capital or purchasing one or more portions of the Company; c. on or before February 28, 2014, the company must provide a customary management presentation to all parties who have expressed interest in engaging in a Transaction with the company; d. on or before March 7, 2014, the company must complete the preparation of a data room containing Company financial and operational information and make the data room available to Prospective Transaction Parties that have executed a customary confidentiality agreement; e. on a weekly basis from and after March 10, 2014, the Company must provide the Lenders with a status report of its efforts to enter into a Transaction; and f. establish March 31, 2014, or an earlier date, as the deadline for each Prospective Transaction Party to submit (i) in the case of a Transaction that is a sale of assets, a letter of intent; and (ii) in the case of a Transaction that is a debt or equity issuance, a commitment letter, that individually or together provide for Transactions that will close on the same date which shall in no event be later than June 30, 2014 (or if such Transaction is a debt or equity issuance, July 31, 2014) and, in the aggregate, shall provide net cash proceeds on that date sufficient to repay all amounts outstanding under the Credit Agreement in full. 3. requires the Company to deliver to the Lenders a cash flow budget for the duration of calendar year 2014 as well as a rolling 13-week cash flow budget; 4. establishes as immediate events of default: a. the payment of any amounts under the "Non-Operating Income" section of the 13-week cash flow budget that is in excess of the amount in the 13-week cash flow budget for such line item for such week; and b. the failure of the company to have 'Total Operating Cash Flows' for the 4-week period commencing with the week ending February 14, 2014 in an amount that is greater than 110% of the aggregate budgeted 'Total Operating Cash Flows' contained in the 13-week cash flow budget. 5. deems that a Cash Dominion Event has occurred, and shall continue through the later of March 31, 2014 and the termination of all Trigger Event Periods, and establishes how cash received by the Lenders pursuant thereto shall be applied to amounts outstanding under the Second Amended and Restated Revolving Credit Agreement or returned to the company, as applicable.
James River Coal To Explore Strategic Alternatives
Feb 7 14
James River Coal Co. (NasdaqGS:JRCC) is exploring and evaluating potential strategic alternatives, which may include a capital investment through debt and/or equity securities or a sale of all or one or more portions of James River Coal. In connection with launching this process, James River Coal entered into an amendment to its revolving credit agreement which will provide James River Coal with continued access to its revolving credit facility during the strategic review process. James River Coal has not made a decision to pursue any specific transaction or other strategic alternative, and there can be no assurance that the exploration of strategic alternatives will result in the identification or consummation of any transaction. James River Coal does not intend to comment further regarding this process until such time as its Board of Directors has determined the outcome of the process or otherwise determined that disclosure is required or appropriate. To assist in the process of identifying, evaluating and pursuing potential strategic alternatives, the company has engaged Perella Weinberg Partners LP as restructuring advisor, Deutsche Bank Securities Inc. as M&A advisor and Davis Polk & Wardwell LLP as legal advisor.
James River Coal Co. Enters into First Amendment to Second Amended and Restated Revolving Credit Agreement
Jan 10 14
On January 9, 2014 James River Coal Company entered into a First Amendment to Second Amended and Restated Revolving Credit Agreement by and among the company, certain of its subsidiaries, the lenders party thereto and General Electric Capital Corporation as administrative agent for the Lenders and as collateral agent for the Lenders, pursuant to which, among other things, the definition of 'Trigger Event Period' was modified. Under the prior definition a 'Trigger Event Period' commenced when the sum of the company's Unrestricted Cash (as defined in the Amended and Restated Credit Agreement) and Availability (as defined in the Amended and Restated Credit Agreement) was less than $35,000,000 and ended when the sum of Unrestricted Cash and Availability for a period of 90 consecutive days equaled or exceeded $35,000,000. The First Amendment deleted from the 'Trigger Event Period' definition in each instance '$35,000,000' and inserted in each instance '$23,000,000'.