Alpha Natural Resources in $345 Million Convertible Notes Offering and $223 Million Convertible Notes Repurchases

Cleary Gottlieb represented Alpha Natural Resources, Inc. in its issuance of $300 million 4.875% senior convertible notes due 2020. The 4.875% notes are guaranteed by certain of Alpha’s subsidiaries and may in certain circumstances be converted into Alpha’s common stock. The offering, a takedown from Alpha’s shelf registration statement, closed on December 18, 2013. The underwriters exercised their over-allotment option with respect to an additional $45 million aggregate principal amount of Notes on December 20, 2013. On December 26, 2013, Alpha closed the transaction for the over-allotment option.

Part of the proceeds of the offering were used to fund private repurchases of approximately $37 million of Alpha’s existing 2.375% convertible notes due 2015 and approximately $186 million of the existing 3.25% convertible notes due 2015 issued by Massey Energy Company (now Alpha Appalachia Holdings, Inc., a wholly owned subsidiary of Alpha).

The joint book-running managers for the offering were Barclays Capital Inc., BofA Merrill Lynch, Goldman Sachs & Co. and Deutsche Bank Securities Inc.

Alpha is a leading global coal company and the world’s third largest metallurgical coal supplier.