cld - ipo roadshow presentation fall 2009_final.pdf

42
Roadshow Presentation Roadshow Presentation November November 2009 2009

Upload: rexrex2008

Post on 26-Oct-2014

79 views

Category:

Documents


0 download

TRANSCRIPT

Page 1: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

Roadshow PresentationRoadshow PresentationNovemberNovember 20092009

Page 2: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

1

Forward-Looking Statements

This presentation contains “forward-looking statements.” These forward-looking statements are

based on management’s current expectations or beliefs, as well as assumptions made by

management. These statements are subject to significant risks and uncertainties that could cause

actual results to differ materially from the results set forth in the forward-looking statements. No

forward-looking statement can be guaranteed, and actual results may differ materially from those

expressed or implied. All forward-looking statements are based on information available to

management on this date and Cloud Peak Energy Inc. (“Cloud Peak Energy”, or the “Company”)

assumes no obligation to, and expressly disclaims any obligation to, update or revise any

forward-looking statements, whether as a result of new information, future events or otherwise,

except as required by law. Please see “Special Note Regarding Forward-Looking Statements” in

the offering document related to the offering.

Page 3: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

2

Common Stock Offering Summary

� Issuer: Cloud Peak Energy Inc.

� Exchange/Ticker: NYSE / CLD

� Shares Offered: 30.6 million

� Price Range: $16 – $18 per share

� Market Cap at Midpoint: Approximately $1,020 million

� Use of Proceeds: Acquisition of a majority interest in Rio Tinto America’s western U.S.coal assets

� Greenshoe: 15%

� Lock-up Period: 180 days

� Expected Pricing: Week of November 16th, 2009

� Joint Bookrunners: Credit Suisse, Morgan Stanley, RBC Capital Markets

� Concurrent Offering of $600 million new Senior Unsecured Notes due 2016 and 2019(1)

(1) No offer is being made hereby with respect to the Notes which are being offered privately pursuant to and in compliance with exemptions from registration under the Securities Act. Such securities are only being offered to Qualified Institutional Buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons pursuant to Regulation S under the Securities Act.

Page 4: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

3

$600 Million Senior Unsecured Notes Summary Terms

� Co-Issuers: Cloud Peak Energy Resources LLC (“CPE LLC”)Cloud Peak Energy Finance Corp.

� Issue: Senior Unsecured Notes

� Amount: $600 million

� Guarantors: All domestic restricted subsidiaries

� Security: Unsecured

� Maturity: 7 years 10 years

� Call Protection: NC-4 NC-5

� Mandatory Redemption: Change of Control Put at 101%

� Covenants: Customary High Yield covenants

� Distribution: 144A / Reg S with Registration Rights

Note: No offer is being made hereby with respect to the Notes which are being offered privately pursuant to and in compliance with exemptions from registration under the Securities Act. Such securities are only being offered to Qualified Institutional Buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons pursuant to Regulation S under the Securities Act.

Page 5: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

4

Common stock

Corporate Structure

� Cloud Peak Energy sole managing member

� Step up of asset basis: 85/15 sharing of tax benefit between Rio Tinto Energy America and Cloud Peak Energy

� CPE LLC’s domestic restricted subsidiaries will guarantee the debt financing

Note: Does not include Colowyo mine. Includes 50% interest in Decker mine.Cloud Peak Energy Finance Corp., a wholly owned subsidiary of CPE LLC, is a co-issuer of the $600 million senior notes.

(1) Simplified diagram for illustrative purposes.

Cloud Peak Energy

Rio Tinto Energy America Inc.

Public Investors

Rio Tinto America Inc.

CPE LLC

Mining assets (held

through LLCs)

Managing member interest (including

equivalent common membership units)

(1)

� $400 million Senior Secured Revolving Credit Facility

� $600 million Senior Unsecured Notes

Non-managing common membership

units

Page 6: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

5

Corporate Representatives

� Colin Marshall President and Chief Executive Officer

� Michael Barrett Chief Financial Officer

� Karla Kimrey Vice President, Investor Relations

� Oscar Martinez Vice President and Treasurer

Page 7: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

6

Key Investment Highlights

Financial capacity and capability

Experienced management team Proven operational expertise with international experience

Significant growth opportunityStrong Powder River Basin (“PRB”) market dynamics, pricing upside, production growth and lease acquisitions

Strong 2009 performance, solid balance sheetand low long-term operational liabilities

Pure-play Powder River BasinThird-largest U.S. coal producer, operating three large surface mines in the U.S. coal basin with the greatest growth potential

Page 8: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

7

Significant growth opportunity

Experienced management team

Pure-play Powder River Basin� Third largest U.S. coal producer

� Three large surface mines

� Operating in the U.S. coal basin with the greatest growth potential

Key Investment Highlights

Financial capacity and capability

Page 9: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

8

3,199

2,127

1,050

760

333

286

Peabody Energy

Arch Coal

Cloud PeakEnergy

Alpha NaturalResources

Kiewit

Westmoreland

PRB Reserves (Year-end 2008) (tons in millions)

Only Pure-Play Coal Producer in PowderRiver Basin

Source: NMA, annual company reports, MSHA and Ventyx.Note: Includes assigned and unassigned reserves of PRB.(1) Pro forma for acquisition of Jacobs Ranch mine by Arch Coal. (2) Cloud Peak Energy also controls additional 261 million tons of non-reserve coal deposits.(3) Foundation Coal and Alpha Natural Resources completed merger on 7/31/2009.(4) 2008 reserves estimate per Wood Mackenzie research.

147

142

97

49

30

19

Peabody Energy

Arch Coal

Cloud PeakEnergy

Alpha NaturalResources

Kiewit

Westmoreland

Annual PRB Production (2008)(tons in millions)

(1)

73%

75%

66%

% PRB

(3)

(1)

(3)

84%

53%

100%

35%

66%

68%

68%

32%

100%

% PRB

(2)

(4)

Page 10: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

9

Mines Have Favorable Rail Access

0 100 mi

Legend

Page 11: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

10

Operations

(1) Cloud Peak Energy Management.(2) J.T. Boyd as of 12/31/2008.

Key Operating Statistics

2008 Production(1) 35.8m tons

Total Proven and Probable Reserves(2) 326m tons

Reserve Coal Quality(2) 8,850 Btu/lb

Antelope MineCordero Rojo Mine

Key Operating Statistics

2008 Production(1) 40.0m tons

Total Proven and Probable Reserves(2) 402m tons

Reserve Coal Quality(2) 8,400 Btu/lb

Page 12: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

11

Operations (cont’d)

Spring Creek Mine Decker Mine (50% non-operating interest)

Key Operating Statistics

2008 Production(1) 18.0m tons

Total Proven and Probable Reserves(2) 317m tons

Reserve Coal Quality(2) 9,350 Btu/lb

Key Operating Statistics (50%)

2008 Production(1) 3.3m tons

Total Proven and Probable Reserves(2) 5m tons

Reserve Coal Quality(2) 9,450 Btu/lb

(1) Cloud Peak Energy Management.(2) J.T. Boyd as of 12/31/2008.

Page 13: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

12

16.5%

9.9% 8.4%

Cloud PeakEnergy

Alpha NaturalResources

Arch Coal

$1.98

$1.05 $1.04

Cloud Peak Energy

Alpha NaturalResources

Arch Coal

Highly Productive, Low Cost Operator

� Highly productive, non-unionized workforce(1)

− An industry-leading safety record

− Proportionately low long-term operational liabilities

� Well-maintained, modern equipment fleet

− Over $350 million in upgraded plant and equipment since 2006

� Focus on operational excellence

LTM PRB Operating Income / Ton($/ton)

Source: Public Filings, LTM as of 9/30/2009.(1) With the exception of the Decker mine, which Cloud Peak Energy does not operate.(2) Excludes operating income from the broker sales contract with Houston Light & Power (“HL&P”) that is expected to expire in 2010.(3) Operating income based on PRB coal sales.(4) Alpha Natural Resources’ reported Q3 2009 PRB operating income includes only 2 months of PRB production, beginning after the close of the merger with Foundation Coal Holdings on 7/31/2009.

Q3 2009 PRB operating income used to determine the LTM PRB 2009 operating income for Alpha Natural Resources includes 1 month of estimated operating income, based on 50% of reported Q3 2009 PRB operating income.

LTM PRB Operating Income Margin(%)

(3)(4)(3) (3) (3)(4)

Tire life

6,593

8,0379,185 9,187

2005 2006 2007 2008

(hours)

~ 40% improvement

Note: Average tire cost = $25,000.

(2) (2)

Page 14: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

13

0.49 0.61 0.961.90 1.92 1.92 2.17

2.85 2.87 3.17 3.18 3.223.79 3.90 4.19 4.31 4.50 4.52

5.175.72

6.517.55

9.21

12.25

Kiew

itC

loud

Pea

k En

ergy

NAC

CO

Arch

Coa

lEn

ergy

Fut

ure

TXU

Peab

ody

Wes

tmor

elan

dC

ONS

OL

Mag

num

Coa

lPa

cific

Mine

rals

Che

vron

Alph

a Na

tura

lBH

P Bi

lliton

Foun

datio

n C

oal

Jam

es R

iver C

oal

Mas

sey E

nerg

y Je

ffery

A H

oops

Inte

rnat

iona

l Coa

lJa

mes

O B

unn

Walt

er In

dust

ries

Allia

nce

Reso

urce

Robe

rt E

Mur

ray

Rich

ard

Gilli

am

Comparison of Total Incident Rates (AIFR) Among Competitors in 2008(1)

Strong Safety Record Indicates Well Run Operations

Source: MSHA.Note: Total Incident Rate = (total number of incidents x 200,000) / total man-hours.(1) Cloud Peak Energy has combined Kiewit and Level III Communications data as reported by MSHA.

Page 15: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

14

Experienced management team

Significant growth opportunity� Strong PRB market dynamics

� Pricing upside

� Production growth

� Lease acquisitions

Key Investment Highlights

Pure-play Powder River Basin

Financial capacity and capability

Page 16: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

15

Coal96%

Oil1%

Natural Gas3%

Source: EIA Electric Power Monthly (October 2009).

Coal is the Leading Source of Energy in the U.S.

Nuclear 20% Coal

46%

Natural Gas 22%

Hydroelectric Conventional

6%

Other Energy Sources

4% Petroleum 1%

Source: EIA 2008 Annual Coal Report (October 2009).EIA U.S. Crude Oil, Natural Gas, and Natural Gas Liquids Reserves 2008 Annual Report (October 2009).

U.S. Energy Reserves U.S. Power Generation by Fuel Source (LTM)

Page 17: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

16

2,019 2,156

887898

799862

394

617

58

47

2008 2020E

Coal Natural Gas Nuclear Renewable Petroleum

Favorable U.S. Coal Outlook

1,0421,131

81

1101,122

1,240

2008 2020E

Electricity Generation Other Consumption

Source: EIA Annual Energy Outlook 2009.(1) Does not account for pending or proposed federal or state legislation, including carbon

emissions legislation and potential regulation of greenhouse gas emissions.

U.S. Power Generation Trend U.S. Coal Consumption

Source: EIA Annual Energy Review 2008 and Annual Energy Outlook 2009.(1) Does not account for pending or proposed federal or state legislation, including carbon

emissions legislation and potential regulation of greenhouse gas emissions.

(tons in millions)(Kilowatt hours in billions)

(1) (1)

Page 18: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

17

Declining Coal Production in the East

Central Appalachian Coal Production in Secular Decline

163165204235250

270

1995 2000 2005 2010E 2015E 2020E

� Headwinds on mountaintop removal (MTR)− 130 million tons(1) of MTR production at risk− May impede the permit approval of 79 planned mines(2)

� High cost operations− Underground mining− Degrading reserve quality− High legacy liabilities (black lung, pensions, and reclamation)

(tons in millions)

CAGR: (2.1%)

Source: EIA Annual Coal Reports (2002 and 2005).

(1) Associated Press.(2) EPA.

Page 19: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

18

Increasing Long-Term International Demand Supports Powder River Basin Pricing

Australia

JapanChina

EuropeUSA

South America

South Africa

Asia

Source: Cloud Peak Energy Management.

Increasing TrendDecreasing TrendPRB Impact

Page 20: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

19

Source: Ventyx.

Economic Reach of PRB Coal is Growing

Consumption of PRB Coal

Page 21: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

20

Future U.S. Coal Demand Met by PowderRiver BasinMix shifting towards PRB

Source: MSHA and EIA.

(tons in millions)

� Low-cost coal supply

� Surface mining

� Less restrictive permitting process

� Low sulfur content

� Substantial unleased tonnage

197

496566

821

676657

1,223

1,018

1,172

1990 2008 2020E

PRB Non-PRB

(81%)

(58%)

(19%)

(42%)

(54%)

(46%)

U.S. Coal Production

15.2%Total 4.4%Total

151.

7%

PRB

14.1%PRB

Page 22: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

21

89 8041

20

10

13

12

514

4

93

54

3219

90

2009 2010 2011 2012 2013

Committed tons with fixed prices Committed tons with variable pricing

Strong Contracted Position with Upside Potential

Note: Assumes production is held constant at LTM levels.

Contracted Coal (as of 9/30/09) - Total Committed Tons(1)

Contracted Revenue Opportunity

($ in millions)

2011E 2012E 2013E

Assumed Increase in PRB Coal Price ($/ton) $1.00 $1.00 $1.00

LTM Production (@9/30/09) - tons 95m 95m 95m

Implied % Uncommitted 43% 66% 80%

Potential Incremental Revenue - estimate $41m $63m $76m

Potential Incremental EBITDA - estimate $28m $44m $53m

Illustrative Price Increase

$11.89 $12.80 $13.68 $13.00 $12.37Weighted average sold-to price for

fixed-price committed tons

($/ton)

(1) Excludes contracted coal sales from Decker.

(2) Assumes 30% of royalties and taxes applied to the potential incremental revenue.

(2)

(tons in millions)

Page 23: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

22

Production Growth Opportunity

� 91 million ton 2010E production

� Disciplined production increases, if market conditions are favorable

� 8 million tons additional capacity by 2013 with minimal capital expenditure to satisfy:

− Incremental domestic demand

− Incremental demand from export markets

� Production increase may be accelerated if supported by market conditions

91 91

91

8Incremental production capacity with minimal capital expenditure

2010E

Production Growth CapacityAntelope, Cordero Rojo and Spring Creek mines(tons in millions)

Potential by 2013E

Source: Cloud Peak Energy Management.

Page 24: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

23

Cloud Peak EnergyLease Acquisition Strategy

Source: Cloud Peak Energy management.Note: Acquired tonnage is not classified as reserve until verified with sufficient technical and economic analysis. Maps not to scale. Tonnage applied for in million tons(1) Allows access to additional 81 million tons of non-coal reserve deposits controlled by Antelope.(2) Estimated tonnage for Maysdorf II as applied for. Final tract delineation pending BLM review.

Antelope Mine Cordero Rojo Mine Spring Creek Mine

Mine Pending LBA Expected Bid Date Projected Tonnage Applied For Antelope West Antelope II 2010 – 2011 380(1)

Cordero Rojo Maysdorf II 2011 – 2013 434(2)

Spring Creek Lease By Modification 2010 35

Page 25: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

24

Experienced management team � Proven operational expertise

� International experience

Significant growth opportunity

Key Investment Highlights

Pure-play Powder River Basin

Financial capacity and capability

Page 26: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

25

Name Position Years at

Organization

Years Mining / Relevant

Experience Previous Experience

Colin Marshall President and Chief Executive Officer

7 18

Michael Barrett Chief Financial Officer 5 18

Gary Rivenes Chief Operating Officer 23 23

Jim Orchard Vice President of Marketing and Government Affairs

5 22

Nick Taylor Vice President of Technical Services

4 37

plc.Pilbara Iron

Iron ore

Experienced Management Team

Aluminum

Technical Services

(1)

(1) Denotes years at Rio Tinto Energy America, the predecessor to Cloud Peak Energy.

Page 27: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

26

Experienced management team

Significant growth opportunity

Key Investment Highlights

Financial capacity and capability

Pure-play Powder River Basin

� Strong 2009 performance

� Solid balance sheet

� Low long-term operational liabilities

Page 28: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

27

� Focus on cash generation

� Liquidity for LBA acquisitions

� Disciplined approach to deploying capital

� Maintain “4B” credit rating

Financial Strategy

Page 29: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

28

89 8041

20

10

13

12

514

4

93

54

3219

90

2009 2010 2011 2012 2013

Committed tons with fixed prices Committed tons with variable pricing

Focus on Cash Generation

($ in millions)

Note: Assumes production is held constant at LTM levels.

(2)

(2) Assumes 30% of royalties and taxes applied to the potential incremental revenue.

Contracted Coal (as of 9/30/09) – Total Committed Tons(1)

$11.89 $12.80 $13.68 $13.00 $12.37Weighted average sold-to price for

fixed-price committed tons

($/ton)

(1) Excludes contracted coal sales from Decker.

2011E 2012E 2013E

Assumed Increase in PRB Coal Price ($/ton) $1.00 $1.00 $1.00

LTM Production (@9/30/09) - tons 95m 95m 95m

Implied % Uncommitted 43% 66% 80%

Potential Incremental Revenue - estimate $41m $63m $76m

Potential Incremental EBITDA - estimate $28m $44m $53m

Illustrative Price Increase

(tons in millions) Contracted Revenue Opportunity

Page 30: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

29

$784$943

$1,061$1,053$1,240

6.7%

17.7%11.7%

20.3%

2005 2006 2007 2008 9/30/2009

EBITDA excluding HL&P

$106 $119 $160$254

$207

16.0% 14.7% 17.1% 18.8%

26.5%

2005 2006 2007 2008 9/30/2009

EBITDA excluding HL&P Margin

$309

$173 $192 $232$279 $309

22.1% 20.3% 22.0% 22.5%

29.2%

2005 2006 2007 2008 9/30/2009

EBITDA Margin

(1)

84.391.8 94.2 97.0

70.5

3.0%(0.6%)

2.6%

8.9%

2005 2006 2007 2008 9/30/2009

Strong Historical Financial Performance

Production Gross Revenues

EBITDA

(millions of tons)

($ in millions)

($ in millions)

($ in millions)

Source: Cloud Peak Energy Management.Notes: Includes production from Antelope, Cordero Rojo, Spring Creek and 50% of Decker.

All historical numbers, which exclude the Jacobs Ranch mine, are unaudited estimates.(1) Excludes EBITDA contribution from the broker sales contract with Houston Light & Power (“HL&P”) that is expected to expire in 2010.

GrowthGrowth

Page 31: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

30

Strong Year-to-Date 2009 Performance

(1) Excludes Revenue and EBITDA contribution from the HL&P broker sales contract, which expires in 2010.(2) West Antelope ($29m) + South Maysdorf ($50m).(3) West Antelope ($29m) + South Maysdorf ($50m) + North Maysdorf ($10m).

($ in millions)

First 9 months First 9 months2008 2009 % Change

Gross revenue $905 $1,061 17%

Revenue excluding HL&P $804 $958 19%

EBITDA excluding HL&P $150 $254 70%

% Margin 18.6% 26.5%

Capital Expenditures $67 $79 18%

Coal Lease Payments $79 $89 12%(2) (3)

(1)

(1)Continuing Operations

(1)

(1)

Page 32: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

31

5.6x7.3x

5.3x5.3x

PeabodyEnergy

Cloud PeakEnergy

Alpha NaturalResources

Arch Coal

1.9x 1.9x 1.9x

4.0x

PeabodyEnergy

Cloud PeakEnergy

Alpha NaturalResources

Arch Coal

Liquidity and Capitalization

(1) $400 million facility, undrawn at close, approximately $150 million issued as letters of credit to back surety bonds.(2) Based on pro forma balance sheet. Includes $183 million of noncontrolling interest in CPE LLC.(3) LTM EBITDA of $312 million excludes EBITDA contribution from the broker sales contract with HL&P, and includes $16 million of costs related to the prior trade sale and the current

offering. If these costs are excluded, LTM EBITDA would be $328 million and Total Debt / LTM EBITDA, Total Obligations / LTM EBITDA and LTM EBITDA / Interest would be 1.8x, 2.4x and 6.1x, respectively.

(4) LTM EBITDA excludes asset retirement obligation expense of $49 million.(5) Based on Total Debt of $603 million.(6) LTM EBITDA excludes $46.6 million for merger related expenses, $11.4 million gain on sale of coal reserves and $9.1 million loss on early extinguishment of debt.(7) LTM EBITDA excludes $7.2 million for merger related expenses. Excludes EBITDA contribution from the Jacobs Ranch acquisition.(8) Based on pro forma full-year interest expense estimate on $600 million of Senior Unsecured Notes.

LTM EBITDA / Interest

($ millions)

Total Debt / LTM EBITDA

(8)

Pro Forma9/ 30/ 2009

Liquidity

Unrestricted Cash on Balance Sheet $199

Availability Under Senior Secured Revolving Credit Facility 250

Total Unrestricted Liquidity $449

Restricted Cash for Reclamation Bonds 93

Capitalization

Drawn Balance on Revolving Credit Facility $ –

New Senior Notes 600

Other Notes 3

Total Debt $603

LBA Commitments 172

Total Obligations $776

Shareholders' Equity 458

Total Capitalization $1,234

Total Debt / LTM EBITDA 1.9x

Total Obligations / LTM EBITDA 2.5x

(1)

(1)

(2)

(2)

(6)

(7)

(4) (7)

(4)

(6)(3)

(3)

(3)(5)

(3)

Page 33: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

32

Disciplined Capital Deployment and Coal Lease Acquisitions

Capital Expenditures

� Rigorous process for capital expenditure approval

− Invest only when appropriate

− Required hurdle rates

� Fleet in good condition

− Over $350 million invested in Antelope, Cordero Rojo and Spring Creek since 2006

($ in millions)

$147

$88 $88 $79

$29

$33

$83$89

$171 $168

$121

$176

2006 2007 2008 9/30/2009

CapEx Coal Lease Payments

Page 34: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

33

$0.49 $0.53 $0.55 $0.57

$2.18

$2.49

$0.24$0.36

$0.81

$0.16

Cloud PeakEnergy

Arch Coal PeabodyEnergy

InternationalCoal Group

James RiverCoal

AlphaNatural

Resources

MasseyEnergy

FoundationCoal

Holdings

CONSOLEnergy

Patriot Coal

Long-Term Liabilities (LTL) / Assigned Reserves – 2008

Lowest Long-term Operational Liabilities in the Industry

(US$ / ton)

Source: Public company filings.Note: LTL includes reclamation / asset retirement liabilities, pension obligations, postretirement welfare benefit obligations and black lung / workers’ compensation liabilities as of 12/31/2008. Blue colored

bars represent other Western coal producers. Foundation and Alpha completed merger on 7/31/2009. Cloud Peak Energy is the only entity shown above with operations solely in the PRB. PRB mines generally have lower long-term liabilities relative to mines located elsewhere in the United States.

Page 35: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

34

Key Investment Highlights

Financial capacity and capability

Experienced management team Proven operational expertise with international experience

Significant growth opportunity Strong PRB market dynamics, pricing upside, production growth and lease acquisitions

Strong 2009 performance, solid balance sheetand low long-term operational liabilities

Pure-play Powder River BasinThird largest U.S. coal producer, operating three large surface mines in the U.S. coal basin with the greatest growth potential

Page 36: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

AppendixAppendix

Page 37: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

36

Pro forma Balance Sheet

($ in millions)

Assets 9/ 30/ 2009 Liabilities and shareholders' equity 9/ 30/ 2009

Current assets Current liabilitiesCash and cash equivalents $199.3 Accounts payable $99.0Accounts receivable, net 81.4 Royalties and production taxes 115.1Due from related parties 37.9 Tax agreement liability - related party, current portion 4.4Deferred income taxes 1.6 Current portion of long-term debt 53.8Inventories, net 63.0 Total current liabilites 272.4Other current assets 13.8 Total long-term debt 706.4

Total current assets 397.0 Asset retirement obligations 169.6Property, plant and equipment, net 981.2 Tax agreement liability - related party, net of current portion 60.8Deferred income taxes 147.3 Other liabilites 22.0Intangible, net of goodwill 42.8 Total liabilites $1,231.3Restricted cash 92.5Other assets 28.0 Shareholders' equity

Total assets $1,688.8 Common stock ($0.01 par value; 1,000 shares authorized;1 share issued and outstanding on an actual basis, for Cloud Peak Energy and RTEA, each; 200,000,000 shares authorized,31,431,000 shares issued and outstanding on a pro forma basis) 0.3

Additional paid-in capital 279.9Retained earnings (accumulated deficit) (0.5)Accumulated other comprehensive loss (4.6)

Total shareholders' equity 275.1

Noncontrolling interest in CPE LLC 182.5Total equity 457.6

Total liabilities and shareholders' equity $1,688.8

Page 38: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

37

Name Position Previous Experience Other Directorships

Keith Bailey Chairman of the Board � Chairman and CEO, Williams Companies, Inc. (1994 – 2002)

Integrys Energy Group, Inc., APCO Oil & Gas International, Inc. and Markwest Energy Partners, L.P.

William Fox Director � Managing Director, Global Industry Head, Global Energy and Mining, Citigroup (1989 – 2003)

Executive Committee and Audit Committee Chair, Rowan Companies, Inc.

Chris Tong Director � Senior Vice President and CFO of Noble Energy, Inc. (2005 – 2009)

� Senior Vice President and CFO of Magnum Hunter Resources, Inc. (1997 – 2004)

Audit Committee Chair, Targa Resources, Inc.

Preston Chiaro Director � Group Executive, Technology and Innovation, Rio Tinto

� CEO of Rio Tinto Energy Group (2003-2009)

Rössing Uranium Limited, World Coal Institute

Colin Marshall CEO and Director � President and CEO Rio Tinto Energy America (RTEA) (2006 – 2008)

� General Manager, Rio Tinto Pilbara Iron (2004 – 2006)

� General Manager RTEA, Cordoro Rojo (2001 – 2004)

None

Board of Directors

� Five member Board: three independent Directors, Keith Bailey (Chairman), William Fox, Chris Tong, in addition to Preston Chiaro and Colin Marshall

� Three additional board members are expected to be nominated after the IPO

Page 39: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

38

0

5

10

15

20

25

11/5/99 11/5/00 11/5/01 11/5/02 11/5/03 11/5/04 11/5/05 11/5/06 11/5/07 11/5/08 11/5/09

PRB Coal Spot Price - 8,800 Btu

Historical PRB Coal Prices

PRB Coal Spot Price

Source: Bloomberg.

($/ton)

Page 40: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

39

$8.40$8.70

$9.05 $8.95

$11.30

$12.95

$8.35$8.28

$11.65

$10.15

$8.10$7.90

$6.00

$7.00

$8.00

$9.00

$10.00

$11.00

$12.00

$13.00

$14.00

Q1 10 Q2 10 Q3 10 Q4 10 CY 11 CY 12

8,800 Btu 8,400 Btu

Powder River Basin Coal Forward CoalPricesU.S. PRB Coal Price (as of 10/30/09)

Source: ICAP.

Page 41: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

40

Summary Term Sheet$400 Million Senior Secured Revolving Credit Facility

Summary of terms

Borrower: Cloud Peak Energy Resources LLC

Facilities: $400 million Senior Secured Revolving Credit Facility (“RC”) (full amount to be available for Letters of Credit)

Guarantors: All domestic restricted subsidiaries

Security: Secured by substantially all the assets of the Borrower and each Subsidiary Guarantor, subject to exceptions customary for similar coal financings

Term: 4-year

Use of proceeds: To provide for letters of credit and general corporate purposes

Initial pricing: Undrawn: 75 bps Drawn: L+400 bps (subject to a ratings based grid)

LIBOR floor: 2.50%

Maintenance covenants: Maximum Gross 1st lien leverage Maximum Gross Total leverage Minimum Net Cash Interest Coverage

Events of default: Usual and customary

Page 42: CLD - IPO Roadshow Presentation Fall 2009_FINAL.pdf

41

Reconciliation of Income from Continuing Operations to EBITDA

For the nine monthsFor the year ended December 31, ended September 30,

2005 2006 2007 2008 LTM 2008 2009

Income from continuing operations $40.0 $40.5 $53.8 $88.3 $180.6 $55.0 $147.3

Depreciation and depletion 50.1 59.3 80.1 89.0 88.1 69.3 68.4

Amortization 35.6 35.0 34.5 46.0 33.7 37.0 24.7

Accretion 8.4 10.1 12.2 12.8 12.2 8.9 8.4

Interest expense 26.8 38.8 40.9 20.4 1.4 20.0 1.0

Interest income (1.5) (3.6) (7.3) (2.9) (0.4) (2.7) (0.2)

Income tax provision 14.0 11.7 18.1 25.3 69.5 15.7 59.9

EBITDA $173.4 $191.8 $232.3 $278.9 $385.2 $203.2 $309.5

Less: HL&P EBITDA contribution (67.6) (72.8) (72.5) (71.7) (73.7) (53.3) (55.3)

EBITDA (excluding HL&P) $105.8 $119.0 $159.8 $207.2 $311.5 $149.9 $254.2

($ in millions)