8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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FORM 8-K

____________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 19, 2017

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WESTMORELAND COAL COMPANY

(Exact Name of Registrant as Specified in Charter)

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Delaware	001-11155	23-1128670
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

9540 South Maroon Circle, Suite 300 Englewood, CO	80112
(Address of Principal Executive Offices)	(Zip Code)

Registrant's telephone number, including area code:(855) 922-6463

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(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 5.02.    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 19, 2017, Westmoreland Coal Company (the “Company”) issued a press release announcing the departure of John Schadan as President and Chief Operating Officer and the appointment of Joseph Micheletti as Chief Operating Officer.

Effective October 19, 2017, the board of directors (the “Board”) of the Company appointed Joseph Micheletti, who has been serving as Executive Vice President and Chief Technical Officer, as Chief Operating Officer. Mr. Micheletti, 52, joined Westmoreland in 1998 and has progressively held key leadership positions at Westmoreland including Jewett Mine General Manager and President, Senior Vice President of Coal Operations, and Executive Vice President and Chief Technical Officer.  Mr. Micheletti has worked in the production, maintenance, processing, and engineering disciplines of the mining industry for 30 years.  He holds a Bachelor of Science degree in Mineral Processing Engineering from Montana College of Mineral Science and Technology. As COO, the Board set Mr. Micheletti’s base salary at $370,000 with no other change to compensation amount or structure at this time. There are no agreements, arrangements, relationships or transactions between the Company and Mr. Micheletti required to be disclosed under Items 401 or 404(a) of Regulation S-K. A copy of the press release announcing Mr. Micheletti's appointment is attached hereto as Exhibit 99.1.

Also effective October 19, 2017, as part of the management restructuring, the Board also added the title of President to Mr. Kevin A. Paprzycki, the Company’s Chief Executive Officer, however there is no change to his day-to-day duties, responsibilities or his compensation.

Item 7.01. Regulation FD Disclosure.

On October 19, 2017, the Company published a press release related to the management changes more specifically described above in Item 5.02, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The press release contained in Exhibit 99.1 is also posted on the Company's website at www.westmoreland.com.

The information in Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Description
99.1	Westmoreland Coal Company Press Release dated October 19, 2017

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	WESTMORELAND COAL COMPANY
Date: October 19, 2017	By:	/s/ Jennifer S. Grafton
		Jennifer S. Grafton Chief Legal Officer, Chief Administrative Officer and Secretary

EXHIBIT INDEX

Exhibit No.	Description
99.1	Westmoreland Coal Company Press Release dated October 19, 2017

EX-99.1

EXHIBIT 99.1

News Release

Westmoreland Promotes Joseph E. Micheletti to Chief Operating Officer;

Appoints Jeffrey S. Stein as Chief Investment Officer;

Forms Board-Level Operations Committee

Englewood, CO – October 19, 2017 – Westmoreland Coal Company (Nasdaq:WLB) today announced that it has promoted Joseph E. Micheletti to Chief Operating Officer. Mr. Micheletti joined Westmoreland in 1998 and has held various positions of increasing responsibility including, most recently, Executive Vice President and Chief Technical Officer. During his nearly 20 years with Westmoreland, Mr. Micheletti has also served as Senior Vice President of Coal Operations and has led the company’s production, maintenance, processing, and engineering functions. Mr. Micheletti also proudly serves as a director of the Rocky Mountain Coal Mining Institute.

“This is a well-deserved promotion for Joe, who has been essential to Westmoreland’s success,” said Kevin Paprzycki, Westmoreland’s Chief Executive Officer. “Joe has extensive experience and an outstanding track record as a leader at Westmoreland during the last two decades. He has led the teams responsible for over-achieving our expectations on the acquisitions we have made in the past several years.”

Mr. Micheletti replaces Westmoreland’s former President and Chief Operating Officer, John Schadan. Paprzycki said, “I am thankful to John for his contributions to Westmoreland and wish him well as he pursues other opportunities.”

Separately, the board has engaged Jeffrey S. Stein to serve as Chief Investment Officer to help lead shareholder value initiatives. Mr. Stein will continue serving on Westmoreland’s board of directors, a position as he has held since August 2016. Mr. Stein is the Founder and remains the Managing Partner of Stein Advisors LLC, a financial advisory firm that provides consulting services to institutional investors.

“Jeffrey’s significant capital markets expertise and his depth of understanding of capital allocation and structure makes him the ideal candidate to serve as our Chief Investment Officer,” said Jan B. Packwood, Chairman of the Board of Westmoreland. “We are confident in his ability to lead our efforts as we seek to optimize Westmoreland’s capital structure and maximize shareholder value.”

In addition, the board of directors has formed an Operations Committee to assist Westmoreland in fulfilling its responsibilities pertaining to matters most likely to affect shareholder value, including capital structure optimization, oversight of operational leadership and harnessing internal opportunities to drive greater value potential. To this end, Westmoreland recently engaged an external management consulting firm to review its business processes, make recommendations aimed at creating further efficiencies, and identify opportunities for driving greater value.

About Westmoreland Coal Company

Westmoreland Coal Company is the oldest independent coal company in the United States.  Westmoreland’s coal operations include surface coal mines in the United States and Canada, underground coal mines in Ohio and New Mexico, a char production facility, and a 50% interest in an activated carbon plant.  Westmoreland also owns the general partner of and a majority interest in Westmoreland Resource Partners, LP, a publicly-traded coal master limited partnership (NYSE:WMLP).  For more information, visit www.westmoreland.com.

For further information please contact

EXHIBIT 99.1

Gary Kohn

Chief Financial Officer

1-720-354-4467