UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 


 

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):  February 26, 2015 (February 25, 2015)

 

Arch Coal, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-13105

 

43-0921172

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

CityPlace One
One CityPlace Drive, Suite 300
St. Louis, Missouri 63141

(Address, including zip code, of principal executive offices)

 

Registrant’s telephone number, including area code:  (314) 994-2700

 

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:

 

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))

 

 

 



 

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

 

On February 25, 2015, the Board of Directors of Arch Coal, Inc., (the “Company”) increased the size of the Board of Directors to twelve and elected, effective immediately, James A. Sabala to fill the newly-created vacancy.  Mr. Sabala will serve as a Class I director and will serve on the Board’s audit committee and finance committee.

 

Mr. Sabala currently serves as the Senior Vice President and Chief Financial Officer of Hecla Mining Company, a position he has held since May 2008.  He served as Senior Vice President of Hecla Mining Company from March 2008 to May 2008.  From February 2003 until March 2008, he served as the Executive Vice President-Chief Financial Officer of Coeur d’alene Mines Corporation and from 1998 to 2003 he served as Vice President-Chief Financial Officer of Stillwater Mining Company.

 

In accordance with the Company’s non-employee director compensation plan, Mr. Sabala will receive a new director fee equal to $60,000 and a prorated portion of the Company’s annual director compensation for the period between February 2015 and April 2015.  The annual director compensation consists of an annual retainer of $100,000 together with annual committee retainer fees equal to $15,000 for serving on the audit committee and $10,000 for serving on any other committee of the Company.  Pursuant to the Company’s deferred compensation plan, 100% of the new director fee is required to be deferred into a hypothetical investment in the Company’s common stock in order to align the interests of the Company’s directors with the long-term interests of stockholders.

 

Mr. Sabala will also be eligible to participate in the Company’s deferred compensation plan and other compensation arrangements for non-employee directors, and is subject to the stock ownership guidelines for non-employee directors, described under the heading “Director Compensation for the Year Ended December 31, 2013” in the Company’s proxy statement filed with the Securities and Exchange Commission on March 14, 2014.  Mr. Sabala entered into an indemnification agreement with the Company, effected as of February 25, 2015, substantially in the form attached as Exhibit 10.40 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2010.

 

Item 7.01                                           Regulation FD Disclosure.

 

On February 26, 2015, the Company issued a press release announcing the election described above. A copy of the press release is furnished as Exhibit 99.1 hereto and is hereby incorporated by reference.

 

Item 9.01                                           Financial Statements and Exhibits.

 

(d)                                 Exhibits

 

The following exhibit is attached hereto and furnished herewith.

 

Exhibit
No.

 

Description

99.1

 

Press release dated February 26, 2015.

 

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Signatures

 

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.

 

Dated: February 26, 2015

Arch Coal, Inc.

 

 

 

 

By:

/s/ Robert G. Jones

 

 

Robert G. Jones

 

 

Senior Vice President — Law, General Counsel and Secretary

 

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Exhibit Index

 

Exhibit
No.

 

Description

99.1

 

Press release dated February 25, 2015.

 

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Exhibit 99.1

 

NEWS FROM ARCH COAL

 

FOR IMMEDIATE RELEASE

Media: Logan Bonacorsi 314/994.2766

 

 

 

 

Hecla Mining Executive, James A. Sabala, Elected to Arch Coal’s Board of Directors

 

ST. LOUIS, February 26, 2015 — Arch Coal, Inc. (NYSE:ACI) today announced that James A. Sabala, 60, has been elected to its board of directors, effective immediately. Sabala will serve on the board’s audit and finance committees.

 

“We are very pleased to welcome Jim to our board,” said John W. Eaves, Arch’s president and CEO. “Jim is a highly respected leader in the mining sector, and brings with him tremendous financial acumen and a wealth of knowledge and expertise in corporate finance. I am confident he will be a valuable addition to the Arch board, and we look forward to his counsel as we continue to position Arch for long-term success in domestic and international coal markets.”

 

Sabala currently serves as the senior vice president and chief financial officer of Hecla Mining Company, a precious metal mining company headquartered in Coeur d’Alene, Idaho. Prior to joining Hecla in 2008, Sabala served as executive vice present and chief financial officer for Coeur d’ Alene Mines Corporation and vice president and chief financial officer for Stillwater Mining Company. Sabala also held various other positions with Coeur d’Alene Mines including controller, treasurer and vice president of finance. Early in his career, Sabala worked as a certified public accountant for Price Waterhouse and Company.

 

Sabala completed Stanford University’s Executive Education Financial Management program, a joint Stanford and London School of Business’ International Investment Management program and earned a Bachelor of Science degree in business and accounting from the University of Idaho. In addition, Mr. Sabala serves on the Advisory Board to the University of Idaho College of Business.

 

For a full list of directors, committee assignments and other corporate governance documents, visit Arch’s website at http://investor.archcoal.com.

 

U.S.-based Arch Coal, Inc. is one of the world’s top coal producers for the global steel and power generation industries, serving customers on five continents. Its network of mining complexes is the most diversified in the United States, spanning every major coal basin in the nation. The company controls more than 5 billion tons of high-quality metallurgical and thermal coal reserves, with access to all major railroads, inland waterways and a growing number of seaborne trade channels. For more information, visit www.archcoal.com.

 

# # #

 

Forward-Looking Statements:  This press release contains “forward-looking statements” — that is, statements related to future, not past, events.  In this context, forward-looking statements often address our expected future business and financial performance, and often contain words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” or “will.”  Forward-looking statements by their nature address matters that are, to different degrees, uncertain.  For us, particular

 



 

uncertainties arise from changes in the demand for our coal by the domestic electric generation industry; from legislation and regulations relating to the Clean Air Act and other environmental initiatives; from operational, geological, permit, labor and weather-related factors; from fluctuations in the amount of cash we generate from operations; from future integration of acquired businesses; and from numerous other matters of national, regional and global scale, including those of a political, economic, business, competitive or regulatory nature.  These uncertainties may cause our actual future results to be materially different than those expressed in our forward-looking statements.  We do not undertake to update our forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law.  For a description of some of the risks and uncertainties that may affect our future results, you should see the risk factors described from time to time in the reports we file with the Securities and Exchange Commission.

 

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