Item 4. Controls and Procedures
ITEM 4. CONTROLS AND PROCEDURES
DISCLOSURE CONTROLS
We maintain a system of disclosure controls and procedures that are designed for the purpose of ensuring that information required to be disclosed in our SEC reports is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our CEO and CFO and as appropriate to allow timely decisions regarding required disclosure.
As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our CEO and CFO of the effectiveness of the design and operation of our disclosure controls and procedures. Based on that evaluation, our CEO and CFO concluded that our disclosure controls and procedures are effective.
There have been no changes to our internal control over financial reporting during the quarter ended September 30, 2025, that materially affected or are reasonably likely to materially affect our internal control over financial reporting.
FORWARD-LOOKING STATEMENTS
Certain statements and information in this Quarterly Report on Form 10-Q may constitute “forward-looking statements.” These statements are based on our beliefs as well as assumptions made by, and information currently available to us. When used in this document, the words “anticipate,” “believe,” “continue,” “estimate,” “expect,” “forecast,” “may,” “project,” “will,” and similar expressions identify forward-looking statements. Without limiting the foregoing, all statements relating to our future outlook, anticipated capital expenditures, future cash flows and borrowings and sources of funding are forward-looking statements. These statements reflect our current views with respect to future events and are subject to numerous assumptions that we believe are open to a wide range of uncertainties and business risks, and actual results may differ materially from those discussed in these statements. Among the factors that could cause actual results to differ from those in the forward-looking statements are:
● changes in macroeconomic and market conditions and market volatility, and the impact of such changes and volatility on our financial position;
● fluctuations in weather, gas and electricity commodity costs, inflation and economic conditions impact demand of our customers and our operating results;
● the outcome or escalation of current hostilities in Ukraine and Israel;
● changes in competition in electricity or coal markets and our ability to respond to such changes;
● changes in coal prices, demand, and availability which could affect our operating results and cash flows;
● risks associated with the expansion of our operations and properties;
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● legislation, regulations, administrative actions (e.g., Executive Orders), and court decisions and interpretations thereof, including those relating to the environment and the release of greenhouse gases, mining, miner health and safety, and health care, as well as those relating to data privacy protection;
● deregulation of the electric utility industry or the effects of any adverse change in the coal industry, electric utility industry, or general economic conditions;
● dependence on significant or long-term customer contracts, including renewing customer contracts upon expiration of existing contracts;
● changing global economic conditions or the geopolitical environment in industries in which our customers operate;
● anticipated changes in the U.S. political environment, including those resulting from the change in Presidential Administration and control of Congress, and to regulatory agencies;
● changes in attitude toward environmental, social, and governance (“ESG”) matters among regulators, investors and parties with which we do business;
● the effect of changes in taxes or tariffs and other trade measures; the U.S. has implemented higher tariffs on imports into the U.S. which could impact the Company’s procurement and sourcing strategies;
● risks relating to inflation and increasing interest rates;
● liquidity constraints, including due to restrictions contained in our indebtedness and those resulting from any future unavailability of financing;
● customer bankruptcies, a decline in customer creditworthiness, or customer cancellations or breaches to existing contracts, or other failures to perform;
● customer delays, failure to take coal under contracts or defaults in making payments;
● adjustments made in price, volume or terms to existing coal supply and customer agreements;
● our productivity levels and margins earned on our coal or electricity sales;
● supply chain disruptions and changes in equipment, raw material, service or labor costs or availability, including due to inflationary pressures;
● changes in the availability of skilled labor;
● our ability to maintain satisfactory relations with our employees;
● increases in labor costs, adverse changes in work rules, or cash payments or projections associated with workers’ compensation claims;
● increases in transportation costs and risk of transportation delays or interruptions;
● operational interruptions due to geologic, permitting, labor, weather-related or other factors;
● risks associated with major mine-related or other accidents, mine fires, mine floods or other interruptions, including unanticipated operating conditions and other events that are not within our control;
● results of litigation, including claims not yet asserted;
● difficulty maintaining our surety bonds for mine reclamation;
● decline in or change in the coal industry’s share of electricity generation, including as a result of environmental concerns related to coal mining and combustion and the cost and perceived benefits of other sources of electricity, such as natural gas, nuclear energy, and renewable fuels;
● risks resulting from climate change or natural disasters;
● difficulty in making accurate assumptions and projections regarding post-mine reclamation;
● uncertainties in estimating and replacing our coal reserves;
● the impact of current and potential changes to federal or state tax rules and regulations, including the effects of the OBBBA or a loss or reduction of benefits from certain tax deductions and credits;
● difficulty obtaining commercial property insurance;
● evolving cybersecurity risks, such as those involving unauthorized access, denial-of-service attacks, malicious software, data privacy breaches by employees, insiders or others with authorized access, cyber or phishing-attacks, ransomware, malware, social engineering, physical breaches or other actions;
● difficulty in making accurate assumptions and projections regarding future revenues and costs associated with equity investments in companies we do not control;
● any future pandemics and their impacts, both in their intrinsic severity and in the political and social responses to them, which could affect, among other things, our operations and personnel, the demand for coal, the financial condition of our customers and suppliers and available liquidity and capital; and
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● other factors, including those discussed in “Item 1A. Risk Factors” in our Annual Report on Form 10-K.
If one or more of these or other risks or uncertainties materialize, or should underlying assumptions prove incorrect, our actual results may differ materially from those described in any forward-looking statement. When considering forward-looking statements, you should also keep in mind the risk factors described in “ Item 1A. Risk Factors ” in our Annual Report on Form 10-K. The risk factors could also cause our actual results to differ materially from those contained in any forward-looking statement. We disclaim any obligation to update the above list or to announce publicly the result of any revisions to any of the forward-looking statements to reflect future events or developments, unless required by law.
You should consider the information above when reading any forward-looking statements contained in this Quarterly Report on Form 10-Q; other reports filed by us with the U.S. Securities and Exchange Commission (“SEC”); our press releases; our website www.halladorenergy.com and written or oral statements made by us or any of our officers or other authorized persons acting on our behalf.
PART II - O T H E R INFORMATION
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.