Westmoreland Partners $425,000,000 10.750% Senior Secured Notes PURCHASE AGREEMENTPurchase Agreement • February 4th, 2014 • WESTMORELAND COAL Co • Bituminous coal & lignite surface mining • New York
Westmoreland Escrow Corporation, a Delaware corporation (the “Issuer”) and wholly owned subsidiary of Westmoreland Coal Company, a Delaware corporation (the “Company”), proposes, upon the terms and conditions set forth in this purchase agreement (the “Agreement”), to issue and sell to you, as the initial purchasers (the “Initial Purchasers”), $425 million aggregate principal amount of its 10.750% Senior Secured Notes (the “Notes”). The Notes will (i) have terms and provisions that are summarized in the Offering Memorandum (as defined below) and (ii) are to be issued pursuant to an Indenture (the “Indenture”) to be entered into among the Issuer and Wells Fargo Bank, National Association, as trustee (the “Trustee”).
