National Coal Corp. (NCOC)

[naino74]

What happened to NCOC? Their site is gone, ticker gone..Did I miss something?

[DYNAMITE DAVE]

Let me get this rite. The $1 p3r share
is final, so as u said,, those who
purchased before R/S will be burned,
as i think i am.... Strange since
i saw a lot of Positive Earnings come
out and thought it was a sure winner,
next time ill wait for the break at the
EMA,,,,

[RonnieD]

it is expected to close prior to December 15.
probably a lot prior to that date.

This was only a premium for shareholders who purchased
after the R/S. Those whom owned prior to R/S will still be at a loss. It must be said that although I was correct about the ability of NCOC to retain value for its shareholders in excess
of the 42 million debt, in the big picture this company
did fail.

[dollars2bhad]

When is the date of record or is that the December date?

[sometimes_right]

sweet... wish I bought had more - LOL

[RonnieD]

National Coal Corp. to Be Acquired by Ranger Energy Investments
National Coal (MM) (NASDAQ:NCOC)
Intraday Stock Chart
Today : Tuesday 28 September 2010
National Coal Corp. (Nasdaq: NCOC), a Central and Southern Appalachian coal producer, announced today that it has agreed to be acquired by Ranger Energy Investments, LLC (Ranger Energy), an acquisition vehicle for Jim Justice, a businessman and operator of Appalachian coal assets. Under the terms of the agreement, Ranger Energy will pay $1.00 per share in cash for each share of National Coal common stock, including shares issuable upon exercise of options. The per share consideration represents a 54% premium to National Coal’s closing price of $0.65 per share on September 27, 2010.

In April of 2010, Ranger Energy acquired certain National Coal assets located in Devonia, Tennessee, and in and on its New River Tract site for an aggregate sales price of $11.8 million. At about the same time, Ranger Investments, LLC, an affiliate of Ranger Energy Investments, LLC, acquired $30.3 million of the Company’s $42 million senior secured notes due December 15, 2010.

“I am pleased that we were able to reach an agreement with Ranger Energy that delivers a substantial premium and fair value to our shareholders,” said Daniel A. Roling, National Coal’s President and CEO.

The transaction is subject to National Coal shareholder approval and other customary closing conditions, and is expected to close prior to December 15, 2010. Upon closing, National Coal will become a wholly-owned subsidiary of Ranger Energy, and the Company’s stock will cease trading.

The proposed acquisition was approved by the Board of Directors of National Coal. Dahlman Rose & Company LLC acted as exclusive financial adviser to National Coal and Stubbs Alderton & Markiles, LLP acted as legal counsel.

About National Coal Corp.

Headquartered in Knoxville, Tenn., National Coal Corp., through its wholly owned subsidiary, National Coal Corporation, is engaged in coal mining in East Tennessee. Currently, National Coal employs about 155 people. National Coal sells steam coal to electric utilities in the Southeastern United States. For more information and to sign-up for instant news alerts visit www.nationalcoal.com.

Information About Forward Looking Statements

This release contains “forward-looking statements” that include information relating to future events which represent the parties' current intentions, plans, expectations and beliefs and involve risks and uncertainties that could cause actual events to differ materially from the events described in this release, including risks or uncertainties related to the anticipated closing of the merger, as well as changes in general economic conditions, stock market trading conditions, tax law requirements or government regulation, and changes in the coal industry or the business or prospects of National Coal. Some of the factors that could cause results to differ materially from the expectations expressed in these forward-looking statements include the following: the risk that the proposed transaction may not be completed in a timely manner, if at all; disruption from the transaction making it more difficult to maintain relationships with customers, employees or suppliers; risks related to the successful offering of the combined company's products and services; the risk that the anticipated benefits of the merger may not be realized; and other risks that may impact National Coal’s businesses, some of which are discussed in the National Coal’s reports filed with the Securities and Exchange Commission (the "SEC") under the caption "Risk Factors" and elsewhere, including, without limitation, National Coal’s 10-K for the year ended December 31, 2009 and 10-Qs for the quarters ended March 31, 2010 and June 30, 2010. Copies of National Coal’s filings with the SEC can be obtained on their website, or at the SEC's website at www.sec.gov. You can also obtain National Coal’s reports through its website at http://www.nationalcoal.com. Any forward-looking statement is qualified by reference to these risks, uncertainties and factors.

If any of these risks or uncertainties materializes, the merger may not be consummated, the potential benefits of the merger may not be realized, the operating results of National Coal could suffer, and actual results could differ materially from the expectations described in these forward-looking statements. Forward-looking statements speak only as of the date of the document in which they are made. These risks, uncertainties and factors are not exclusive, and National Coal undertakes no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances that may arise after the date of this release.

Additional Information About the Proposed Transaction and Where You Can Find It

In connection with the proposed transaction, National Coal intends to file a proxy statement and other relevant materials with the Securities and Exchange Commission (“SEC”). BEFORE MAKING ANY VOTING DECISION WITH RESPECT TO THE PROPOSED TRANSACTION, SHAREHOLDERS OF NATIONAL COAL ARE URGED TO READ THE PROXY STATEMENT, WHEN IT BECOMES AVAILABLE, AND THE OTHER RELEVANT MATERIALS FILED BY NATIONAL COAL WITH THE SEC BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant materials, when available, and any other documents filed by National Coal with the SEC, may be obtained free of charge at the SEC’s website at www.sec.gov. In addition, shareholders of National Coal may obtain free copies of the documents filed with the SEC by contacting National Coal at 8915 George Williams Rd., Knoxville, TN 37923. You may also read and copy any reports, statements and other information filed by National Coal with the SEC at the SEC public reference room at 100 F Street, N.E. Room 1580, Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 or visit the SEC’s website for further information on its public reference room.

National Coal, Ranger Energy and their executive officers and directors may be deemed to be participants in the solicitation of proxies from National Coal’s shareholders in favor of the proposed transaction. Certain executive officers and directors of each company have interests in the transaction that may differ from the interests of shareholders generally. Additional information regarding the interests of such potential participants will be included in the proxy statement/prospectus and the other relevant documents filed with the SEC when they become available.

[sometimes_right]

I'm NOT normally a Flipper, BUT....LOL

[RonnieD]

back in the "must buy" zone

[loniee]

looking good here today

[RonnieD]

NatCoal officers execute 387k split-adjusted
stock options @ .73 today. Did they feel the time was right ?

http://xml.10kwizard.com/filing_raw.php?repo=tenk&ipage=7099921

[RonnieD]

there may or may not be a "heads-up" before the "deal" is executed. Coal investors are focusing on higher visibility plays which are struggling in this market. Although the coal outlook is exceptionally stronger than other energies, economic concerns weigh on all energy stocks.
If the Republicans win in November and cap&trade legislation which is anti-coal is finally dead, they will rally, bolstered by impressive earnings/outlook.

One day NCOC will have it's big news and is likely to outperform all the other coal plays based on its extreme undervaluation.

[TN-KY-Coal-Watchdog]

Yes, it is because some people actually read the Q. Here you go:

Proceeds from sale of assets 14,029,512

That is where the profit is coming from. Not more efficient mining or better contracts.

Ranger will be taking over soon. They might wait until NCC files for bankruptcy so the stockholders and others have no claims against the assets.

The WatchDog

[getmoreshares]

That is a good question--does not make sense to me either. Have w-2 energy and found this stock w/partnership--NCOC & WTWO working on GREEN project.

[Frankiy]

10Q good but pps goes down

[lrice]

Earnings Per Share up over 40cents from last year is another way to state that, and for direction, it's pretty clear.

Current price only 2x increase in eps from last year. Looks good.

[aquagoldandbeyond]

full steam ahead!

[aquagoldandbeyond]

looks like positives

[momentum74]

Looks like they could also do a merger.Pasted from the presser.
Among these alternatives, the Company has been pursuing a restructuring of its debt, the issuance of common stock in exchange for the purchase and cancellation of its debt, transactions in which the Company would issue preferred or additional common stock for cash, and merger transactions with other coal producers.

[RonnieD]

National Coal Corp. Reports Second Quarter 2010 Results
National Coal (MM) (NASDAQ:NCOC)
Intraday Stock Chart
Today : Tuesday 10 August 2010

Second quarter 2010 revenues from continuing operations totaled approximately $10.6 million and net income for the three months ending June 30, 2010 was $248,967
During the three months ended June 30, 2010, National Coal reported an Adjusted EBITDA of $3.4 million, compared to $1.2 million for the second quarter of 2009
National Coal Corp. (Nasdaq: NCOC), a Central and Southern Appalachian coal producer, reports that for the three months ended June 30, 2010, it achieved total revenues from continuing operations of $10.6 million based primarily on the sale of 117,017 tons of coal. In the same prior-year period, National Coal generated revenues from continuing operations of $22.6 million based primarily on the sale of 290,508 tons of coal. The decrease in revenue from coal sales for the three months ended June 30, 2010, as compared to the same period in 2009, was primarily due to the assignment of a coal supply agreement to Ranger Energy Investments, LLC on April 20, 2010 as part of the Company's sale of certain assets and real property.

For the three month period ended June 30, 2010, National Coal had an Adjusted Earnings Before Interest, Taxes, and Depreciation and Amortization (“Adjusted EBITDA”) of $3.4 million, compared to an Adjusted EBITDA of $1.2 million for the second quarter of 2009. For the three months ended June 30, 2010, National Coal reported income from continuing operations of $248,967 or $0.03 per share compared to a net loss of $6.3 million or $0.75 per share for the three months ended June 30, 2009.

In order to strengthen the Company’s balance sheet position, the Company completed the following transactions during the second quarter of 2010:

(i)
On April 20, 2010, the Company completed an asset sale which included a preparation plant and rail loadout facility located in Devonia, Tennessee, an active underground mine, two inactive mines, related property, plant and equipment, coal inventories located on the properties, associated permits, and a coal supply agreement for an aggregate sales price of $11.8 million.

(ii)
On May 19, 2010, the Company sold the short line railroad which served the New River operations and was owned by the Company’s wholly-owned subsidiary NC Railroad, Inc. for $3.0 million.

(iii)
On June 30, 2010, the Company’s wholly-owned subsidiary, National Coal Corporation sold an idle Superior Highwall Mining System for $4.1 million.

As a result of the above transactions, the Company received gross proceeds of $14.0 million and realized a net gain on the sale of assets of $3.6 million during the second quarter of 2010. However, an impairment loss was recorded during the first quarter of 2010 related to the April 20th sale, which reduced the net gain to $2.5 million for the six months ended June 30, 2010. In addition, cash and cash equivalents increased $4.1 million during the second quarter to $5.3 million at June 30, 2010, while accounts payable declined $8.3 million to $5.3 million during the same time period.

“This was an important quarter for us as we took significant steps to strengthen our balance sheet, and successfully tackled a number of short term challenges. We are beginning to see the positive effects of these changes, namely in the improvement of our net income and EBITDA figures. In addition, we are moving ahead with the startup of our mine 12 operations,” explains Daniel A. Roling, President and CEO of National Coal. “We are still working on, and remain committed to, the resolution of our biggest challenge which is refinancing our debt, which matures December 15, 2010. However, that said and with all else considered, our balance sheet is evidence of the ground we have been gaining during this difficult time.”

Also, the Company has engaged the services of a financial advisory firm to evaluate possible strategic and financing transactions. Among these alternatives, the Company has been pursuing a restructuring of its debt, the issuance of common stock in exchange for the purchase and cancellation of its debt, transactions in which the Company would issue preferred or additional common stock for cash, and merger transactions with other coal producers.

About National Coal Corp.

Headquartered in Knoxville, Tenn., National Coal Corp., through its wholly owned subsidiary, National Coal Corporation, is engaged in coal mining in East Tennessee. Currently, National Coal employs about 155 people. National Coal sells steam coal to electric utilities in the Southeastern United States. For more information and to sign-up for instant news alerts visit www.nationalcoal.com.

http://www.marketwatch.com/story/national-coal-corp-reports-second-quarter-2010-results-2010-08-10?reflink=MW_news_stmp

[aquagoldandbeyond]

During the six months ended June 30, 2010, our continuing operations generated total revenues of $26.8 million and sold approximately 0.3 million tons of coal. Revenues are derived primarily from the sale of coal to electric utility companies in the Southeastern United States pursuant to long-term contracts or open purchase order arrangements with long-time customers. Georgia Power Company represented approximately 95% of our continuing operations' coal revenues for the six months ended June 30, 2010.

[RonnieD]

that's the filing, the PR could move it.

[momentum74]

News. NCOC Reports Q2 $0.03 v -$0.38 yy/, $10.6M v $22.6M y/y http://biz.yahoo.com/e/100810/ncoc10-q.html

[Frankiy]

NCOC needs volume - way too small the daily traded shares!

[RonnieD]

Last quarter's was released at 5:15pm.
I expect to see sales improvements and near profitability
with the asset sales.

[loniee]

well,It is not selling off going into them..so far so good

[RonnieD]

i guess earnings will be postmarket

[loniee]

nice trade..

[RonnieD]

i actually sold it at 1.00 it got there so quickly, and am in some other trades hoping to get a chance to come back soon.

you know COAL is getting hot. NCOC is sure to get some of that love and see 1.00+ and probably hold it this time..
August 9th earnings

[loniee]

she is trying to turn up..

[RonnieD]

sry but that's not scary enough.
i will refer you to the July investor presentation
and all the bullish reports on coal, demand & price action.

refinancing may be difficult, however a combination of refi and equity or even a solution with all equity should not be difficult. there are only 8.5 million total shares.

think about this. National's total debt, indeed all its liabilities (considering payments made over last 2 months)
are only 42 million dollars. Now, what if a group decides to invest enough to cover that ? They will own a company that has no debt and is entering profitability. A company that very well may not have to borrow anymore for the forseeable future.

A profitable, debt-free NCOC with increased production in Mine 12, favorable coal prices and no debt on the balance sheet is on the way.

[TN-KY-Coal-Watchdog]

RonnieD it is Fool's Gold to even think NCC can get refinancing. First Ranger (Centaurus, Wells Fargo, Et el) has to agree to refinance and that is a big if! Sell outstanding shares to raise money - you are kidding, right?

NCC still has millions in outstanding accounts payable, just make a few calls to some local vendors.

Now, as for "actively pursuing merger or selling the company", that ship has sailed. They had a deal with US Coal but Roling killed the deal because he wasn't to be included. I believe that he will have some criminal liability for that action.

Now, who would pay $50+ million for 2 mines and a dilapidated prep plant. If you look at their numbers the deep mine is only producing about 12,000 clean tons a month.

Everyone, is waiting to buy assets at a bankruptcy auction. I do assume that Ranger will not let it go that far and take over the operation and the biggest losers will be the stockholders.

NCC does have more cash on hand at this time than they ever have had but it will soon be gone in paying on going operating expenses. The company is 1/4 the size it was 3 years ago but the staff has not been downsized. Typical NCC mismanagement!

Thw WatchDod

[RonnieD]

go here for true coal price contracts..
Oct 10 contracts have risen to $70.95/short ton.
they were $64.00 in the beginning of July.

http://www.cmegroup.com/trading/energy/


(the yahoo index info corresponds, but is not the actual price)

[Frankiy]

US Coal price $317

[Frankiy]

U.S. Coal Index ready for breakout!

[Frankiy]

ty - hope we´ll see a nice run above $1.00 next week.
Handle almost done! Silver cross is waiting also for us in the very near future.

[loniee]

I see .88 was able to pick up a few more this morning..gltu...that was a nice call you made on the bottom on dragons board..think or swim don't show it with the D

[Frankiy]

Closing price $0.90 on stockcharts.com?
All other sources are showing $0.88 - strange...
Nevertheless we closed at HOD

[Frankiy]

NCOC $0.88 HOD Volume 8,888 looks good imo
Cup and handle in play...

[RonnieD]

go to the website and see the July 2010
investor presentation. It's pretty clear on the mines.
http://www.nationalcoal.com/investors.php
their short-term debt is paid off.
the 42 million can be taken care of a number of ways,
it can be refinanced to a longer extension or they may sell some shares in a shelf offering, with only 8.5 million shares o/s.
They are also actively pursuing merger or selling the company.
Management took 10% pay cuts. I realize they got too big too soon, then had the bad luck or perhaps inadquate foresight to be in the situation where 2008 & 2009 were the worst years for coal in over 70 years, but they are worth much more than current market cap - and the outlook for 2010 and on is much more positive.

[sometimes_right]

don't waste your expertise with THAT one... he's not a player.

[Frankiy]

As longest we hit $1.75 by end of Dec. there will be no delisting.
Market Cap still way too cheap with 7,29M US$.
First gap at $0.83 already filled - second gap at $1.16 gonna be filled soon also...

[TN-KY-Coal-Watchdog]

3 Billion in Reserves But....

How are they going to pay for core drilling and permitting. To get a permit in TN it will take 2 to 3 years for surface and 1+ to 2 for a underground mine.

All of the good reserves went to Ranger (Justice).

I still would like to know where the money is coming from Dec. 15th to pay the $42 million note. Who loans money to a company that is going to be delisted?

The WatchDog

[sometimes_right]

looking to buy Arch Coal on any pullbacks

[RonnieD]

Cramer just said "coal can do no wrong"

[RonnieD]

NCOC still has 3 Billion dollars of coal in the ground
and over 65,000 acres to play with.

[Frankiy]

5, 15 and 60 minute charts

[TN-KY-Coal-Watchdog]

"Sometimes_right" NCC turned the keys over to TCW who has provided much of the financing for them in the past so that ship has sailed for future money.

NCC is about 1/4 the size it was 3 years ago but has the same size staff. There is no Straight Creek (sold to Xinergy - Jon Nix), there is no Alabama (bankruptcy), there is no New River (Jim Justice). Ranger (Justice) already has New River on the sales block.

It is funny that you think they have a good relationship with Justice. He is waiting to pick off Turley loadout and some of the reserves in the Elk Valley area - package it and put it up for sale.

If NCC was a horse they would have put it down by now!

The WatchDog

[sometimes_right]

“Cap and Trade” Collapses in Senate

http://www.thenewamerican.com/index.php/usnews/politics/4129-cap-and-tradencollapses-in-senate

[RonnieD]

some sharp tacks on CNBC been talking up coal post-market today.
coal stocks are under accumulation.

[sometimes_right]

Save your effort for elsewhere, I-hub has little to no effect on NCOC trading as we hold insignificant positions... BUT hold I do because I like my lotto tickets!

Soooo waste your time lurking & posting here... I don't care.... LOL