form425.htm
 
 
Filing pursuant to Rule 425 under the
Securities Act of 1933, as amended
Deemed filed under Rule 14a-6 under the
Securities Exchange Act of 1934, as amended
 
 
Filer: Massey Energy Company
Subject Company: Massey Energy Company
Commission File Number: 001-07775


This filing relates to a planned merger (the Merger) between Alpha Natural Resources, Inc. (“Alpha”) and Massey Energy Company (“Massey”) pursuant to the terms of an Agreement and Plan of Merger, dated as of January 28, 2011 (the “Merger Agreement”), by and among Alpha, Mountain Merger Sub, Inc. and Massey.  The Merger Agreement is on file with the Securities and Exchange Commission as an exhibit to the Current Report on Form 8-K filed by Massey on January 31, 2011, and is incorporated by reference into this filing.

The following emails were sent to the employees of Alpha and Massey.
 
 


 
To: Everyone at Alpha and Massey
From Kevin Crutchfield, CEO – Alpha Natural Resources
Subject: Functional Management Team Announcements
Date: May 16th, 2011
 
                                                              
In April, I shared our approach to evaluating our operations, our organization and our leadership.  I also committed that our new leadership team will build out the rest of the organization using a thoughtful and consistent process.
 
Today, the heads of Operations, Commercial, Strategy, Finance, Legal and the office of Running Right and Business Excellence will communicate their organization structures and management teams.  Through our integration planning, I’m increasingly confident and excited by the strength of our combined team.  With our post-closing operating model, organization and leadership teams in place for Day 1, we will meet our objectives of:
 
  
Setting an exceptional standard for leadership
 
  
Strengthening our combined operations and our ability to execute every part of our business plan
 
  
Focusing the collective energy of 14,000 people and providing the opportunity for all to contribute to and share in our success.
 
Today is a big step forward in our transformation as a global leader in the coal industry.  Our goal is to have complete clarity of our new organizational structure so people know where they fit in.
 
We expect to complete the Alpha/Massey transaction on June 1, so Day 1 as a combined organization is only a few short weeks away.  Our cooperation and mutual commitment to Running Right is driving amazing progress.  I thank you for your patience as we work through these changes.  This is an exciting time, and it’s enabling us to do great things.
 

 
Sincerely,
 
 
Kevin Crutchfield
CEO - Alpha Natural Resources
 

 

 
1

 

 
Required Legal Notices
 

Forward Looking Statements
 
Information set forth herein contains "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995, which involve a number of risks and uncertainties.  Alpha and Massey caution readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information.  Such forward-looking statements include, but are not limited to, statements about the benefits of the business combination transaction involving Alpha and Massey, including future financial and operating results, the combined company’s plans, objectives, expectations (financial or otherwise) and intentions and other statements that are not historical facts.
 
The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the ability to obtain regulatory approvals of the transaction on the proposed terms and schedule; the failure of Alpha or Massey stockholders to approve the transaction; the outcome of pending or potential litigation or governmental investigations; the risk that the businesses will not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; uncertainty of the expected financial performance of Alpha following completion of the proposed transaction; Alpha’s ability to achieve the cost savings and synergies contemplated by the proposed transaction within the expected time frame; disruption from the proposed transaction making it more difficult to maintain relationships with customers, employees or suppliers; the calculations of, and factors that may impact the calculations of, the acquisition price in connection with the proposed merger and the allocation of such acquisition price to the net assets acquired in accordance with applicable accounting rules and methodologies; general economic conditions that are less favorable than expected; changes in, renewal of and acquiring new long term coal supply arrangements; and competition in coal markets. Additional information and other factors are contained in Alpha’s and Massey’s filings with the Securities and Exchange Commission (the “SEC”), including Alpha’s and Massey’s Annual Reports on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K, and other SEC filings, which are available at the SEC’s web site http://www.sec.gov.  Alpha and Massey disclaim any obligation to update and revise statements contained in these materials based on new information or otherwise.

Important Additional Information and Where to Find It
 
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.
 
In connection with the proposed merger, Alpha has filed with the SEC a registration statement on Form S-4 (commission file number 333-172888), as amended, that includes a preliminary joint proxy statement/prospectus regarding the proposed merger.  The registration statement was declared effective by the SEC on April 28, 2011, and a definitive joint proxy statement/prospectus has been mailed to Alpha and Massey stockholders on or about April 29, 2011 in connection with the proposed merger.  INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND OTHER DOCUMENTS RELATING TO THE MERGER FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER.  You may obtain a copy of the joint proxy statement/prospectus and other related documents filed by Alpha and Massey with the SEC regarding the proposed merger as well as other filings containing information, free of charge, through the web site maintained by the SEC at www.sec.gov, by directing a request to Alpha’s Investor Relations department at Alpha Natural Resources, Inc., One Alpha Place, P.O. Box 2345, Abingdon, Virginia 24212, Attn: Investor Relations, to D.F. King & Co., Inc., 48 Wall Street, 22nd Floor, New York, New York 10005 or to Massey’s Investor Relations department at, (804) 788 - 1824 or by email to Investor@masseyenergyco.com.  Copies of the joint proxy statement/prospectus and the filings with the SEC that are incorporated by reference in the joint proxy statement/prospectus can also be obtained, without charge, from Alpha’s website at www.alphanr.com under the heading “Investor Relations” and then under the heading “SEC Filings” and Massey’s website at www.masseyenergyco.com under the heading “Investors” and then under the heading “SEC Filings”.

Participants in Solicitation

Alpha, Massey and their respective directors, executive officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies in favor of the proposed merger.  Information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of proxies in favor of the proposed merger is set forth in the definitive joint proxy statement/prospectus filed with the SEC.  You can find information about Alpha’s directors and executive officers in Alpha’s definitive proxy statement filed with the SEC on April 1, 2011.  You can find information about Massey’s directors and executive officers in Amendment No. 1 to Massey’s annual report on Form 10-K filed with the SEC on April 19, 2011. You can obtain free copies of these documents from Alpha or Massey using the contact information above.

 
 
2

 
 
 
 
 
 
To:
Everyone at Alpha and Massey
From:
Kurt Kost, President - Operations, Technical Services and Operations Administration
Subject:
Operations Organization
Date:
May 16th, 2011

 
Over the past few weeks I’ve been working with the Day 1 leadership for Operations to further define our structure and management teams.  The planning team was diligent, committed, and thoughtful in their recommendations.
 
With the announcement in April you learned that Operations will be organized into five operating regions including three regions for CAPP (north, central and south), and will be managed by four senior vice presidents. Within the five regions will be a total of 12 Business Units (BU): one in the PRB, two in NAPP, and nine CAPP BUs (three in each region) that are each about seven million tons.  The Massey Resource Groups will be part of the CAPP regions.  The scale of our organization following Day 1 is impressive, and Operations is critical to driving Alpha’s success.
 
Today I’m sharing with you more detail about the Operations leadership and management, including the leadership structure within each business unit.  This structure will become effective at Day 1.  The cooperation between Massey and Alpha during this planning has been a hallmark of the performance we’ll deliver as a team.
 
In the next few weeks we will be a part of the 14,000 people leading one of America’s preeminent coal suppliers.  We will be leaders in the coal industry and one of the largest suppliers of metallurgical coal in the world.  Our operations, our organization, and our commitment to Running Right will be the backbone of our success.   Thank you for your continued patience.
 

 
Sincerely,
 
Kurt Kost
President - Operations, Technical Services and Operations Administration
 
 

 
 

 
 
 
 
 
 
OPERATIONS POST-DAY 1 ORGANIZATION
 
 
 Michael Peelish, EVP & Chief Admin Officer
 
John Gallick, VP – Health & Safety
 
Brian Keaton, Assistant VP – Health & Safety  
Perry Whitley, Director – Mine Emergency Coordination & Preparation
Gary Frampton, Director – Operations Safety   Terry Theys, Director – Safety Engineering 
Ken Perdue, Director – Operations Safety      
 
 
 Open, SVP – Human Resources
 
· Bill McClure, SVP – HR Services   ·
Jeff Gillenwater, VP – HR & Recruiting
    Barry Mounts, VP – HR Services               ○ Troy Andes, Manager – HR & Recruiting
    Open, VP – Leadership Effectiveness        
    Anne Raup, Director – Payroll        
·
Doug Harris, VP – HR & Labor Relations
     
    John Schoolcraft, Director – Labor Relations      
    Chris Matras, Manager – Labor Relations      
 
 
 Mick Risdon, VP – Strategic Sourcing & Materials Management
 
· Mark Manno, Assistant VP – Strategic Sourcing & Materials Management   ·
Bill Mullins, Director – Sourcing Support
· Jim Mann, Director – Strategic Sourcing     Brent Sturgill, Regional Sourcing Director – CAPP South
· Macs Hall, Director – Sourcing Support     Janet Gapen, Sourcing Manager – PAS
    Ron Conway, Sourcing Manager – CRS     Tony McGartland, Sourcing Manager – Amfire
    Dave Shepperd, Sourcing Manager – CRE     Monica Mille-Queen, Sourcing Manager – PRB
    Tom Moore, Sourcing Manager – CRW   · Ed Green, Director – Inventory Management 
    Chris Stephens, Sourcing Manager – BRN   · Becky Price, Manager – Sourcing Administration 
    Steve Ousley, Sourcing Manager – BRS   · Bill Donovan, Manager – Building Services 
    Rick Brown, Sourcing Manager – BRW        
 
 
 Open, SVP – Environmental Affairs
 
  ·   Johnnie Green, VP – Environmental Affairs         
        ○ John Paul Jones, Director – Environmental Regulatory & External Affairs        
        ○ Thomas Cook, Director – Environmental Permitting & Special Projects        
        ○ Open, Director – Environmental Compliance & Reclamation      
 
 
 
2

 
 
 
 
OPERATIONS POST-DAY 1 ORGANIZATION
 
 
 Mark Schuerger, Regional SVP – Operations, CAPP North
 
  ·   Roy West, Regional Financial Analyst        
  ·   Open, Operations Support        
 
 
 Mark Weaver, President – Coal River Surface 
 
Art Hale, VP – Surface Operations  
Terry Keen, Director – Safety
Jimmy Wood, VP – Surface Operations   Brian College, CI Coordinator
Jim Higgins, Manager – Technical Services   Joe Armstrong, Director – Human Resources
Open, Manager – Quality & Logistics   Eric Sealander, BU Financial Analyst 
 
 
 Charlie Bearse, President – Coal River East 
 
Joe Pugh, VP – Operations  
Joe Dixon, CI Coordinator
Brerry Hudson, Manager – Technical Services   Josh Birchfield, CI Coordinator
Steve Belcher, Manager – Quality & Logistics   Jennifer Chandler, Director – Human Resources
Mike Vaught, Director – Safety   Jerod Mount, BU Financial Analyst 
 
 
 Eric Salyer, President – Coal River West 
 
Phillip Saunders, VP – Operations  
Phillip Ellis, CI Coordinator
Jamie DeSimone, Manager – Technical Services   Brian Hicks, Director – Human Resources
Open, Manager – Quality & Logistics   Adam McCallister, BU Financial Analyst
Lewis Sheppard, Director – Safety      
 
 

 
3

 
 
 
 
OPERATIONS POST-DAY 1 ORGANIZATION
 
 
 Mike Snelling, Regional SVP – Operations, CAPP Central
 
John Tinnel, Regional Financial Analyst    
 
Open, Operations Support      
 
 
 Craig Boggs, President – Brooks Run North
 
Johnny Jones, VP – Underground Operations  
Chris Ray, CI Coordinator
Open, VP – Surface Operations   Justin McMillion, CI Coordinator
Joseph Swerbinsky, Manager – Technical Services   Kyle Bane, Director – Human Resources
Mark Workman, Manager – Preparation, Quality & Logistics   Michele Davis, BU Financial Analyst
Wayne Persinger, Director – Safety      
 
 
 Frank Matras, President – Brooks Run South
 
David Decker, VP – Operations  
David Green, CI Coordinator
Russ Lambert, Manager – Technical Services   Chesley Barnard, CI Coordinator
John Harsanyi, Manager – Preparation, Quality & Logistics   Cheryl Stapleton, Director – Human Resources
Chris Presley, Director – Safety   TBD, BU Financial Analyst
 
 
 Jeff Ellis, President – Brooks Run West
 
Steven Poe, VP – Surface Operations  
TBD, CI Coordinator
Bill Kelly, VP – Underground Operations   Open, CI Coordinator
Mike Smith, Manager – Technical Services   Dave Cook, Director – Human Resources
Open, Manager – Preparation, Quality & Logistics   Melody Viars, BU Financial Analyst 
Richard Williamson, Director – Safety      

 
 
4

 
 
 
 
OPERATIONS POST-DAY 1 ORGANIZATION
 
 
 Eddie Bateman, Regional SVP – Operations, CAPP South
 
Greg Dingus, Regional Financial Analyst    
 
Bill Schmid, Operations Support      
 
 
 Blake Hall, President – Virginia
 
Greg Blankenship, VP – Surface Operations  
Mark Williams, CI Coordinator
Mike Clark, VP  – Underground Operations   Pat Pelley, CI Coordinator
Steve Smith, Manager – Technical Services   Gary Duncan, Director – Human Resources
Darrell Slagle, Manager – Preparation, Quality & Logistics   Open, BU Financial Analysis
Ram Tankersley, Director – Safety      
 
 
 Allen Dupree, President – Northern Kentucky
 
Kevin Varney, VP – Operations  
Open, CI Coordinator
John Cline, Manager – Technical Services   Kathy Wicker,  Director – Human Resources
Larry Johnson, Manager – Quality & Logistics   Keriston Smith, BU Financial Analyst
Steve Endicott, Director – Safety      
 
 
 Rick Craig, President – Southern Kentucky
 
Chris Slone, VP – Operations  
Joshua Fields, CI Coordinator
Tom Baumgarth, Manager – Technical Services   Buddy Johnston, Director – Human Resources
Richard Matda, Manager – Quality & Logistics   Open, BU Financial Analyst
Tom Asbury, Director – Safety      
 
 
 
5

 
 
 
 
OPERATIONS POST-DAY 1 ORGANIZATION
 
 
 Jim Bryja, Regional SVP – Operations, NAPP & PRB
 
Henrick Thoenelt, Regional Financial Analyst    
 
Gary Buchan, Operations Support      
 
 
 Jeffrey Kukura, President – Pennsylvania Services
 
John Dzurino, General Manager – Emerald  
Ryan Kerr, CI Coordinator
Jack Trackemas General Manager – Cumberland   Joshua Judge, CI Coordinator
Jim Blanc, Human Resources   Dean Swaney, Financial Analyst
 
 
 Peter Merritts, President – AMFIRE
 
Gary Deemer, General Manager – Underground  
Jeff Christy, Land
Lou Pianetti, General Manager – Underground   Nick Zak, CI Coordinator
Ed Ratay, General Manager – Surface   Jim Pablic, Safety
Rob  Bottegal, Technical Services   Ron Turner, Financial Analyst
Dan Lhota, Human Resources      
 
 
 Steven Rennell, President – Alpha Coal West
 
Shane Durgin, Operations  
Open, Land & Government Affairs
Ken Ferguson, Maintenance   Stan Hoffman, CI Coordinator
Joff Pilon, Technical Services   Rod Mass, Financial Analyst
Mike Meyer, Human Resources      
 
 
 Sam Cario, President – Pennsylvania Land Holding Company
 
Doug Conklin, General Manager – Coal Gas Recovery  
Terry Dayton, Director – Environmental
Tim Comer, Director – Oil & Gas   Brad Miller, Vice President – Land

 
 Joe DAmico, VP – Gas Management
 
 
 
6

 
nrla, SVP – Technical Services
 
 
OPERATIONS POST-DAY 1 ORGANIZATION
 
 
 John Borla, SVP – Technical Services
 
 
 Mike Mishra, VP – Technical Services
 
 
Mike Milam, Sr. Director – Engineering  
Scott Peterson, Sr. Director – Geology
TBD, Sr. Director – Strategic Projects   Terry Martin-Blair, Sr. Director – Project Execution
 ● TBD, Director – Projects   TBD, Director – Marianna Mine Project
 ● TBD, Director Surface Mine Engineering    Rod Lawrence, Director UG Mine Engineering
 
 
 Fred Stanley, VP – Preparation
 
Van Davis, Sr. Director – Preparation  
Jeff Walkup, Director – Preparation
Frank Addison, Sr. Director – Preparation      
 
 
 Jeff Carter, VP – Asset Management
 
Harold Helton, Sr. Director – Asset Management  
Ken Benedick, VP – Maintenance
Wayne Keaton, General Manager – Maxxim Rebuild      
 
 
 Keith Hainer, VP – Asset Engineering
 
Dave Terry, Sr. Electrical Trainer  
Open, Sr. Electrical Engineer
 
 
 Scott Kreutzer, VP – Land
 
TBD, Director – Land Management, CAPP North  
Paul Mullins, Director – Land Management, CAPP South
TBD, Director – Land Management, CAPP Central   Vicki Duffy, Manager – Land Administration
 
 
 Ron Eberhart, President – Dry Systems Technologies
 
Terry McDonald, Director – DST Operations  
Tony Arbany, Utah DST Sales & Service
 
 
 
7

 
 
 
 
OPERATIONS POST-DAY 1 ORGANIZATION
 
 
Required Legal Notices
 

Forward Looking Statements
 
Information set forth herein contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995, which involve a number of risks and uncertainties.  Alpha and Massey caution readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information.  Such forward-looking statements include, but are not limited to, statements about the benefits of the business combination transaction involving Alpha and Massey, including future financial and operating results, the combined company’s plans, objectives, expectations (financial or otherwise) and intentions and other statements that are not historical facts.
 
The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the ability to obtain regulatory approvals of the transaction on the proposed terms and schedule; the failure of Alpha or Massey stockholders to approve the transaction; the outcome of pending or potential litigation or governmental investigations; the risk that the businesses will not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; uncertainty of the expected financial performance of Alpha following completion of the proposed transaction; Alpha’s ability to achieve the cost savings and synergies contemplated by the proposed transaction within the expected time frame; disruption from the proposed transaction making it more difficult to maintain relationships with customers, employees or suppliers; the calculations of, and factors that may impact the calculations of, the acquisition price in connection with the proposed merger and the allocation of such acquisition price to the net assets acquired in accordance with applicable accounting rules and methodologies; general economic conditions that are less favorable than expected; changes in, renewal of and acquiring new long term coal supply arrangements; and competition in coal markets. Additional information and other factors are contained in Alpha’s and Massey’s filings with the Securities and Exchange Commission (the “SEC”), including Alpha’s and Massey’s Annual Reports on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K, and other SEC filings, which are available at the SEC’s web site http://www.sec.gov.  Alpha and Massey disclaim any obligation to update and revise statements contained in these materials based on new information or otherwise.

Important Additional Information and Where to Find It
 
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.
 
In connection with the proposed merger, Alpha has filed with the SEC a registration statement on Form S-4 (commission file number 333-172888), as amended, that includes a preliminary joint proxy statement/prospectus regarding the proposed merger.  The registration statement was declared effective by the SEC on April 28, 2011, and a definitive joint proxy statement/prospectus has been mailed to Alpha and Massey stockholders on or about April 29, 2011 in connection with the proposed merger.  INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND OTHER DOCUMENTS RELATING TO THE MERGER FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER.  You may obtain a copy of the joint proxy statement/prospectus and other related documents filed by Alpha and Massey with the SEC regarding the proposed merger as well as other filings containing information, free of charge, through the web site maintained by the SEC at www.sec.gov, by directing a request to Alpha’s Investor Relations department at Alpha Natural Resources, Inc., One Alpha Place, P.O. Box 2345, Abingdon, Virginia 24212, Attn: Investor Relations, to D.F. King & Co., Inc., 48 Wall Street, 22nd Floor, New York, New York  10005 or to Massey’s Investor Relations department at, (804) 788 - 1824 or by email to Investor@masseyenergyco.com.  Copies of the joint proxy statement/prospectus and the filings with the SEC that are incorporated by reference in the joint proxy statement/prospectus can also be obtained, without charge, from Alpha’s website at www.alphanr.com under the heading “Investor Relations” and then under the heading “SEC Filings” and Massey’s website at www.masseyenergyco.com under the heading “Investors” and then under the heading “SEC Filings”.

Participants in Solicitation

Alpha, Massey and their respective directors, executive officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies in favor of the proposed merger.  Information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of proxies in favor of the proposed merger is set forth in the definitive joint proxy statement/prospectus filed with the SEC.  You can find information about Alpha’s directors and executive officers in Alpha’s definitive proxy statement filed with the SEC on April 1, 2011.  You can find information about Massey’s directors and executive officers in Amendment No. 1 to Massey’s annual report on Form 10-K filed with the SEC on April 19, 2011. You can obtain free copies of these documents from Alpha or Massey using the contact information above.
 
 
 
 
8

 
 
 
 
 
To: Everyone at Alpha and Massey 
From: Phil Cavatoni, Chief Strategy Officer 
Subject:   Strategy Organization 
Date:   May 16th, 2011 
                                                                
Over the past few weeks, I’ve been working with the Day 1 Strategy leadership team to further define our structure. This team’s responsibilities will include Government Affairs and Communications, Strategy, M&A and Corporate Development, Sustainability, Australia and Market Analysis & Strategy. Today I’m sharing with you more detail about the organization and some of the important changes regarding the team members which will be effective on Day 1. The Strategy organization reflects our commitment to a leadership position in the industry, and to provide insight to external issues that will influence our future and support our growth initiatives.
 
As part of an effort to develop our new office in Australia, I am pleased to welcome Peter Zachert as CFO of Alpha Australia, LLC and to announce Kevin Stanley will join the Australia team later this year as Director – Corporate Development.
 
Peter will immediately enhance Alpha’s ability to evaluate the many opportunities in the Australian market. Reporting to Brian Sullivan, President of Alpha Australia, LLC, he will assist the team in developing market intelligence, strategic relationships and coal assets in high growth markets. Peter’s executive background includes broad experience in finance, taxation, treasury and financial structuring in M&A in Australia and overseas. Most recently, Peter served as CFO of Elders Limited. Previous positions include Director and CFO of Cyprus Australia Coal Company, CFO of Delta Gold Limited and senior roles at other industry leaders. At Cyprus Australia, Peter worked with several members of Alpha’s leadership team, including Kevin Crutchfield and Frank Wood.
 
Kevin Stanley has been with Alpha for eight years and with the Strategy Group for nearly two. During this time, Kevin has consistently demonstrated his transaction, analytical and leadership skills, which will be important additions to the Australia team. He will be responsible for leading financial diligence and modeling for acquisition opportunities there, and for liaising with our M&A team to evaluate them.
 
I also am pleased to announce Amir Khaksari has been promoted to Manager of the Market Analysis & Strategy. Amir has been a key member of the team for two years, and his work and leadership on key initiatives have been instrumental in helping us develop our strategic and operational outlooks.
 
The cooperation between Massey and Alpha during this planning has been a hallmark of the performance we’ll deliver as a team. Our operations, our organization, and our commitment to Running Right will be the backbone of our success. Thank you for your continued patience.
 
Sincerely,
 
Phil Cavatoni
Chief Strategy Officer
 
 
 
 
 

 
 
 
 
 
 
Alex Hoffman, VP – Strategy
 
Paul Spurgeon, VP – Sustainability
 
Brian Sullivan, President, Australia
 
 
Peter Zachert, CFO – Alpha Australia, LLC
   
 
Kevin Stanley, Director – Corporate Development
 
   
David Gay, VP – M&A and Corporate Development
 
  Andy Eidson, Manager – M&A
   
  Sammy Jordan, Analyst – M&A
   
  Robert Capelli, Manager – M&A Support
   
  Mike Curry, Engineer – M&A
 
   
Hans Daniels, VP – Market Analysis & Strategy
 
   Amir Khaksari, Manager – Market Analysis & Strategy
   
   Phillip Wagner, Sr. Analyst – Market Analysis & Strategy
   
 
 Open, SVP – Corporate Affairs & Communications
 
  Ted Pile, VP – Corporate Communications
   
  ·  Brian Shuler, Director – Corporate  Communications
 
·  Terry Eckley, Director – Internal  Communications
 
·  Rick Nida, Manager – External Communications
 
·  Donna Hare, Sr. Associate – Corporate  Communications
 
·  Whitney Rosenbaum, Associate –   Communications Coordinator
       
   Jon Wood, VP – Government & External Affairs
       
 
·  Donnie Ratliff, VP – Government  & External Affairs, Virginia
 
·  Rick Axthelm, Director – Government  & External Affairs,  Federal
  ·  Sarah Smith, Director – Government  & External Affairs, West Virginia
 
·  Brian Turk, Director – Government  & External Affairs, Pennsylvania
 
 
 
 
 
  2

 

 
 
 
Required Legal Notices
 

Forward Looking Statements
 
Information set forth herein contains “forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, which involve a number of risks and uncertainties.  Alpha and Massey caution readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information.  Such forward-looking statements include, but are not limited to, statements about the benefits of the business combination transaction involving Alpha and Massey, including future financial and operating results, the combined company’s plans, objectives, expectations (financial or otherwise) and intentions and other statements that are not historical facts.
 
The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the ability to obtain regulatory approvals of the transaction on the proposed terms and schedule; the failure of Alpha or Massey stockholders to approve the transaction; the outcome of pending or potential litigation or governmental investigations; the risk that the businesses will not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; uncertainty of the expected financial performance of Alpha following completion of the proposed transaction; Alpha’s ability to achieve the cost savings and synergies contemplated by the proposed transaction within the expected time frame; disruption from the proposed transaction making it more difficult to maintain relationships with customers, employees or suppliers; the calculations of, and factors that may impact the calculations of, the acquisition price in connection with the proposed merger and the allocation of such acquisition price to the net assets acquired in accordance with applicable accounting rules and methodologies; general economic conditions that are less favorable than expected; changes in, renewal of and acquiring new long term coal supply arrangements; and competition in coal markets. Additional information and other factors are contained in Alpha’s and Massey’s filings with the Securities and Exchange Commission (the “SEC”), including Alpha’s and Massey’s Annual Reports on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K, and other SEC filings, which are available at the SEC’s web site http://www.sec.gov.  Alpha and Massey disclaim any obligation to update and revise statements contained in these materials based on new information or otherwise.

Important Additional Information and Where to Find It
 
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.
 
In connection with the proposed merger, Alpha has filed with the SEC a registration statement on Form S-4 (commission file number 333-172888), as amended, that includes a preliminary joint proxy statement/prospectus regarding the proposed merger.  The registration statement was declared effective by the SEC on April 28, 2011, and a definitive joint proxy statement/prospectus has been mailed to Alpha and Massey stockholders on or about April 29, 2011 in connection with the proposed merger.  INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND OTHER DOCUMENTS RELATING TO THE MERGER FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER.  You may obtain a copy of the joint proxy statement/prospectus and other related documents filed by Alpha and Massey with the SEC regarding the proposed merger as well as other filings containing information, free of charge, through the web site maintained by the SEC at www.sec.gov, by directing a request to Alpha’s Investor Relations department at Alpha Natural Resources, Inc., One Alpha Place, P.O. Box 2345, Abingdon, Virginia 24212, Attn: Investor Relations, to D.F. King & Co., Inc., 48 Wall Street, 22nd Floor, New York, New York  10005 or to Massey’s Investor Relations department at, (804) 788 - 1824 or by email to Investor@masseyenergyco.com.  Copies of the joint proxy statement/prospectus and the filings with the SEC that are incorporated by reference in the joint proxy statement/prospectus can also be obtained, without charge, from Alpha’s website at www.alphanr.com under the heading “Investor Relations” and then under the heading “SEC Filings” and Massey’s website at www.masseyenergyco.com under the heading “Investors” and then under the heading “SEC Filings”.

Participants in Solicitation

Alpha, Massey and their respective directors, executive officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies in favor of the proposed merger.  Information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of proxies in favor of the proposed merger is set forth in the definitive joint proxy statement/prospectus filed with the SEC.  You can find information about Alpha’s directors and executive officers in Alpha’s definitive proxy statement filed with the SEC on April 1, 2011.  You can find information about Massey’s directors and executive officers in Amendment No. 1 to Massey’s annual report on Form 10-K filed with the SEC on April 19, 2011. You can obtain free copies of these documents from Alpha or Massey using the contact information above.

 
 
 
3

 
 
 
 
 
 
 
To:
Everyone at Alpha and Massey
From:
Frank Wood, Chief Financial Officer
Subject:
Finance Organization
Date:
May 16th, 2011

 
Over the past few weeks I’ve been working with the Day 1 Finance leadership team to further define our structure and teams across Accounting, Financial Reporting, Financial Planning, Tax, Corporate Finance, Treasury, Investor Relations and Information Technology.  Today I’m sharing with you more detail about the different team members that comprise the Finance function.  This structure will become effective at Day 1.
 
The cooperation between Massey and Alpha during this planning has been a hallmark of the performance we’ll deliver as a team.  Our operations, our organization, and our commitment to Running Right will be the backbone of our success.   Thank you for your continued patience.
 

 
Sincerely,
 

Frank Wood
Chief Financial Officer
 
 

 
 
 

 
 
 
 
FINANCE POST-DAY 1 ORGANIZATION
 
 
 
 
Alan Jones, SVP & Controller
 
Dana Fann, Director – Regional Accounting
 
 
Paul Slater, Controller – CAPP North
Jerry Puskarich, Controller – NAPP
 
John Marcum, Controller – CAPP Central
Tammy Okray, Controller – PRB
Eddie Riner, Controller – CAPP South
 
Jim Cappucci, Controller – Gas Operations
 
 
Eddie Guy, VP – Assistant Controller
 
Robert Hutton, Controller – Corporate Accounting
 
Judy Lasley, Manager – Accounts Payable

 
Randy Phillips, Director – Revenue Accounting
 
 
James Ball, Sr. Accounting Manager – Sales
Angela Gobble, Manager – Accounts Receivable
 
Amy Brikis, Sr. Accounting Manager – Brokered Coal
 
   

 
Steve Litz, Director – Strategic Initiatives & Operations
 
Barrett Cooke, Sr. Accounting Manager – Projects
 
 
 
 
 
Chris Jespersen, Director – Internal Control & Accounting Systems
 
Open, Sr. Accounting Manager – Controls & Systems
 
 
 
 
 
Mike Gisin, VP – Public Reporting
 
Jaime Ketron, Director – Financial Reporting
 
 
 
 
 
 
 
2

 
 
 
 
FINANCE POST-DAY 1 ORGANIZATION
 

 
 
Scott Cole, VP & Treasurer
 
Roger Sikorski, Director – Cash Management & Credit
 
 
 
Jodi Marko, Manager – Cash Management & Credit
 
 
 
 
 
David Shockley, Manager – Debt & Capital Markets
 
 
 
Roger Ketron, SVP – Financial Planning & Tax
 
 
Sabrina Duba, VP – Financial Planning & Budgeting
 
 
 
Mark Masters, Manager – Budgeting & Forecasting
Open, Director – Capital Planning & Analysis
 
Open, Manager – Management Reporting
 
   

 
 
Todd Munsey, Sr. Director – Tax
 
 
 
Jonathan Bailey, Director – Non-Income Taxes
Open, Director – Tax Accounting & Planning
 
Open, Director – Federal & State Income Taxes
 
   
 


 
Todd Allen, VP – Investor Relations
 
 
 
Alex Rotonen, Director – Investor Relations
 
 

 

 
 
3

 
 
 
 
FINANCE POST-DAY 1 ORGANIZATION

 
 
 
Saul Hernandez, SVP – Information Systems & Technology
 
Donna Crabtree, Director – Client Services & Compliance
 
 
Alan Coldiron, Manager – IT Regional Client Services, PA
Craig Gebhardt, Manager – IT Regional Client Services, VA/KY & Corporate
 
Ryan Walker, Manager – IT Regional Client Services, WY
Open, Manager – IT Regional Client Services, WV
 
 
Edwin Cox, Director – Custom Development
 
 
Vickie Horne, Manager – IT Applications Development
Brad Bateman, Sr. Analyst – IT Enterprise Architecture Lead
 
Lola McClellan, Manager – IT Web Development & Collaboration
 
   

 
Jeff Bauserman, Director – ERP Development
 
 
Neal Nelson, Manager – IT Oracle Tech Services
Celine Cross, Manager – IT Financials
 
Scott Hine, Manager – IT Human Capital Management
 
Allen Peppler, Manager – IT Supply Chain
 
John Talbert, Manager IT Enterprise Performance Management
 
   

 
Mark Luchini, Director – Infrastructure
 
 
Jeff Cochrane, Manager – IT Systems Engineering
Shawn McReynolds, Manager – IT Network Engineering
 
 
 
4

 

 
 
FINANCE POST-DAY 1 ORGANIZATION


Required Legal Notices
 

Forward Looking Statements
 
Information set forth herein contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995, which involve a number of risks and uncertainties.  Alpha and Massey caution readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information.  Such forward-looking statements include, but are not limited to, statements about the benefits of the business combination transaction involving Alpha and Massey, including future financial and operating results, the combined company’s plans, objectives, expectations (financial or otherwise) and intentions and other statements that are not historical facts.
 
The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the ability to obtain regulatory approvals of the transaction on the proposed terms and schedule; the failure of Alpha or Massey stockholders to approve the transaction; the outcome of pending or potential litigation or governmental investigations; the risk that the businesses will not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; uncertainty of the expected financial performance of Alpha following completion of the proposed transaction; Alpha’s ability to achieve the cost savings and synergies contemplated by the proposed transaction within the expected time frame; disruption from the proposed transaction making it more difficult to maintain relationships with customers, employees or suppliers; the calculations of, and factors that may impact the calculations of, the acquisition price in connection with the proposed merger and the allocation of such acquisition price to the net assets acquired in accordance with applicable accounting rules and methodologies; general economic conditions that are less favorable than expected; changes in, renewal of and acquiring new long term coal supply arrangements; and competition in coal markets. Additional information and other factors are contained in Alpha’s and Massey’s filings with the Securities and Exchange Commission (the “SEC”), including Alpha’s and Massey’s Annual Reports on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K, and other SEC filings, which are available at the SEC’s web site http://www.sec.gov.  Alpha and Massey disclaim any obligation to update and revise statements contained in these materials based on new information or otherwise.

Important Additional Information and Where to Find It
 
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.
 
In connection with the proposed merger, Alpha has filed with the SEC a registration statement on Form S-4 (commission file number 333-172888), as amended, that includes a preliminary joint proxy statement/prospectus regarding the proposed merger.  The registration statement was declared effective by the SEC on April 28, 2011, and a definitive joint proxy statement/prospectus has been mailed to Alpha and Massey stockholders on or about April 29, 2011 in connection with the proposed merger.  INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND OTHER DOCUMENTS RELATING TO THE MERGER FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER.  You may obtain a copy of the joint proxy statement/prospectus and other related documents filed by Alpha and Massey with the SEC regarding the proposed merger as well as other filings containing information, free of charge, through the web site maintained by the SEC at www.sec.gov, by directing a request to Alpha’s Investor Relations department at Alpha Natural Resources, Inc., One Alpha Place, P.O. Box 2345, Abingdon, Virginia 24212, Attn: Investor Relations, to D.F. King & Co., Inc., 48 Wall Street, 22nd Floor, New York, New York 10005 or to Massey’s Investor Relations department at, (804) 788 - 1824 or by email to Investor@masseyenergyco.com.  Copies of the joint proxy statement/prospectus and the filings with the SEC that are incorporated by reference in the joint proxy statement/prospectus can also be obtained, without charge, from Alpha’s website at www.alphanr.com under the heading “Investor Relations” and then under the heading “SEC Filings” and Massey’s website at www.masseyenergyco.com under the heading “Investors” and then under the heading “SEC Filings”.

Participants in Solicitation

Alpha, Massey and their respective directors, executive officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies in favor of the proposed merger.  Information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of proxies in favor of the proposed merger is set forth in the definitive joint proxy statement/prospectus filed with the SEC.  You can find information about Alpha’s directors and executive officers in Alpha’s definitive proxy statement filed with the SEC on April 1, 2011.  You can find information about Massey’s directors and executive officers in Amendment No. 1 to Massey’s annual report on Form 10-K filed with the SEC on April 19, 2011. You can obtain free copies of these documents from Alpha or Massey using the contact information above.

 
 
5

 
 


 
 
To:
Everyone at Alpha and Massey
From: Randy McMillion, EVP – Running Right and Business Excellence
Subject: Running Right Organization
Date May 16th, 2011
                                                            
Over the past few weeks I’ve been working with the Day 1 leadership for Running Right to further define our structure and management teams.  The Running Right program will be managed at a corporate level with Continuous Improvement Coordinators working alongside each region and business unit to respond to local opportunities and needs.
 
Today I’m sharing with you more detail about the corporate Running Right leadership and management team.  Drew Shaver was instrumental in deploying Running Right after the Foundation merger and I’m pleased to announce he will be leading our team going forward as the new Vice-President of Running Right and Business Excellence.  This structure will become effective at Day 1.  In the Operations memo from Kurt Kost you can see how the Running Right field support is structured.
 
The cooperation between Massey and Alpha during this planning has been a hallmark of the performance we’ll deliver as a team.  We are diligent in our focus on Running Right as a backbone to Alpha’s success and leadership in the coal industry.  Thank you for your continued patience.
 
 
Sincerely,
 
 
Randy McMillion, EVP
Running Right and Business Excellence
 

 

 
 

 
 
 
 
RUNNING RIGHT POST-DAY 1 ORGANIZATION
 
 
 
 
  Drew Shaver, VP – Running Right & Business Excellence
       
 
·  Rick McAllister,  Director – Continuous Improvement
 
·  Harry Hull, Director – Running Right Culture Development
 
·  Jason Hendershot  Director – Operations Improvement
 
·  Vernon Johnson, Director – Operations Improvement
 
 
 
 

 
 
 
 
RUNNING RIGHT POST-DAY 1 ORGANIZATION
 
 
Required Legal Notices
 

Forward Looking Statements
 
Information set forth herein contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995, which involve a number of risks and uncertainties.  Alpha and Massey caution readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information.  Such forward-looking statements include, but are not limited to, statements about the benefits of the business combination transaction involving Alpha and Massey, including future financial and operating results, the combined company’s plans, objectives, expectations (financial or otherwise) and intentions and other statements that are not historical facts.
 
The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the ability to obtain regulatory approvals of the transaction on the proposed terms and schedule; the failure of Alpha or Massey stockholders to approve the transaction; the outcome of pending or potential litigation or governmental investigations; the risk that the businesses will not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; uncertainty of the expected financial performance of Alpha following completion of the proposed transaction; Alpha’s ability to achieve the cost savings and synergies contemplated by the proposed transaction within the expected time frame; disruption from the proposed transaction making it more difficult to maintain relationships with customers, employees or suppliers; the calculations of, and factors that may impact the calculations of, the acquisition price in connection with the proposed merger and the allocation of such acquisition price to the net assets acquired in accordance with applicable accounting rules and methodologies; general economic conditions that are less favorable than expected; changes in, renewal of and acquiring new long term coal supply arrangements; and competition in coal markets. Additional information and other factors are contained in Alpha’s and Massey’s filings with the Securities and Exchange Commission (the “SEC”), including Alpha’s and Massey’s Annual Reports on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K, and other SEC filings, which are available at the SEC’s web site http://www.sec.gov.  Alpha and Massey disclaim any obligation to update and revise statements contained in these materials based on new information or otherwise.

Important Additional Information and Where to Find It
 
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.
 
In connection with the proposed merger, Alpha has filed with the SEC a registration statement on Form S-4 (commission file number 333-172888), as amended, that includes a preliminary joint proxy statement/prospectus regarding the proposed merger.  The registration statement was declared effective by the SEC on April 28, 2011, and a definitive joint proxy statement/prospectus has been mailed to Alpha and Massey stockholders on or about April 29, 2011 in connection with the proposed merger.  INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND OTHER DOCUMENTS RELATING TO THE MERGER FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER.  You may obtain a copy of the joint proxy statement/prospectus and other related documents filed by Alpha and Massey with the SEC regarding the proposed merger as well as other filings containing information, free of charge, through the web site maintained by the SEC at www.sec.gov, by directing a request to Alpha’s Investor Relations department at Alpha Natural Resources, Inc., One Alpha Place, P.O. Box 2345, Abingdon, Virginia 24212, Attn: Investor Relations, to D.F. King & Co., Inc., 48 Wall Street, 22nd Floor, New York, New York  10005 or to Massey’s Investor Relations department at, (804) 788 - 1824 or by email to Investor@masseyenergyco.com.  Copies of the joint proxy statement/prospectus and the filings with the SEC that are incorporated by reference in the joint proxy statement/prospectus can also be obtained, without charge, from Alpha’s website at www.alphanr.com under the heading “Investor Relations” and then under the heading “SEC Filings” and Massey’s website at www.masseyenergyco.com under the heading “Investors” and then under the heading “SEC Filings”.

Participants in Solicitation

Alpha, Massey and their respective directors, executive officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies in favor of the proposed merger.  Information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of proxies in favor of the proposed merger is set forth in the definitive joint proxy statement/prospectus filed with the SEC.  You can find information about Alpha’s directors and executive officers in Alpha’s definitive proxy statement filed with the SEC on April 1, 2011.  You can find information about Massey’s directors and executive officers in Amendment No. 1 to Massey’s annual report on Form 10-K filed with the SEC on April 19, 2011. You can obtain free copies of these documents from Alpha or Massey using the contact information above.

 
 
 
3

 
 
 
 
 

 
From: Vaughn Groves, General Counsel – Legal and Risk
Subject: Legal and Risk Organization
Date: May 16th, 2011
  
   
Over the past few weeks Ive been working with the Day 1 Legal and Risk leadership team to further define our structure and teams.  Today I’m sharing with you more detail about the different team members that comprise the Legal and Risk function.  This structure will become effective at Day 1.
 
The cooperation between Massey and Alpha during this planning has been a hallmark of the performance we’ll deliver as a team.  Our operations, our organization, and our commitment to Running Right will be the backbone of our success.   Thank you for your continued patience.
 
 
Sincerely,
 
Vaughn Groves
Alpha General Counsel
 
 
 
 
 

 
 
 
 
LEGAL POST-DAY 1 ORGANIZATION
 
 
Eddie Neely, EVP – Chief Risk Officer
 
 
John Pearl, SVP – Total Risk Management
 
 
Mary Wong, Director – Risk Management
 
Nanette Miller, Insurance Manager
           
     
Timothy Anderson, Sr. Insurance Manager
 
Tick Lewis, Insurance Manager
           
 
Richard Gustashaw, Sr. Insurance Manager
 
Open, Insurance Manager
           
 
Gary Clatterbuck, Insurance Manager
 
Open, Insurance Manager
           
 
Debbie Gresh, Insurance Manager
     
           
 
Donna Stettler, SVP – Total Rewards
 
 
Dora Judy, VP – Health & Welfare and Retirement Programs
 
Open, Director – Cash & Equity Incentives
           
     
Sharon Andrews, Manager – Healthcare
 
 
Amy Stanley, Manager – Compensation
           
     
Tom Steckel, Manager – Retirement Programs
 
Burke Vander Lind, Director – Compensation  Systems
           
     
Open, Manager – Retiree & Welfare
 
 
Open, Analyst - Compensation
           
     
Open, Benefits Logistics Analyst
     
 
 
John Poma, VP – Enterprise Risk Management
 
 
Brian Miller, Assistant VP – Enterprise Risk Management
 
Paul Zavolta, Director – Hedging
           
      Open, Analyst – Enterprise Risk Management  
 
 
 
               
 
 
Mike Bales, Director – Flight Operations and Chief Pilot
 
Eric Hicks, Helo Pilot  
Gay Barlow, Flight & Travel Coordinator
         
Jeanette Easterling, Helo Pilot  
 
 
         
 
 
Dan Helton, Director – Security
 
Lynn Blevins, Security Chief
 
 
 
         
 
 
 
2

 
 
 
 
LEGAL POST-DAY 1 ORGANIZATION
 
 
David Deal, Director – Internal Audit
 
 
Chad Bailey, Audit Manger
 
Janet Shrader, Audit Manger
           
     
Carla Sentell, Sr. Internal Auditor
 
 
Steve Patterson, Sr. Internal Auditor
           
     
Matt Franklin, Staff Auditor
 
 
Guy Taylor, Sr. Internal Auditor
           
     
Jodi Warner, Staff Auditor
 
 
Alexandra Cox, Staff Auditor
           
  Steve Layell, Audit Manger      
           
     
Owen Jones, Sr. Internal Auditor
     
              
      Josh Tibbs, Sr. Internal Auditor      
             
       Chris Schumate, Staff Auditor      
             
 
Shane Harvey, SVP – Legal
 
 
Lisa Murphy, Administrative Assistant
 
 
 
           
 
 
Suzan Moore, VP & Assistant GC –HR, Benefits, & Safety, Corporate, NAPP/PRB & CAPP South
 
 
Holly Fuller, Paralegal
 
 
 
           
 
 
Frank Harrington, VP & Deputy GCMining, Sourcing, Litigation (NAPP/PRB & CAPP South) & Land
 
 
Rich Miller, VP & Assistant GC – Mining & PA
 
Lisa Seaborn, Sr. Paralegal
           
e Harvey, SVP – Legal
 
Stephanie Ojeda, Director & Assistant GC – HR & Safety, CAPP North & CAPP Central
 
 
Samantha Hill, Legal Assistant
 
 
 
           
 
 
Phil Monroe, Director & Assistant GC – Litigation, CAPP North & CAPP Central
 
 
Kacee Hodge, Paralegal
 
 
 
           
 
 
Nick Johnson, Assistant GC – Mining & Environmental
 
 
 
Ben Hadary, VP & Deputy GC – Strategic Transactions & Finance
 
 
Lisa Cook, Administrative Assistant
 
 
 
           
 
 
 
Richard Grinnan, VP, Deputy GC, & Assistant Corporate Secretary
 
 
Teresa Darnell, Assistant to Corporate Secretary
 
 
 
           
 
 
 
 
 
3

 
 
 
LEGAL POST-DAY 1 ORGANIZATION
 
 
Required Legal Notices
 

Forward Looking Statements
 
Information set forth herein contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995, which involve a number of risks and uncertainties.  Alpha and Massey caution readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information.  Such forward-looking statements include, but are not limited to, statements about the benefits of the business combination transaction involving Alpha and Massey, including future financial and operating results, the combined company’s plans, objectives, expectations (financial or otherwise) and intentions and other statements that are not historical facts.
 
The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the ability to obtain regulatory approvals of the transaction on the proposed terms and schedule; the failure of Alpha or Massey stockholders to approve the transaction; the outcome of pending or potential litigation or governmental investigations; the risk that the businesses will not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; uncertainty of the expected financial performance of Alpha following completion of the proposed transaction; Alpha’s ability to achieve the cost savings and synergies contemplated by the proposed transaction within the expected time frame; disruption from the proposed transaction making it more difficult to maintain relationships with customers, employees or suppliers; the calculations of, and factors that may impact the calculations of, the acquisition price in connection with the proposed merger and the allocation of such acquisition price to the net assets acquired in accordance with applicable accounting rules and methodologies; general economic conditions that are less favorable than expected; changes in, renewal of and acquiring new long term coal supply arrangements; and competition in coal markets. Additional information and other factors are contained in Alpha’s and Massey’s filings with the Securities and Exchange Commission (the “SEC”), including Alpha’s and Massey’s Annual Reports on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K, and other SEC filings, which are available at the SEC’s web site http://www.sec.gov.  Alpha and Massey disclaim any obligation to update and revise statements contained in these materials based on new information or otherwise.

Important Additional Information and Where to Find It
 
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.
 
In connection with the proposed merger, Alpha has filed with the SEC a registration statement on Form S-4 (commission file number 333-172888), as amended, that includes a preliminary joint proxy statement/prospectus regarding the proposed merger.  The registration statement was declared effective by the SEC on April 28, 2011, and a definitive joint proxy statement/prospectus has been mailed to Alpha and Massey stockholders on or about April 29, 2011 in connection with the proposed merger.  INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND OTHER DOCUMENTS RELATING TO THE MERGER FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER.  You may obtain a copy of the joint proxy statement/prospectus and other related documents filed by Alpha and Massey with the SEC regarding the proposed merger as well as other filings containing information, free of charge, through the web site maintained by the SEC at www.sec.gov, by directing a request to Alpha’s Investor Relations department at Alpha Natural Resources, Inc., One Alpha Place, P.O. Box 2345, Abingdon, Virginia 24212, Attn: Investor Relations, to D.F. King & Co., Inc., 48 Wall Street, 22nd Floor, New York, New York  10005 or to Massey’s Investor Relations department at, (804) 788 - 1824 or by email to Investor@masseyenergyco.com.  Copies of the joint proxy statement/prospectus and the filings with the SEC that are incorporated by reference in the joint proxy statement/prospectus can also be obtained, without charge, from Alpha’s website at www.alphanr.com under the heading “Investor Relations” and then under the heading “SEC Filings” and Massey’s website at www.masseyenergyco.com under the heading “Investors” and then under the heading “SEC Filings”.

Participants in Solicitation

Alpha, Massey and their respective directors, executive officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies in favor of the proposed merger.  Information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of proxies in favor of the proposed merger is set forth in the definitive joint proxy statement/prospectus filed with the SEC.  You can find information about Alpha’s directors and executive officers in Alpha’s definitive proxy statement filed with the SEC on April 1, 2011.  You can find information about Massey’s directors and executive officers in Amendment No. 1 to Massey’s annual report on Form 10-K filed with the SEC on April 19, 2011. You can obtain free copies of these documents from Alpha or Massey using the contact information above.
 
 
 
4

 
 
 
 
 
To: Everyone at Alpha and Massey 
From: Paul Vining, Chief Commercial Officer 
Subject Commercial Organization
Date May 16th, 2011 
 

 
Over the past few weeks I’ve been working with the Day 1 Commercial leadership team to further define our structure and teams for Sales, Marketing, Logistics and Optimization.  Today I’m sharing with you more detail about the different team members that comprise the Commercial function.  This structure will become effective at Day 1.
 
The cooperation between Massey and Alpha during this planning has been a hallmark of the performance we’ll deliver as a team.  Our operations, our organization, and our commitment to Running Right will be the backbone of our success.   Thank you for your continued patience.
 
Sincerely,
 
 
 
Paul Vining
Chief Commercial Officer
 

 
 

 
 
 

 
COMMERCIAL POST-DAY 1 ORGANIZATION
 
 
 
Scott Pack, EVP – ANR Inc & President of Alpha Coal Sales
 
 
 Bruce Hartshorn, SVP – Met Sales
 
 
·  
Andrea Penengo, VP – European Sales
   ·
 Jason Fannin, VP – Met Sales
   
TBD, Office Manager – European Sales
   · Open, Director – Purchased Coal & Tech Services
·   Dan Horn, VP – Met Sales, Americas      
  ·  
Kevin Karazsia, VP – International Sales, Asia
     
 
 Bill Davison, SVP – Thermal Sales
 
·  
Marlin Gohlke, SVP – Midwestern Sales
  ·
Monty Jones, SVP – Eastern Sales
   
Frank Kelly, VP – Sales
  ·   Pat Runey, VP – Sales
    Frank Smith, VP – Industrial Sales       Dennis Templeton, VP – Sales
    Frank Brikis, Manager – QC   · Rick Meade, VP –Sales & Purchasing
·   Larry Deal, SVP – Western Sales     David Smith, Manager –Sales & Purchasing
  ·  
Bruce Taylor, VP – Sales
  ·  Open, VP – European Thermal Sales
    Mason Caperton, Sales Manager      
 
Suresh Iyer, President – Alpha India, LLC
 
·  
Open, Manager Sales
   ·
Open, Office Manager

Open, Director – Quality Assurance
 
 
Dennis Clay, SVP – Optimization & Distribution
 
 
James Sutphin, VP – Optimization & Sales Planning
 
·  
Dan Grogan, Director – Sales Planning & Optimization
   ·
Open, Sales Analyst
·   TBD, Director – Optimization       
 
Betsy Monseu, VP – Transportation
 
·  
Diana Walker, Director – Freight & Terminaling
  ·
TBD, Manager – Freight & Terminaling
·   Terri Humphries, Manager – Distribution   · Carlisa Pusey, Analyst – Transportation
 
 
 

 
 
 
 
COMMERCIAL POST-DAY 1 ORGANIZATION
 
 
Steve Horton, VP – Distribution
 
·  
TBD, Sr. Director – Distribution
  ·
Lou Ann Vavreck, Sr. Director – Distribution
·   TBD, Sr. Director – Distribution      
 
James Schad, Assistant VP – River & Terminals
 
·  
Chris Hamilton, Director – River Docks
  ·
Bo Rife, Manager – PA Terminals
·   Frank Isaacs, Director – Gulf Export      
 
Jill Harrison, VP & General Counsel – Sales
 
·  
Susan Reynolds, Paralegal
   
 
 
Tony Robey, VP – Sales Administration
 
·  
Jerry Norrell, Assistant VP – Sales Administration
  ·
Leslie Carrier, Contract Administrator
·   Kathy Vrana, Senior Contract Administrator   · Open, Contract Administrator
·   Phillip Humphreys, Contract Administrator       
 
Open, Staff Attorney
 
 
Open, VP – Global Commercial Business Development
 
 
 
 

 
 
 
 
COMMERCIAL POST-DAY 1 ORGANIZATION
 
 
Required Legal Notices

Forward Looking Statements
 
Information set forth herein contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995, which involve a number of risks and uncertainties.  Alpha and Massey caution readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information.  Such forward-looking statements include, but are not limited to, statements about the benefits of the business combination transaction involving Alpha and Massey, including future financial and operating results, the combined company’s plans, objectives, expectations (financial or otherwise) and intentions and other statements that are not historical facts.
 
The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the ability to obtain regulatory approvals of the transaction on the proposed terms and schedule; the failure of Alpha or Massey stockholders to approve the transaction; the outcome of pending or potential litigation or governmental investigations; the risk that the businesses will not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; uncertainty of the expected financial performance of Alpha following completion of the proposed transaction; Alpha’s ability to achieve the cost savings and synergies contemplated by the proposed transaction within the expected time frame; disruption from the proposed transaction making it more difficult to maintain relationships with customers, employees or suppliers; the calculations of, and factors that may impact the calculations of, the acquisition price in connection with the proposed merger and the allocation of such acquisition price to the net assets acquired in accordance with applicable accounting rules and methodologies; general economic conditions that are less favorable than expected; changes in, renewal of and acquiring new long term coal supply arrangements; and competition in coal markets. Additional information and other factors are contained in Alpha’s and Massey’s filings with the Securities and Exchange Commission (the “SEC”), including Alpha’s and Massey’s Annual Reports on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K, and other SEC filings, which are available at the SEC’s web site http://www.sec.gov.  Alpha and Massey disclaim any obligation to update and revise statements contained in these materials based on new information or otherwise.

Important Additional Information and Where to Find It
 
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.
 
In connection with the proposed merger, Alpha has filed with the SEC a registration statement on Form S-4 (commission file number 333-172888), as amended, that includes a preliminary joint proxy statement/prospectus regarding the proposed merger.  The registration statement was declared effective by the SEC on April 28, 2011, and a definitive joint proxy statement/prospectus has been mailed to Alpha and Massey stockholders on or about April 29, 2011 in connection with the proposed merger.  INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND OTHER DOCUMENTS RELATING TO THE MERGER FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER.  You may obtain a copy of the joint proxy statement/prospectus and other related documents filed by Alpha and Massey with the SEC regarding the proposed merger as well as other filings containing information, free of charge, through the web site maintained by the SEC at www.sec.gov, by directing a request to Alpha’s Investor Relations department at Alpha Natural Resources, Inc., One Alpha Place, P.O. Box 2345, Abingdon, Virginia 24212, Attn: Investor Relations, to D.F. King & Co., Inc., 48 Wall Street, 22nd Floor, New York, New York  10005 or to Massey’s Investor Relations department at, (804) 788 - 1824 or by email to Investor@masseyenergyco.com.  Copies of the joint proxy statement/prospectus and the filings with the SEC that are incorporated by reference in the joint proxy statement/prospectus can also be obtained, without charge, from Alpha’s website at www.alphanr.com under the heading “Investor Relations” and then under the heading “SEC Filings” and Massey’s website at www.masseyenergyco.com under the heading “Investors” and then under the heading “SEC Filings”.

Participants in Solicitation

Alpha, Massey and their respective directors, executive officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies in favor of the proposed merger.  Information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of proxies in favor of the proposed merger is set forth in the definitive joint proxy statement/prospectus filed with the SEC.  You can find information about Alpha’s directors and executive officers in Alpha’s definitive proxy statement filed with the SEC on April 1, 2011.  You can find information about Massey’s directors and executive officers in Amendment No. 1 to Massey’s annual report on Form 10-K filed with the SEC on April 19, 2011. You can obtain free copies of these documents from Alpha or Massey using the contact information above.
 
 
 
 
 
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