National Coal Corp. (Nasdaq: NCOC):
-
Second quarter revenues increased 11.7% to $35.3 million from
$31.6 million during the year-ago quarter.
-
Tons of coal sold decreased 3.2% to 457,082 tons, from 472,216
tons during the year-ago quarter, with a significant drop of 24.1% in
Alabama tonnage.
-
Average price per ton increased 16.8% to $75.15 from $64.32 in
the same year-ago quarter.
-
For the six months ended June 30, 2009, net cash flow provided
by operating activities was a positive $2.5 million versus a negative
$5.8 million during the year-ago period.
-
On July 21, 2009, National Coal of Alabama (NCA) defaulted on
its $60 million credit facility, and as of August 3, 2009, the lender
foreclosed on NCA. As of June 30, 2009, National Coal of Alabama
accounted for approximately 56% of National Coal Corp.’s debt and
liabilities, approximately 39% of its consolidated revenues for the
six months then ended, and about 17% of its December 2008 total
reserves.
-
Pro Forma Balance Sheet and Statement of Operations for National
Coal Corp. are attached.
National Coal Corp. (Nasdaq: NCOC), a Central and Southern Appalachian
coal producer, reports that for the three months ended June 30, 2009, it
achieved total revenues of $35.3 million based primarily on the sale of
457,082 tons of coal. In the same prior-year period, National Coal
generated revenues of $31.6 million primarily through the sale of
472,216 tons of coal.
For the three months ended June 30, 2009, National Coal reported a net
loss of $6.34 million or $0.19 per share versus a net loss of $9.07
million or $0.30 per share during the year-ago quarter. The Company also
reported an improved and positive adjusted EBITDA of $2.3 million versus
a negative adjusted EBITDA of $1.3 million reported in the year-ago
quarter.
“These results include those of NCA, a subsidiary that suffered a
significant decline in sales and an increase in costs in the second
quarter, which resulted in foreclosure early in the third quarter,” says
Daniel A. Roling, President and CEO of National Coal Corp. “However, as
I have previously mentioned, National Coal Corp. and our other
subsidiaries, which operate in Tennessee, will continue to operate
independent of what has occurred in Alabama.”
“There has been much speculation and rumor associated with this
transaction and what it will do to our Company,” says Roling. “While we
are obviously disappointed we couldn’t meet the obligations of the
credit facility, we can now report that the weakest part of our
organization will no longer factor into our future performance.”
Effects of NCA on National Coal Corp.
National Coal Corp. acquired its Alabama operations in October 2007,
financed principally through the issuance of $60 million in 12% Notes
due 2012. On July 21, 2009, NCA defaulted on this obligation. On August
3, 2009, the holders of the 12% Notes due 2012 foreclosed on the
outstanding capital stock of NCA. As a result, the entire debt
obligation in default of $64.3 million has been classified as a current
liability in the accompanying balance sheet at June 30, 2009.
On a Pro Forma basis as of June 30, 2009 National Coal Corp.
Stockholders’ equity would be $3.8 million higher than reported.
National Coal Corp. – Pro Forma Tennessee Stand Alone Financial
Results
-
Second quarter revenues from Tennessee operations increased 35.2%
to $22.6 million up from $16.7 million during the year-ago quarter.
-
Tons of coal sold increased 15.0% to 290,508 tons up from 252,696
tons during the year-ago quarter.
-
The average price per ton increased 21.8% to $74.81 from $61.42 in
the same year-ago quarter.
The following results are based on assumptions that reflect the
elimination of all assets and liabilities from the disposition of NCA,
the gain on the sale as if it had occurred on June 30, 2009, and the
elimination of all revenues and expenses of NCA. National Coal Corp.
reports that for the period ended June 30, 2009, it achieved total
revenues of $22.6 million based primarily on the sale of 290,508 tons of
coal. In the same prior-year period, National Coal generated revenues of
$16.7 million primarily through the sale of 252,696 tons of coal.
For the three months ended June 30, 2009, National Coal reported a net
loss of $3.2 million or $0.09 per share versus a net loss of $5.2
million or $0.17 per share during the prior-year period.
“As a result of the improved pricing and volumes, the Company has begun
to generate cash from its operating activities compared to the year-ago
period,” says Daniel Roling, “However, our ability to continue to show
improvement will be a function of our customers’ ability to receive the
tonnage they have contracted to take. At present, we see no further
deterioration from current levels.”
Roling explains, “Even though our balance sheet remains challenged, a
result of the disposition of NCA is that our total debt
has declined from $113.1 million to $47.7 million. Also, Stockholders’
deficit declines from a negative $8.0 million to a negative $4.2
million, and is anticipated to have a net positive adjustment in the
third quarter as a result of the disposition of NCA.”
No creditor of NCA, including the holders of the 12% Notes due 2012, has
any recourse to National Coal Corp. or its other subsidiaries including
our Tennessee operating entities for any liabilities of NCA, including
liabilities arising under the credit agreement. Therefore, the
operations of National Coal Corp. and its other subsidiaries will
continue independently of any actions taken with respect to NCA and its
assets.
Outlook
“National Coal Corporation has a strong asset base and significant
future organic growth potential,” says Roling. “The Company’s assets
include a strategic reserve position of 65,000 contiguous acres where it
owns all the coal mineral rights, two preparation plants, a railroad
load-out facility, and a 42 mile short line railroad that connects to
the Norfolk Southern main line. In addition, it owns another railroad
load-out on the Norfolk Southern main line, and leases an additional
14,000 acres.”
“Looking towards the future, National Coal has a strong reserve position
of about 34 million recoverable tons, with the potential to increase
that through an active drilling program. At present, the Company is
working towards obtaining additional permits for new operations. It is
management’s belief that National Coal is well positioned operationally
to significantly increase production through organic growth over the
next five years, subject to market conditions.”
“The challenge facing National Coal is its ability to continue to show
steady improvement in its operational performance, improve our
liquidity, and strengthen our financial position. Also, lowering our
costs is a key objective,” states Roling. “Costs are always a focus, but
we are renewing our focus to reduce costs in all areas, including
reduction in compensation for top management and members of our Board of
Directors.”
During the remainder of 2009, management expects to spend approximately
$1.0 million to $1.5 million to maintain existing assets in Tennessee.
National Coal Corp. expects to report a gain on the disposition of NCA
in the third quarter 2009 due to its negative equity position in NCA.
(See footnotes to Pro-Forma Financial Statements.)
"As a result of shipping 568,585 tons from prior and new contracts
during the first half, realized prices of $71.89/t were lower than those
we anticipate receiving during the second half of the year. Tons
committed under contract for the balance of the year total 617,886 tons
at $74.45/t; the Company does not anticipate selling any additional tons
on the spot market at this time."
About National Coal Corp.
Headquartered in Knoxville, Tenn., National Coal Corp., through its
wholly owned subsidiary, National Coal Corporation, is engaged in coal
mining in East Tennessee. Currently, National Coal employs about 325
people. National Coal sells steam coal to electric utilities and
industrial companies in the Southeastern United States. For more
information and to sign-up for instant news alerts visit www.nationalcoal.com.
Information about Forward Looking Statements
This release contains “forward-looking statements” that include
information relating to future events and future financial and operating
performance. Examples of forward looking-statements include
anticipated benefits of capital improvements and new mines and an
anticipated strengthening coal market in the future. Forward-looking
statements should not be read as a guarantee of future performance or
results, and will not necessarily be accurate indications of the times
at, or by which, that performance or those results will be achieved. Forward-looking
statements are based on information available at the time they are made
and/or management’s good faith belief as of that time with respect to
future events, and are subject to risks and uncertainties that could
cause actual performance or results to differ materially from those
expressed in or suggested by the forward-looking statements. Important
factors that could cause these differences include, but are not limited
to: (i) the worldwide demand for coal; (ii) the price of coal; (iii) the
price of alternative fuel sources; (iv) the supply of coal and other
competitive factors; (v) the costs to mine and transport coal; (vi) the
ability to obtain new mining permits; (vii) the costs of reclamation of
previously mined properties; (viii) the risks of expanding coal
production; (ix) the ability to bring new mining properties on-line on
schedule; (x) industry competition; (xi) our ability to continue to
execute our growth strategies; and (xii) general economic conditions.
These and other risks are more fully described in the Company’s
filings with the Securities and Exchange Commission including the
Company’s most recently filed Annual Report on Form 10-K and Quarterly
Reports on Form 10-Q, which should be read in conjunction herewith for a
further discussion of important factors that could cause actual results
to differ materially from those in the forward-looking statements. Forward-looking
statements speak only as of the date they are made. You should
not put undue reliance on any forward-looking statements. We
assume no obligation to update forward-looking statements to reflect
actual results, changes in assumptions or changes in other factors
affecting forward-looking information, except to the extent required by
applicable securities laws. If we do update one or more
forward-looking statements, no inference should be drawn that we will
make additional updates with respect to those or other forward-looking
statements.
|
|
|
NATIONAL COAL CORP.
|
|
CALCULATION OF EBITDA
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA is defined as net loss plus (i) other (income) expense,
net, (ii) interest expense, (iii) depreciation, depletion,
accretion and amortization minus (iv) interest income, (v) income
tax benefits, and (vi) income from joint ventures. We present
Adjusted EBITDA, including stock compensation expense, to enhance
understanding of our operating performance. We use Adjusted EBITDA
as a criterion for evaluating our performance relative to that of
our peers, including measuring our cost effectiveness and return
on capital, assessing our allocations of resources and production
efficiencies and making compensation decisions. We believe that
Adjusted EBITDA is an operating performance measure that provides
investors and analysts with a measure of our operating performance
and permits them to evaluate our cost effectiveness and production
efficiencies relative to competitors. In addition, our management
uses Adjusted EBITDA to monitor and evaluate our business
operations. However, Adjusted EBITDA is not a measurement of
financial performance under accounting principles generally
accepted in the United States of America (“GAAP”) and may not be
comparable to other similarly titled measures of other companies.
Adjusted EBITDA should not be considered as an alternative to cash
flows from operating activities, determined in accordance with
GAAP, as indicators of cash flows. The following reconciles our
net loss to Adjusted EBITDA:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|
|
|
|
June 30,
|
|
June 30,
|
|
|
|
|
2009
|
|
2008
|
|
2009
|
|
2008
|
|
|
Net loss
|
|
(6,345,569
|
)
|
|
(9,070,205
|
)
|
|
(14,235,986
|
)
|
|
(19,173,110
|
)
|
|
|
Income tax benefit
|
|
(267,662
|
)
|
|
(318,157
|
)
|
|
(701,998
|
)
|
|
(394,167
|
)
|
|
|
Other (income) expense, net
|
|
49,923
|
|
|
1,073,201
|
|
|
26,763
|
|
|
1,756,177
|
|
|
|
Income from joint venture
|
|
(69,921
|
)
|
|
(23,113
|
)
|
|
(150,598
|
)
|
|
(225,129
|
)
|
|
|
Interest income
|
|
(81,735
|
)
|
|
(315,900
|
)
|
|
(182,922
|
)
|
|
(544,810
|
)
|
|
|
Interest expense
|
|
4,627,745
|
|
|
4,448,591
|
|
|
8,644,128
|
|
|
9,056,159
|
|
|
|
Depreciation, depletion, amortization and accretion
|
|
4,041,380
|
|
|
2,698,517
|
|
|
8,960,899
|
|
|
7,390,364
|
|
|
|
EBITDA
|
|
1,954,161
|
|
|
(1,507,066
|
)
|
|
2,360,286
|
|
|
(2,134,516
|
)
|
|
|
Stock compensation expense
|
|
315,565
|
|
|
232,305
|
|
|
740,655
|
|
|
453,926
|
|
|
|
Adjusted EBITDA
|
|
2,269,726
|
|
|
(1,274,761
|
)
|
|
3,100,941
|
|
|
(1,680,590
|
)
|
|
|
|
|
|
|
|
|
|
National Coal Corp.
|
|
Condensed Consolidated Balance Sheets
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2009
|
|
December 31, 2008
|
|
|
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
Current Assets:
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
945,432
|
|
|
$
|
4,624,511
|
|
|
|
Restricted cash
|
|
|
2,479,871
|
|
|
|
2,771,445
|
|
|
|
Accounts receivable, net
|
|
|
6,026,309
|
|
|
|
5,738,137
|
|
|
|
Inventory
|
|
|
5,543,970
|
|
|
|
3,690,162
|
|
|
|
Prepaid and other current assets
|
|
|
1,657,794
|
|
|
|
1,550,873
|
|
|
|
|
Total Current Assets
|
|
|
16,653,376
|
|
|
|
18,375,128
|
|
|
|
|
|
|
|
|
|
|
Property, plant, equipment and mine development, net
|
|
|
100,151,492
|
|
|
|
102,446,696
|
|
|
Deferred financing costs
|
|
|
4,701,349
|
|
|
|
4,779,439
|
|
|
Restricted cash
|
|
|
20,325,426
|
|
|
|
19,916,320
|
|
|
Other non-current assets
|
|
|
2,327,617
|
|
|
|
2,291,634
|
|
|
|
|
Total Assets
|
|
$
|
144,159,260
|
|
|
$
|
147,809,217
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders' (Deficit) Equity
|
|
|
|
|
|
Current Liabilities:
|
|
|
|
|
|
|
Accounts payable
|
|
$
|
18,386,181
|
|
|
$
|
13,782,871
|
|
|
|
Accrued expenses
|
|
|
5,398,324
|
|
|
|
2,586,312
|
|
|
|
Debt obligation in default
|
|
|
64,256,963
|
|
|
|
-
|
|
|
|
Borrowings under short-term line of credit
|
|
|
4,000,000
|
|
|
|
-
|
|
|
|
Current maturities of long - term debt
|
|
|
2,524,622
|
|
|
|
3,616,338
|
|
|
|
Current installments of obligations under capital leases
|
|
|
1,579,025
|
|
|
|
1,943,968
|
|
|
|
Current portion of asset retirement obligations
|
|
|
371,347
|
|
|
|
259,607
|
|
|
|
Deferred revenue
|
|
|
-
|
|
|
|
2,224,880
|
|
|
|
|
Total Current Liabilities
|
|
|
96,516,462
|
|
|
|
24,413,976
|
|
|
|
|
|
|
|
|
|
|
Long - term debt, less current maturities, net of discount
|
|
|
42,286,023
|
|
|
|
103,499,899
|
|
|
Obligations under capital leases, less current installments
|
|
|
847,864
|
|
|
|
1,419,099
|
|
|
Asset retirement obligations, less current portion
|
|
|
7,672,296
|
|
|
|
7,150,091
|
|
|
Deferred revenue
|
|
|
1,178,580
|
|
|
|
1,303,655
|
|
|
Other non-current liabilities
|
|
|
1,971,101
|
|
|
|
2,138,235
|
|
|
Deferred tax liability
|
|
|
1,691,529
|
|
|
|
2,393,527
|
|
|
|
|
Total Liabilities
|
|
|
152,163,855
|
|
|
|
142,318,482
|
|
|
|
|
|
|
|
|
|
|
Stockholders' Equity (Deficit):
|
|
|
|
|
|
|
Common Stock, $.0001 par value; 80 million shares authorized;
|
|
|
|
|
|
|
|
34,379,889 and 34,184,824 shares issued and outstanding at June 30,
2009
|
|
|
|
|
|
|
|
and December 31, 2008
|
|
|
3,437
|
|
|
|
3,418
|
|
|
|
Additional paid - in capital
|
|
|
115,511,584
|
|
|
|
114,770,947
|
|
|
|
Accumulated deficit
|
|
|
(123,519,616
|
)
|
|
|
(109,283,630
|
)
|
|
|
|
Total Stockholders' (Deficit) Equity
|
|
|
(8,004,595
|
)
|
|
|
5,490,735
|
|
|
|
|
Total Liabilities and Stockholders' (Deficit) Equity
|
|
$
|
144,159,260
|
|
|
$
|
147,809,217
|
|
|
|
|
|
|
|
|
|
|
The Condensed Consolidated Balance Sheet as of December 31, 2008
was derived from Audited Financials.
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to Condensed Consolidated Financial
Statements.
|
|
|
|
National Coal Corp.
|
|
Condensed Consolidated Statements of Operations
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended
|
|
For the Six Months Ended
|
|
|
|
|
|
June 30,
|
|
June 30,
|
|
|
|
|
|
2009
|
|
2008
|
|
2009
|
|
2008
|
|
Revenues:
|
|
|
|
|
|
|
|
|
|
|
Coal sales
|
|
$
|
34,351,772
|
|
|
$
|
30,371,697
|
|
|
$
|
68,438,797
|
|
|
$
|
65,855,138
|
|
|
|
Other revenues
|
|
|
919,674
|
|
|
|
1,215,043
|
|
|
|
1,910,388
|
|
|
|
1,400,349
|
|
|
|
|
Total revenues
|
|
|
35,271,446
|
|
|
|
31,586,740
|
|
|
|
70,349,185
|
|
|
|
67,255,487
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
Cost of coal sales (exclusive of depreciation, depletion,
amortization and accretion)
|
|
|
30,789,570
|
|
|
|
29,150,572
|
|
|
|
62,276,676
|
|
|
|
63,622,147
|
|
|
|
Cost of services
|
|
|
766,286
|
|
|
|
1,144,488
|
|
|
|
1,708,665
|
|
|
|
1,144,488
|
|
|
|
Depreciation, depletion, amortization and accretion
|
|
|
4,041,380
|
|
|
|
2,698,517
|
|
|
|
8,960,899
|
|
|
|
7,390,364
|
|
|
|
General and administrative
|
|
|
1,761,429
|
|
|
|
2,798,746
|
|
|
|
4,003,558
|
|
|
|
4,623,368
|
|
|
|
|
Total operating expenses
|
|
|
37,358,665
|
|
|
|
35,792,323
|
|
|
|
76,949,798
|
|
|
|
76,780,367
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from operations
|
|
|
(2,087,219
|
)
|
|
|
(4,205,583
|
)
|
|
|
(6,600,613
|
)
|
|
|
(9,524,880
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expense):
|
|
|
|
|
|
|
|
|
|
|
Interest expense
|
|
|
(4,627,745
|
)
|
|
|
(4,448,591
|
)
|
|
|
(8,644,128
|
)
|
|
|
(9,056,159
|
)
|
|
|
Interest income
|
|
|
81,735
|
|
|
|
315,900
|
|
|
|
182,922
|
|
|
|
544,810
|
|
|
|
Income from joint venture
|
|
|
69,921
|
|
|
|
23,113
|
|
|
|
150,598
|
|
|
|
225,129
|
|
|
|
Other
|
|
|
(49,923
|
)
|
|
|
(1,073,201
|
)
|
|
|
(26,763
|
)
|
|
|
(1,756,177
|
)
|
|
|
|
Other income (expense), net
|
|
|
(4,526,012
|
)
|
|
|
(5,182,779
|
)
|
|
|
(8,337,371
|
)
|
|
|
(10,042,397
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income taxes
|
|
|
(6,613,231
|
)
|
|
|
(9,388,362
|
)
|
|
|
(14,937,984
|
)
|
|
|
(19,567,277
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax benefit
|
|
|
267,662
|
|
|
|
318,157
|
|
|
|
701,998
|
|
|
|
394,167
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
(6,345,569
|
)
|
|
|
(9,070,205
|
)
|
|
|
(14,235,986
|
)
|
|
|
(19,173,110
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock dividend
|
|
|
-
|
|
|
|
(39,889
|
)
|
|
|
-
|
|
|
|
(79,779
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to common shareholders
|
|
$
|
(6,345,569
|
)
|
|
$
|
(9,110,094
|
)
|
|
$
|
(14,235,986
|
)
|
|
$
|
(19,252,889
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic net loss per common share
|
|
$
|
(0.19
|
)
|
|
$
|
(0.30
|
)
|
|
$
|
(0.42
|
)
|
|
$
|
(0.65
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted net loss per common share
|
|
$
|
(0.19
|
)
|
|
$
|
(0.30
|
)
|
|
$
|
(0.42
|
)
|
|
$
|
(0.65
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares outstanding
|
|
|
33,997,537
|
|
|
|
30,080,337
|
|
|
|
33,991,216
|
|
|
|
29,450,135
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to Condensed Consolidated Financial
Statements.
|
|
|
|
|
|
National Coal Corp.
|
|
Condensed Consolidated Statements of Cash Flows
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Six Months Ended
|
|
|
|
|
|
|
June 30,
|
|
|
|
|
|
|
2009
|
|
2008
|
|
|
|
|
|
|
|
|
|
|
Operating Activities
|
|
|
|
|
|
Net loss
|
|
$
|
(14,235,986
|
)
|
|
$
|
(19,173,110
|
)
|
|
Adjustments to reconcile net loss to net cash provided by (used in)
|
|
|
|
|
|
|
operating activities:
|
|
|
|
|
|
|
|
Depreciation, depletion, amortization and accretion
|
|
|
8,960,899
|
|
|
|
7,390,364
|
|
|
|
|
Deferred income tax benefit
|
|
|
(701,998
|
)
|
|
|
(394,167
|
)
|
|
|
|
Amortization of deferred financing costs
|
|
|
688,235
|
|
|
|
477,840
|
|
|
|
|
Amortization of debt discount
|
|
|
1,142,846
|
|
|
|
1,503,642
|
|
|
|
|
Gain on disposal of assets
|
|
|
38,762
|
|
|
|
(102,146
|
)
|
|
|
|
Loss on sale of Straight Creek properties
|
|
|
-
|
|
|
|
397,549
|
|
|
|
|
Loss on extinguishment of debt
|
|
|
-
|
|
|
|
1,676,840
|
|
|
|
|
Income from joint venture
|
|
|
(150,598
|
)
|
|
|
(225,129
|
)
|
|
|
|
Bad debt expense
|
|
|
222,712
|
|
|
|
-
|
|
|
|
|
Settlement of asset retirement obligations
|
|
|
(144,423
|
)
|
|
|
(386,763
|
)
|
|
|
|
Stock option expense
|
|
|
740,656
|
|
|
|
453,926
|
|
|
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
Accounts receivable
|
|
|
(510,884
|
)
|
|
|
(146,472
|
)
|
|
|
|
|
Inventory
|
|
|
(1,416,562
|
)
|
|
|
(130,323
|
)
|
|
|
|
|
Prepaid and other current assets
|
|
|
892,383
|
|
|
|
1,095,344
|
|
|
|
|
|
Other non - current assets
|
|
|
188,815
|
|
|
|
80,000
|
|
|
|
|
|
Accounts payable and accrued expenses
|
|
|
9,215,323
|
|
|
|
1,653,260
|
|
|
|
|
|
Deferred revenue
|
|
|
(2,224,880
|
)
|
|
|
-
|
|
|
|
|
|
Other non - current liabilities
|
|
|
(167,134
|
)
|
|
|
23,875
|
|
|
Net cash flows provided by (used in) operating activities
|
|
|
2,538,166
|
|
|
|
(5,805,470
|
)
|
|
|
|
|
|
|
|
|
|
|
Investing Activities
|
|
|
|
|
|
Capital expenditures
|
|
|
(6,074,711
|
)
|
|
|
(5,435,458
|
)
|
|
Proceeds from sale of Straight Creek properties
|
|
|
-
|
|
|
|
10,711,399
|
|
|
(Increase) decrease in restricted cash
|
|
|
(409,106
|
)
|
|
|
3,645,906
|
|
|
Additions to prepaid royalties
|
|
|
(74,200
|
)
|
|
|
(518,299
|
)
|
|
Net cash flows (used in) provided by investing activities
|
|
|
(6,558,017
|
)
|
|
|
8,403,548
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing Activities
|
|
|
|
|
|
Proceeds from issuance of common and preferred stock
|
|
|
-
|
|
|
|
10,863,256
|
|
|
Proceeds from stock option exercises
|
|
|
-
|
|
|
|
1,037,125
|
|
|
Proceeds under short-term line of credit
|
|
|
4,000,000
|
|
|
|
-
|
|
|
Repayments of long-term debt
|
|
|
(2,076,905
|
)
|
|
|
(12,876,093
|
)
|
|
Repayments of obligations under capital leases
|
|
|
(1,143,065
|
)
|
|
|
(279,966
|
)
|
|
Payments for deferred financing costs
|
|
|
(439,258
|
)
|
|
|
-
|
|
|
Net cash flows provided by (used in) financing activities
|
|
|
340,772
|
|
|
|
(1,255,678
|
)
|
|
|
|
|
|
|
|
|
|
|
Net (decrease) increase in cash and cash equivalents
|
|
|
(3,679,079
|
)
|
|
|
1,342,400
|
|
|
Cash and cash equivalents at beginning of period
|
|
|
4,624,511
|
|
|
|
9,854,351
|
|
|
Cash and cash equivalents at end of period
|
|
$
|
945,432
|
|
|
$
|
11,196,751
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental Cash Flow Information
|
|
|
|
|
|
|
Cash paid during the year for interest
|
|
$
|
3,081,947
|
|
|
$
|
7,696,009
|
|
|
|
Non-cash investing and financing activities:
|
|
|
|
|
|
|
|
Preferred stock effective dividends
|
|
|
-
|
|
|
|
131,712
|
|
|
|
|
10.5% Senior Secured Notes exchanged for common stock
|
|
|
-
|
|
|
|
12,735,848
|
|
|
|
|
Financed equipment acquisitions
|
|
|
77,700
|
|
|
|
225,131
|
|
|
|
|
Equipment acquired through obligations under capital leases
|
|
|
336,000
|
|
|
|
3,317,221
|
|
|
|
|
Asset retirement obligations incurred, acquired or recosted
|
|
|
324,332
|
|
|
|
158,300
|
|
|
|
|
Interest and fees paid in-kind or financed
|
|
|
2,100,000
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to Condensed Consolidated Financial
Statements.
|
|
|
|
National Coal Corp.
|
|
Unaudited Pro Forma Condensed Consolidated Balance Sheet
|
|
June 30, 2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Historical
|
|
Pro Forma
|
|
|
|
|
National Coal Corp.
|
|
Adjustments
|
|
|
|
As Adjusted
|
|
Assets
|
|
|
|
|
|
|
|
|
Current Assets:
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
$
|
945,432
|
|
|
$
|
(316,454
|
)
|
|
(a)
|
|
$
|
628,978
|
|
|
|
Restricted cash
|
|
2,479,871
|
|
|
|
(2,479,871
|
)
|
|
(a)
|
|
|
-
|
|
|
|
Accounts receivable, net
|
|
6,026,309
|
|
|
|
(3,645,773
|
)
|
|
(a)
|
|
|
2,380,536
|
|
|
|
Inventory
|
|
5,543,970
|
|
|
|
(2,038,944
|
)
|
|
(a)
|
|
|
3,505,026
|
|
|
|
Prepaid and other current assets
|
|
1,657,794
|
|
|
|
(321,356
|
)
|
|
(a)
|
|
|
1,336,438
|
|
|
|
|
Total Current Assets
|
|
16,653,376
|
|
|
|
(8,802,398
|
)
|
|
|
|
|
7,850,978
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant, equipment and mine development, net
|
|
100,151,492
|
|
|
|
(56,624,211
|
)
|
|
(a)
|
|
|
43,527,281
|
|
|
Deferred financing costs
|
|
4,701,349
|
|
|
|
(3,550,500
|
)
|
|
(a)
|
|
|
1,150,849
|
|
|
Restricted cash
|
|
20,325,426
|
|
|
|
(8,609,288
|
)
|
|
(a)
|
|
|
11,716,138
|
|
|
Other non-current assets
|
|
2,327,617
|
|
|
|
(831,603
|
)
|
|
(a)
|
|
|
1,496,014
|
|
|
|
|
Total Assets
|
$
|
144,159,260
|
|
|
$
|
(78,418,000
|
)
|
|
|
|
$
|
65,741,260
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders' (Deficit) Equity
|
|
|
|
|
|
|
|
|
Current Liabilities:
|
|
|
|
|
|
|
|
|
|
Accounts payable
|
$
|
18,386,181
|
|
|
$
|
(7,414,058
|
)
|
|
(a)
|
|
$
|
10,972,123
|
|
|
|
Accrued expenses
|
|
5,398,324
|
|
|
|
(3,625,431
|
)
|
|
(a)
|
|
|
1,772,893
|
|
|
|
Debt obligation in default
|
|
64,256,963
|
|
|
|
(64,256,963
|
)
|
|
(a)
|
|
|
-
|
|
|
|
Borrowings under short-term line of credit
|
|
4,000,000
|
|
|
|
-
|
|
|
(a)
|
|
|
4,000,000
|
|
|
|
Current maturities of long - term debt
|
|
2,524,622
|
|
|
|
(486,312
|
)
|
|
(a)
|
|
|
2,038,310
|
|
|
|
Current installments of obligations under capital leases
|
|
1,579,025
|
|
|
|
(59,618
|
)
|
|
(a)
|
|
|
1,519,407
|
|
|
|
Current portion of asset retirement obligations
|
|
371,347
|
|
|
|
(226,065
|
)
|
|
(a)
|
|
|
145,282
|
|
|
|
|
Total Current Liabilities
|
|
96,516,462
|
|
|
|
(76,068,447
|
)
|
|
|
|
|
20,448,015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long - term debt, less current maturities, net of discount
|
|
42,286,023
|
|
|
|
(669,795
|
)
|
|
(a)
|
|
|
41,616,228
|
|
|
Obligations under capital leases, less current installments
|
|
847,864
|
|
|
|
(74,619
|
)
|
|
(a)
|
|
|
773,245
|
|
|
Asset retirement obligations, less current portion
|
|
7,672,296
|
|
|
|
(3,692,007
|
)
|
|
(a)
|
|
|
3,980,289
|
|
|
Deferred revenue
|
|
1,178,580
|
|
|
|
-
|
|
|
(a)
|
|
|
1,178,580
|
|
|
Other non-current liabilities
|
|
1,971,101
|
|
|
|
-
|
|
|
(a)
|
|
|
1,971,101
|
|
|
Deferred tax liability
|
|
1,691,529
|
|
|
|
(1,691,529
|
)
|
|
(a)
|
|
|
-
|
|
|
|
|
Total Liabilities
|
|
152,163,855
|
|
|
|
(82,196,397
|
)
|
|
|
|
|
69,967,458
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock, $.0001 par value; 80 million shares authorized;
|
|
|
|
|
|
|
|
|
|
|
34,379,889 and 34,184,824 shares issued and outstanding at June 30,
2009
|
|
|
|
|
|
|
|
|
|
|
and December 31, 2008
|
|
3,437
|
|
|
|
-
|
|
|
|
|
|
3,437
|
|
|
|
Additional paid - in capital
|
|
115,511,584
|
|
|
|
-
|
|
|
|
|
|
115,511,584
|
|
|
|
Accumulated deficit
|
|
(123,519,616
|
)
|
|
|
3,778,397
|
|
|
(b)
|
|
|
(119,741,219
|
)
|
|
|
|
Total Stockholders' (Deficit) Equity
|
|
(8,004,595
|
)
|
|
|
3,778,397
|
|
|
|
|
|
(4,226,198
|
)
|
|
|
|
Total Liabilities and Stockholders' (Deficit) Equity
|
$
|
144,159,260
|
|
|
$
|
(78,418,000
|
)
|
|
|
|
$
|
65,741,260
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes.
|
|
|
|
|
|
|
|
|
|
|
|
|
National Coal Corp.
|
|
Unaudited Pro Forma Condensed Consolidated Statement of Operations
|
|
For the Six Months Ended June 30, 2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Historical
|
|
Pro Forma
|
|
|
|
|
|
National Coal Corp.
|
|
Adjustments (c)
|
|
As Adjusted
|
|
Revenues:
|
|
|
|
|
|
|
|
|
Coal sales
|
|
$
|
68,438,797
|
|
|
$
|
(27,596,938
|
)
|
|
$
|
40,841,859
|
|
|
|
Other revenues
|
|
|
1,910,388
|
|
|
|
(146,810
|
)
|
|
|
1,763,578
|
|
|
|
|
Total revenues
|
|
|
70,349,185
|
|
|
|
(27,743,748
|
)
|
|
|
42,605,437
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
Cost of coal sales (exclusive of depreciation, depletion,
amortization and accretion)
|
|
|
62,276,676
|
|
|
|
(24,009,875
|
)
|
|
|
38,266,801
|
|
|
|
Cost of services
|
|
|
1,708,665
|
|
|
|
-
|
|
|
|
1,708,665
|
|
|
|
Depreciation, depletion, amortization and accretion
|
|
|
8,960,899
|
|
|
|
(3,824,554
|
)
|
|
|
5,136,345
|
|
|
|
General and administrative
|
|
|
4,003,558
|
|
|
|
(577,532
|
)
|
|
|
3,426,026
|
|
|
|
|
Total operating expenses
|
|
|
76,949,798
|
|
|
|
(28,411,961
|
)
|
|
|
48,537,837
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from operations
|
|
|
(6,600,613
|
)
|
|
|
668,213
|
|
|
|
(5,932,400
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expense):
|
|
|
|
|
|
|
|
|
Interest expense
|
|
|
(8,644,128
|
)
|
|
|
5,516,716
|
|
|
|
(3,127,412
|
)
|
|
|
Interest income
|
|
|
182,922
|
|
|
|
(25,816
|
)
|
|
|
157,106
|
|
|
|
Income from joint venture
|
|
|
150,598
|
|
|
|
(150,598
|
)
|
|
|
-
|
|
|
|
Other
|
|
|
(26,763
|
)
|
|
|
51,381
|
|
|
|
24,618
|
|
|
|
|
Other income (expense), net
|
|
|
(8,337,371
|
)
|
|
|
5,391,683
|
|
|
|
(2,945,688
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income taxes
|
|
|
(14,937,984
|
)
|
|
|
6,059,896
|
|
|
|
(8,878,088
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Income tax benefit
|
|
|
701,998
|
|
|
|
(701,998
|
)
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
$
|
(14,235,986
|
)
|
|
$
|
5,357,898
|
|
|
$
|
(8,878,088
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic net loss per common share
|
|
$
|
(0.42
|
)
|
|
|
|
$
|
(0.26
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Diluted net loss per common share
|
|
$
|
(0.42
|
)
|
|
|
|
$
|
(0.26
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares outstanding
|
|
|
33,991,216
|
|
|
|
|
|
33,991,216
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes.
|
|
|
|
National Coal Corp.
|
|
Unaudited Pro Forma Condensed Consolidated Statement of Operations
|
|
For the Six Months Ended June 30, 2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Historical
|
|
Pro Forma
|
|
|
|
|
National Coal Corp.
|
|
Adjustments (c)
|
|
As Adjusted
|
|
Revenues:
|
|
|
|
|
|
|
|
Coal sales
|
$
|
65,855,138
|
|
|
$
|
(34,375,590
|
)
|
|
$
|
31,479,548
|
|
|
|
Other revenues
|
|
1,400,349
|
|
|
|
(36,194
|
)
|
|
|
1,364,155
|
|
|
|
|
Total revenues
|
|
67,255,487
|
|
|
|
(34,411,784
|
)
|
|
|
32,843,703
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
Cost of coal sales (exclusive of depreciation, depletion,
amortization and accretion)
|
|
63,622,147
|
|
|
|
(31,343,799
|
)
|
|
|
32,278,348
|
|
|
|
Cost of services
|
|
1,144,488
|
|
|
|
-
|
|
|
|
1,144,488
|
|
|
|
Depreciation, depletion, amortization and accretion
|
|
7,390,364
|
|
|
|
(2,495,742
|
)
|
|
|
4,894,622
|
|
|
|
General and administrative
|
|
4,623,368
|
|
|
|
(718,145
|
)
|
|
|
3,905,223
|
|
|
|
|
Total operating expenses
|
|
76,780,367
|
|
|
|
(34,557,686
|
)
|
|
|
42,222,681
|
|
|
|
|
|
|
|
|
|
|
|
Loss from operations
|
|
(9,524,880
|
)
|
|
|
145,902
|
|
|
|
(9,378,978
|
)
|
|
|
|
|
|
|
|
|
|
|
Other income (expense):
|
|
|
|
|
|
|
|
Interest expense
|
|
(9,056,159
|
)
|
|
|
5,046,121
|
|
|
|
(4,010,038
|
)
|
|
|
Interest income
|
|
544,810
|
|
|
|
(152,493
|
)
|
|
|
392,317
|
|
|
|
Income from joint venture
|
|
225,129
|
|
|
|
(225,129
|
)
|
|
|
-
|
|
|
|
Other
|
|
(1,756,177
|
)
|
|
|
(108,224
|
)
|
|
|
(1,864,401
|
)
|
|
|
|
Other income (expense), net
|
|
(10,042,397
|
)
|
|
|
4,560,275
|
|
|
|
(5,482,122
|
)
|
|
|
|
|
|
|
|
|
|
|
Loss before income taxes
|
|
(19,567,277
|
)
|
|
|
4,706,177
|
|
|
|
(14,861,100
|
)
|
|
|
|
|
|
|
|
|
|
|
Income tax benefit
|
|
394,167
|
|
|
|
(394,167
|
)
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
(19,173,110
|
)
|
|
|
4,312,010
|
|
|
|
(14,861,100
|
)
|
|
|
|
|
|
|
|
|
|
|
Preferred stock dividend
|
|
(79,779
|
)
|
|
|
-
|
|
|
|
(79,779
|
)
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to common shareholders
|
$
|
(19,252,889
|
)
|
|
$
|
4,312,010
|
|
|
$
|
(14,940,879
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic net loss per common share
|
$
|
(0.65
|
)
|
|
|
|
$
|
(0.51
|
)
|
|
|
|
|
|
|
|
|
|
|
Diluted net loss per common share
|
$
|
(0.65
|
)
|
|
|
|
$
|
(0.51
|
)
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares outstanding
|
|
29,450,135
|
|
|
|
|
|
29,450,135
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes.
|
|
|
|
National Coal Corp.
|
|
Unaudited Pro Forma Condensed Consolidated Statement of Operations
|
|
For the Three Months Ended June 30, 2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Historical
|
|
Pro Forma
|
|
|
|
|
National Coal Corp.
|
|
Adjustments (c)
|
|
As Adjusted
|
|
Revenues:
|
|
|
|
|
|
|
|
Coal sales
|
$
|
34,351,772
|
|
|
$
|
(12,617,928
|
)
|
|
$
|
21,733,844
|
|
|
|
Other revenues
|
|
919,674
|
|
|
|
(74,747
|
)
|
|
|
844,927
|
|
|
|
|
Total revenues
|
|
35,271,446
|
|
|
|
(12,692,675
|
)
|
|
|
22,578,771
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
Cost of coal sales (exclusive of depreciation, depletion,
amortization and accretion)
|
|
30,789,570
|
|
|
|
(11,517,516
|
)
|
|
|
19,272,054
|
|
|
|
Cost of services
|
|
766,286
|
|
|
|
-
|
|
|
|
766,286
|
|
|
|
Depreciation, depletion, amortization and accretion
|
|
4,041,380
|
|
|
|
(1,659,711
|
)
|
|
|
2,381,669
|
|
|
|
General and administrative
|
|
1,761,429
|
|
|
|
(193,139
|
)
|
|
|
1,568,290
|
|
|
|
|
Total operating expenses
|
|
37,358,665
|
|
|
|
(13,370,366
|
)
|
|
|
23,988,299
|
|
|
|
|
|
|
|
|
|
|
|
Loss from operations
|
|
(2,087,219
|
)
|
|
|
677,691
|
|
|
|
(1,409,528
|
)
|
|
|
|
|
|
|
|
|
|
|
Other income (expense):
|
|
|
|
|
|
|
|
Interest expense
|
|
(4,627,745
|
)
|
|
|
2,796,876
|
|
|
|
(1,830,869
|
)
|
|
|
Interest income
|
|
81,735
|
|
|
|
(7,083
|
)
|
|
|
74,652
|
|
|
|
Income from joint venture
|
|
69,921
|
|
|
|
(69,921
|
)
|
|
|
-
|
|
|
|
Other
|
|
(49,923
|
)
|
|
|
9,096
|
|
|
|
(40,827
|
)
|
|
|
|
Other income (expense), net
|
|
(4,526,012
|
)
|
|
|
2,728,968
|
|
|
|
(1,797,044
|
)
|
|
|
|
|
|
|
|
|
|
|
Loss before income taxes
|
|
(6,613,231
|
)
|
|
|
3,406,659
|
|
|
|
(3,206,572
|
)
|
|
|
|
|
|
|
|
|
|
|
Income tax benefit
|
|
267,662
|
|
|
|
(267,662
|
)
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
$
|
(6,345,569
|
)
|
|
$
|
3,138,997
|
|
|
$
|
(3,206,572
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic net loss per common share
|
$
|
(0.19
|
)
|
|
|
|
$
|
(0.09
|
)
|
|
|
|
|
|
|
|
|
|
|
Diluted net loss per common share
|
$
|
(0.19
|
)
|
|
|
|
$
|
(0.09
|
)
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares outstanding
|
|
33,997,537
|
|
|
|
|
|
33,997,537
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes.
|
|
|
|
|
|
|
|
|
|
National Coal Corp.
|
|
Unaudited Pro Forma Condensed Consolidated Statement of Operations
|
|
For the Three Months Ended June 30, 2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Historical
|
|
Pro Forma
|
|
|
|
|
|
National Coal Corp.
|
|
Adjustments (c)
|
|
As Adjusted
|
|
Revenues:
|
|
|
|
|
|
|
|
|
Coal sales
|
|
$
|
30,371,697
|
|
|
$
|
(14,851,066
|
)
|
|
$
|
15,520,631
|
|
|
|
Other revenues
|
|
|
1,215,043
|
|
|
|
(34,509
|
)
|
|
|
1,180,534
|
|
|
|
|
Total revenues
|
|
|
31,586,740
|
|
|
|
(14,885,575
|
)
|
|
|
16,701,165
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
Cost of coal sales (exclusive of depreciation, depletion,
amortization and accretion)
|
|
|
29,150,572
|
|
|
|
(15,280,654
|
)
|
|
|
13,869,918
|
|
|
|
Cost of services
|
|
|
1,144,488
|
|
|
|
-
|
|
|
|
1,144,488
|
|
|
|
Depreciation, depletion, amortization and accretion
|
|
|
2,698,517
|
|
|
|
(836,336
|
)
|
|
|
1,862,181
|
|
|
|
General and administrative
|
|
|
2,798,746
|
|
|
|
(583,733
|
)
|
|
|
2,215,013
|
|
|
|
|
Total operating expenses
|
|
|
35,792,323
|
|
|
|
(16,700,723
|
)
|
|
|
19,091,600
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from operations
|
|
|
(4,205,583
|
)
|
|
|
1,815,148
|
|
|
|
(2,390,435
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expense):
|
|
|
|
|
|
|
|
|
Interest expense
|
|
|
(4,448,591
|
)
|
|
|
2,641,259
|
|
|
|
(1,807,332
|
)
|
|
|
Interest income
|
|
|
315,900
|
|
|
|
(132,120
|
)
|
|
|
183,780
|
|
|
|
Income from joint venture
|
|
|
23,113
|
|
|
|
(23,113
|
)
|
|
|
-
|
|
|
|
Other
|
|
|
(1,073,201
|
)
|
|
|
(66,578
|
)
|
|
|
(1,139,779
|
)
|
|
|
|
Other income (expense), net
|
|
|
(5,182,779
|
)
|
|
|
2,419,448
|
|
|
|
(2,763,331
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income taxes
|
|
|
(9,388,362
|
)
|
|
|
4,234,596
|
|
|
|
(5,153,766
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Income tax benefit
|
|
|
318,157
|
|
|
|
(318,157
|
)
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
(9,070,205
|
)
|
|
|
3,916,439
|
|
|
|
(5,153,766
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock dividend
|
|
|
(39,889
|
)
|
|
|
-
|
|
|
|
(39,889
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to common shareholders
|
|
$
|
(9,110,094
|
)
|
|
$
|
3,916,439
|
|
|
$
|
(5,193,655
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic net loss per common share
|
|
$
|
(0.30
|
)
|
|
|
|
$
|
(0.17
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Diluted net loss per common share
|
|
$
|
(0.30
|
)
|
|
|
|
$
|
(0.17
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares outstanding
|
|
|
30,080,337
|
|
|
|
|
|
30,080,337
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes.
|
|
|
|
|
|
|
National Coal Corp.
Notes to Unaudited Pro Forma
Condensed Consolidated Financial Statements
The notes to the unaudited pro forma condensed consolidated financial
statements that follow are intended to provide additional information
regarding the effect of the pro forma adjustments on the unaudited pro
forma condensed consolidated financial statements.
(a) Reflects the elimination of all assets and liabilities of the sale.
(b) Reflects the gain on the sale if it had occurred on June 30, 2009.
The actual gain or loss to be recognized will be based on the carrying
amounts of the assets sold and liabilities released on the date of the
transaction and may be materially different than the loss noted herein.
Based on preliminary estimates, National Coal Corp. anticipates a $25.1
million gain will be recognized in the final accounting for the sale,
which consists principally of: (i) $3.8 million of negative equity as of
June 30, 2009 and (ii) a projected $21.3 million loss for the subsequent
period ending August 3, 2009, which includes a $19.8 accrual for
Make-Whole interest pursuant to the Credit Agreement. The pro forma
presentations included herein should not be relied upon as indicative of
the actual gain or loss to be recorded.
(c) Reflects the elimination of all revenues and expenses of National
Coal of Alabama, Inc.
|
|
|
National Coal Corp.
|
|
Supplemental Condensed Consolidating Statement of Cash Flows
|
|
For the Six Months Ended June 30, 2009
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NCC
|
|
NCA
|
|
Eliminations
|
|
Consolidated
|
|
Operating Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows provided by operating activities
|
|
$
|
630,724
|
|
|
$
|
1,907,442
|
|
|
$
|
-
|
|
$
|
2,538,166
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing Activities
|
|
|
|
|
|
|
|
|
|
Capital expenditures
|
|
|
(4,291,069
|
)
|
|
|
(1,783,642
|
)
|
|
|
-
|
|
|
(6,074,711
|
)
|
|
Increase in restricted cash
|
|
|
(378,001
|
)
|
|
|
(31,105
|
)
|
|
|
-
|
|
|
(409,106
|
)
|
|
Additions to prepaid royalties
|
|
|
(45,000
|
)
|
|
|
(29,200
|
)
|
|
|
-
|
|
|
(74,200
|
)
|
|
Net cash flows used in investing activities
|
|
|
(4,714,070
|
)
|
|
|
(1,843,947
|
)
|
|
|
-
|
|
|
(6,558,017
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing Activities
|
|
|
|
|
|
|
|
|
|
Proceeds under short-term line of credit
|
|
|
4,000,000
|
|
|
|
-
|
|
|
|
-
|
|
|
4,000,000
|
|
|
Repayments of long-term debt
|
|
|
(1,642,213
|
)
|
|
|
(434,692
|
)
|
|
|
-
|
|
|
(2,076,905
|
)
|
|
Repayments of obligations under capital leases
|
|
|
(1,114,674
|
)
|
|
|
(28,391
|
)
|
|
|
-
|
|
|
(1,143,065
|
)
|
|
Payments for deferred financing costs
|
|
|
(439,258
|
)
|
|
|
-
|
|
|
|
-
|
|
|
(439,258
|
)
|
|
Net cash flows used in financing activities
|
|
|
803,855
|
|
|
|
(463,083
|
)
|
|
|
-
|
|
|
340,772
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net decrease in cash and cash equivalents
|
|
|
(3,279,491
|
)
|
|
|
(399,588
|
)
|
|
|
-
|
|
|
(3,679,079
|
)
|
|
Cash and cash equivalents at beginning of period
|
|
|
3,908,469
|
|
|
|
716,042
|
|
|
|
-
|
|
|
4,624,511
|
|
|
Cash and cash equivalents at end of period
|
|
$
|
628,978
|
|
|
$
|
316,454
|
|
|
$
|
-
|
|
$
|
945,432
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental Cash Flow Information
|
|
|
|
|
|
|
|
|
|
|
Cash paid during the year for interest
|
|
$
|
2,534,139
|
|
|
$
|
547,808
|
|
|
$
|
-
|
|
$
|
3,081,947
|
|
|
|
Non-cash investing and financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
Financed equipment acquisitions
|
|
$
|
34,852
|
|
|
$
|
42,848
|
|
|
$
|
-
|
|
$
|
77,700
|
|
|
|
|
Equipment acquired through obligations under capital leases
|
|
|
336,000
|
|
|
|
-
|
|
|
|
-
|
|
|
336,000
|
|
|
|
|
Asset retirement obligations incurred, acquired or recosted
|
|
|
-
|
|
|
|
324,332
|
|
|
|
-
|
|
|
324,332
|
|
|
|
|
Interest and fees paid in-kind or financed
|
|
|
-
|
|
|
|
2,100,000
|
|
|
|
-
|
|
|
2,100,000
|
|
|
|
|
National Coal Corp.
|
|
Supplemental Condensed Consolidating Statements of Cash Flows
|
|
For the Six Months Ended June 30, 2008
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NCC
|
|
NCA
|
|
Eliminations
|
|
Consolidated
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows (used in) provided by operating activities
|
|
$
|
(8,509,395
|
)
|
|
$
|
2,703,925
|
|
|
$
|
-
|
|
|
$
|
(5,805,470
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing Activities
|
|
|
|
|
|
|
|
|
|
Capital expenditures
|
|
|
(3,517,779
|
)
|
|
|
(1,917,679
|
)
|
|
|
-
|
|
|
|
(5,435,458
|
)
|
|
Proceeds from sale of Straight Creek properties
|
|
|
10,711,399
|
|
|
|
-
|
|
|
|
-
|
|
|
|
10,711,399
|
|
|
Decrease in restricted cash
|
|
|
3,563,888
|
|
|
|
82,018
|
|
|
|
-
|
|
|
|
3,645,906
|
|
|
Return of capital from subsidiary
|
|
|
423,913
|
|
|
|
-
|
|
|
|
(423,913
|
)
|
|
|
-
|
|
|
Additions to prepaid royalties
|
|
|
(390,625
|
)
|
|
|
(127,674
|
)
|
|
|
-
|
|
|
|
(518,299
|
)
|
|
Net cash flows provided by (used in) investing activities
|
|
|
10,790,796
|
|
|
|
(1,963,335
|
)
|
|
|
(423,913
|
)
|
|
|
8,403,548
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing Activities
|
|
|
|
|
|
|
|
|
|
Proceeds from issuance of common and preferred stock
|
|
|
10,863,256
|
|
|
|
-
|
|
|
|
-
|
|
|
|
10,863,256
|
|
|
Proceeds from stock option exercises
|
|
|
1,037,125
|
|
|
|
-
|
|
|
|
-
|
|
|
|
1,037,125
|
|
|
Repayments of long-term debt
|
|
|
(11,528,081
|
)
|
|
|
(1,348,012
|
)
|
|
|
-
|
|
|
|
(12,876,093
|
)
|
|
Repayments of obligations under capital leases
|
|
|
(279,966
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
(279,966
|
)
|
|
Payments for deferred financing costs
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
Distribution to parent
|
|
|
-
|
|
|
|
(423,913
|
)
|
|
|
423,913
|
|
|
|
-
|
|
|
Net cash flows used in financing activities
|
|
|
92,334
|
|
|
|
(1,771,925
|
)
|
|
|
423,913
|
|
|
|
(1,255,678
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (decrease) increase in cash and cash equivalents
|
|
|
2,373,735
|
|
|
|
(1,031,335
|
)
|
|
|
-
|
|
|
|
1,342,400
|
|
|
Cash and cash equivalents at beginning of period
|
|
|
8,823,016
|
|
|
|
1,031,335
|
|
|
|
-
|
|
|
|
9,854,351
|
|
|
Cash and cash equivalents at end of period
|
|
$
|
11,196,751
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
11,196,751
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental Cash Flow Information
|
|
|
|
|
|
|
|
|
|
Cash paid during the year for interest
|
|
$
|
3,697,815
|
|
|
$
|
3,998,194
|
|
|
$
|
-
|
|
|
$
|
7,696,009
|
|
|
Non-cash investing and financing activities:
|
|
|
|
|
|
|
|
|
|
Preferred stock effective dividends
|
|
|
131,712
|
|
|
|
-
|
|
|
|
-
|
|
|
|
131,712
|
|
|
10.5% Senior Secured Notes exchanged for common stock
|
|
|
12,735,848
|
|
|
|
-
|
|
|
|
-
|
|
|
|
12,735,848
|
|
|
Equipment acquired through obligations under capital leases
|
|
|
225,131
|
|
|
|
-
|
|
|
|
-
|
|
|
|
225,131
|
|
|
Financed equipment acquisitions
|
|
|
1,450,835
|
|
|
|
1,866,386
|
|
|
|
-
|
|
|
|
3,317,221
|
|
|
Asset retirement obligations incurred, acquired or recosted
|
|
|
158,300
|
|
|
|
-
|
|
|
|
-
|
|
|
|
158,300
|
|
for National Coal Corp.
Christine Pietryla, 865-690-6900, ext. 150
(Investor
Relations)